Scilex Holding Company - SCLX STOCK NEWS

Scilex Holding Company (NASDAQ: SCLX) has set a record date of November 7, 2024, for a preferred stock dividend distribution. The company reports concerns about manipulative and naked short selling of its common stock. Of approximately 197 million outstanding shares: 76 million are restricted until January 2025, 60 million were repurchased, and 60 million constitute the public float. Management believes over 12 million shares are being sold short, with an additional 10 million shares in naked short positions. The company provides guidance to stockholders on recalling loaned shares and demanding delivery of dividend shares from brokerage firms.

Scilex Holding Company (NASDAQ: SCLX) has set November 7, 2024, as the record date for a dividend distribution of 5,000,000 shares of Series 1 Mandatory Exchangeable Preferred Stock. This preferred stock will be exchangeable for up to 10% of Scilex's ownership in Semnur Pharmaceuticals, its wholly-owned subsidiary. The exchange will occur following Semnur's proposed business combination with Denali Capital Acquisition Corp, valued at $2.5 billion pre-transaction. Based on Syneos Health Consulting research, Semnur's SP-102 product candidate is projected to reach peak sales of $3.6 billion annually in the 5th year post-launch. The business combination is expected to close by Q1 2025.

Scilex Holding Company (Nasdaq: SCLX) has announced that its board of directors has authorized management to explore ways to maximize the value of its wholly owned subsidiary, Scilex Pharmaceuticals. This includes potentially conducting a spinoff or public listing of Scilex Pharma securities in markets outside the U.S., such as Hong Kong. The company believes that Scilex Pharma's potential value may exceed Scilex Holding Company's current valuation.

Scilex Pharma has three FDA-approved commercial products in the market:

• ZTlido®: A lidocaine topical system for neuropathic pain relief
• ELYXYB®: An oral solution for acute migraine treatment
• Gloperba®: A liquid oral anti-gout medicine

Additionally, Scilex Pharma is developing SP-103, a next-generation, triple-strength formulation of ZTlido for acute pain treatment, with a projected peak sales potential of $1.2 billion annually.

Semnur Pharmaceuticals, a subsidiary of Scilex Holding Company (NASDAQ: SCLX), plans to file a Registration Statement on Form S-4 with the SEC by October 2024 for its proposed business combination with Denali Capital Acquisition Corp. (NASDAQ: DECA). The deal values Semnur at a pre-transaction equity value of $2.5 billion. The transaction is expected to close by Q4 2024 or Q1 2025.

Semnur is in discussions for potential collaborations or acquisition of SP-102, which could exceed the $2.5 billion valuation post-merger. An independent study projects SP-102 (SEMDEXA™) to reach peak annual sales of $3.6 billion by the 5th year post-launch. Scilex's board has approved a potential dividend of up to 10% of its Semnur ownership to Scilex shareholders, subject to SEC registration.

Scilex Holding Company (Nasdaq: SCLX), a non-opioid pain management company, has released preliminary unaudited financial results for Q3 2024. Key highlights include:

- ZTlido net sales estimated between $11.0 million to $13.0 million, up 9% to 29% from $10.1 million in Q3 2023.

- Total product net sales projected between $12.0 million to $14.0 million, representing a 19% to 39% increase from $10.1 million in the same period last year.

The company notes that these figures are preliminary and subject to change pending full review and audit. Scilex focuses on acquiring, developing, and commercializing non-opioid pain management products for acute and chronic pain treatment.

Scilex Holding Company (Nasdaq: SCLX) has closed a $50 million registered convertible financing. The company issued new tranche B senior secured convertible notes and warrants to purchase up to 7,500,000 shares of common stock. The notes have a 10% original issue discount, 5.5% annual interest rate, and mature in two years. Scilex received $22.5 million in cash and a $22.5 million reduction in its existing debt with Oramed Pharmaceuticals. The notes are convertible at $1.09 per share, and the warrants have an exercise price of $1.09. Net proceeds of approximately $20.5 million will be used for debt repayment, satisfying certain costs, and working capital. The offering was made under a shelf registration statement and placed by StockBlock Securities and Rodman & Renshaw

Oramed Pharmaceuticals (ORMP) announced a restructuring of its debt with Scilex Holding Company (SCLX). Key points:

• Oramed agreed to restructure $22.5 million of Scilex's existing Senior Secured Promissory Note
• In exchange, Oramed receives a $25 million convertible note with 5.5% interest, warrants for 3.75 million Scilex shares, and $12.5 million repayment
• Oramed and other investors will acquire rights to an 8% royalty on net sales of certain Scilex products, including ZTlido
• The restructuring extends part of the payment schedule but offers potential upside through warrants and conversion options

CEO Nadav Kidron stated the restructuring enhances the potential value of Oramed's investment in Scilex while aligning with their strategy to maximize shareholder value.

Scilex Holding Company (Nasdaq: SCLX) has announced a $50 million registered convertible financing to refinance and restructure existing debt, strengthening its financial profile. The offering involves affiliates of Murchinson, 3i LP, and Oramed Pharmaceuticals, Inc., and is expected to close on October 7, 2024. Key points include:

1. Issuance of new tranche B senior secured convertible notes and warrants.
2. Exchange and reduction of $22.5 million principal balance under the existing Oramed Note.
3. Retirement of the revolving facility with eCapital Healthcare Corp.
4. Over the past 12 months, Scilex has addressed and restructured debt with payments exceeding $80 million.
5. The financing aims to position Scilex for sustainable, long-term growth in its plan to become a leading non-opioid pain management company.

Scilex Holding Company (Nasdaq: SCLX) announced that the U.S. Bankruptcy Court for the Southern District of Texas has extended the lock-up period on Scilex Dividend Stock, previously distributed by Sorrento Therapeutics, Inc. (OTC: SRNEQ) to its stockholders, to January 31, 2025. This extension applies only to the Dividend Stock and not to other Scilex securities. The lock-up was previously set to expire on September 30, 2024. As a result, shares of the Dividend Stock, including those held by brokerage firms, cannot be sold, transferred, or disposed of until the new expiration date. Scilex's transfer agent, Continental Stock Transfer & Trust Company, has been notified of this extension.