Scilex Holding Company, A Majority-Owned Subsidiary Of Sorrento Therapeutics Enters Into Non-Binding Term Sheet For $5B Committed Equity Financing Facility To Be Effective In Connection With The Closing Of The Merger With Vickers Vantage

Scilex Holding Company ("Scilex"), a majority-owned subsidiary of Sorrento Therapeutics, Inc. (NASDAQ:SRNE, ", Sorrento", ))))), a commercial biopharmaceutical company focused on developing and commercializing non-opioid therapies for patients with acute and chronic pain, announced that it has entered into a non-binding term sheet with B. Riley Principal Capital, LLC ("BRPC"), a subsidiary of B. Riley Financial, Inc. (NASDAQ:RILY, together with its affiliates, ", B. Riley", ))))) for a committed equity financing facility (the "Facility") under which it would be able to sell up to $5 billion of its registered common stock over a five-year period. The Facility would become effective in connection with the closing of the previously announced pending merger with Vickers Vantage Corp I ("Vickers").   Scilex would not be obligated to utilize any of the $5 billion facility and would be able to enter other financing transactions. No warrants will be issued in connection with the Facility.
 

The term sheet contemplates that in connection with the closing of the merger with Vickers, Scilex would enter into definitive agreements with respect to the Facility. Scilex would be able to determine, in its sole discretion, the timing, dollar amount and floor price per share of each draw under the Facility, subject to certain conditions.   Any resales of shares sold by Scilex to BRPC under the Facility will be made pursuant to a registration statement to be filed with the Securities and Exchange Commission (the "SEC") following the closing of the merger.

"We're pleased to establish a relationship with B. Riley, a leader in providing capital markets access to clinical and commercial stage biopharmaceutical companies," commented Henry Ji, Ph.D., Scilex's Executive Chairman and Chairman, CEO for Sorrento Therapeutics Inc. "We expect the Facility to enhance Scilex's financial flexibility as we work to advance our drug development programs and business development initiatives."

"As we prepare to begin our registration and pre-commercialization plans of our recently successfully completed SP-102 (SEMDEXATM) Phase 3 clinical trial program, this Facility is an important addition to our menu of financing options. It will give us the ability to raise capital quickly, at a competitive cost, and the flexibility to issue shares in multiple tranches for a period of five years. We believe these advantages will be of significant benefit to Scilex and our shareholders as we continue to execute on our business plan," said Jaisim Shah, Chief Executive Officer of Scilex.

Scilex Holding Company and Vickers Vantage Corp. I (NASDAQ:VCKA) ("VCKA"), a special purpose acquisition company sponsored by Vickers Venture Fund VI Pte Ltd and Vickers Venture Fund VI (Plan) Pte Ltd, entered into a definitive business combination agreement ("BCA") on March 17, 2022.   Upon the closing of the transaction, the combined company (the "Combined Company") will be renamed Scilex Holding Company, and its common stock is expected to be listed on Nasdaq under the ticker symbol "SCLX". The boards of directors of each of VCKA, Scilex and Sorrento have unanimously approved the proposed transaction. The closing of the transaction, which is expected to occur by the third quarter of 2022, is subject to the approval of VCKA's shareholders and the satisfaction or waiver of certain other customary closing conditions.

A corporate presentation describing Scilex's development plans can be found at www.scilexholding.com.