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Scilex Holding Co 2026年季度报告

2026-05-20 美股财报 高杨
报告封面

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during thepreceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past90 days.☒Yes☐No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of RegulationS-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).☒Yes☐ NoIndicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 ofthe Exchange Act: If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revisedfinancial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☒ SCILEX HOLDING COMPANY TABLE OF CONTENTS PART I.FINANCIAL INFORMATION Item 1.Financial Statements (Unaudited)Condensed Consolidated Balance SheetsCondensed Consolidated Statements of OperationsCondensed Consolidated Statements of Stockholders’ DeficitCondensed Consolidated Statements of Cash FlowsNotes to Unaudited Condensed Consolidated Financial StatementsItem 2.Management’s Discussion and Analysis of Financial Condition and Results of OperationsItem 3.Quantitative and Qualitative Disclosures About Market RiskItem 4.Controls and Procedures PART II.OTHER INFORMATION Item 1.Legal ProceedingsItem 1A.Risk FactorsItem 2.Unregistered Sales of Equity Securities and Use of ProceedsItem 3.Defaults Upon Senior SecuritiesItem 4.Mine Safety DisclosuresItem 5.Other InformationItem 6.ExhibitsSignatures SCILEX HOLDING COMPANY In this Quarterly Report on Form 10-Q, unless the context requires otherwise, references to the “Company”, “Scilex”, “we”, “us”,“our”, and similar terms refer to Scilex Holding Company, a Delaware corporation formerly known as Vickers Vantage Corp. I(“Vickers”), and its consolidated subsidiaries. References to “Legacy Scilex” refer to the private Delaware corporation that is nowour wholly owned subsidiary and named Scilex, Inc. (formerly known as “Scilex Holding Company”). On November 10, 2022, we consummated a business combination pursuant to the Agreement and Plan of Merger, dated as ofMarch 17, 2022 (as amended, the “Merger Agreement”), by and among Vickers, Vantage Merger Sub Inc. (“Merger Sub”), awholly owned subsidiary of Vickers, and Legacy Scilex. Pursuant to the terms of the Merger Agreement, the business combination(herein referred to as the “Scilex Business Combination” or “reverse recapitalization” for accounting purposes) between Vickersand Legacy Scilex was effected through the merger of Merger Sub with and into Legacy Scilex with Legacy Scilex surviving asVickers’s wholly owned subsidiary. In connection with the Scilex Business Combination, Vickers changed its name from VickersVantage Corp. I to Scilex Holding Company. Unless otherwise noted or the context requires otherwise, references to our “Common Stock” refer to our common stock, par value$0.0001 per share. CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS Certain statements contained in this Quarterly Report on Form 10-Q may constitute “forward-looking statements” for purposes offederal securities laws. Such statements can be identified by the fact that they do not relate strictly to historical or current facts.Forward-looking statements appear in a number of places in this Quarterly Report on Form 10-Q including, without limitation, inthe section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” In addition, anystatements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlyingassumptions, are forward-looking statements. Forward-looking statements are typically identified by words such as “plan,”“believe,” “expect,” “anticipate,” “contemplate,” “intend,” “outlook,” “estimate,” “forecast,” “project,” “continue,” “could,” “may,”“might,” “possible,” “potential,” “predict,” “should,” “will,” “would” and other similar words and expressions (including thenegative of any of the foregoing), but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements are based on information available as of the date of this Quarterly Report on Form 10-Q and ourmanagement’s current expectations, forecasts and assumptions, and invol