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Oramed Pharmaceuticals Inc. filed an amendment to Schedule 13G disclosing beneficial ownership of 764,277 shares of Scilex Holding Co. common stock, representing 9.9% of the class. The filing clarifies that 762,277 of these shares are issuable upon exercise of warrants exercisable within 60 days of the filing date and that the total percent calculation used 6,955,697 outstanding shares reported by the issuer. Oramed reports sole voting and dispositive power over all 764,277 shares. The filing states the holdings were not acquired to change or influence control.
Scilex Holding Company is a revenue-generating, non-opioid pain-management company that commercializes ZTlido, ELYXYB and GLOPERBA and is developing SP-102, SP-103 and SP-104. For the quarter ended June 30, 2025 the Company reported net revenue of $9.9 million and for the six months a net loss of $70.1 million, driven by an operating loss of $48.4 million and large non-cash fair value and derivative losses.
Balance sheet highlights show $4.1 million in cash, total assets of $83.8 million, total liabilities of $332.7 million and total stockholders' deficit of $(249.0) million. Management disclosed substantial doubt about the Company’s ability to continue as a going concern for one year and identified a negative working capital position of $272.3 million. Material items include a $43.8 million deemed dividend from a 1-for-35 reverse split that increased loss attributable to common shareholders, $20.3 million of derivative warrant liabilities, significant accrued rebates and fees of $192.9 million, and concentrated customer exposure (four customers represented 99% of revenue).
Scilex Holding Company filed Prospectus Supplement No. 2 (Rule 424(b)(3)) on 24 June 2025 to incorporate its Form 8-K dated 23 June 2025. The supplement registers (a) up to 1,594,207 shares of common stock for resale by existing security-holders, (b) up to 198,810 shares issuable from the exercise of 1,402,955 SPAC warrants, and (c) the resale of those 1,402,955 private placement warrants themselves. Each SPAC warrant, adjusted for the 15 April 2025 1-for-35 reverse stock split, now entitles the holder to purchase 1⁄35 of a share at an exercise price of $402.50 per whole share. The company receives no proceeds from share resales but would receive cash upon warrant exercises. On 23 June 2025 the stock closed at $4.98 (ticker SCLX) and the public warrant at $0.0855 (ticker SCLXW).
The accompanying Form 8-K reports results of the 20 June 2025 Annual Meeting. Quorum was achieved with 100 % of Series A Preferred Stock (29,057,097 shares) and 67.3 % of Common Stock (4,678,182 of 6,951,622 shares) present or represented. Holders voted on an as-converted basis, providing 922,447 aggregate votes from the preferred shares. Directors Jaisim Shah (3,537,589 for / 323,203 withheld) and Henry Ji, Ph.D. (3,433,624 for / 427,168 withheld) were re-elected as Class III directors through 2028. BPM LLP was ratified as independent auditor for fiscal 2025 (5,354,958 for / 166,743 against / 78,928 abstain).
The prospectus supplement must be read together with the May 13 2025 base prospectus and includes customary risk-factor references. No other financial statements or earnings data were provided.
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