12/31/2025 | Press release | Distributed by Public on 12/31/2025 05:03
Item 8.01 Other Events.
As previously disclosed in its Current Report on Form 8-K filed with the Securities and Exchange Commission on July 23, 2025, on July 22, 2025, Oramed Pharmaceuticals Inc. (the "Company") entered into an Option Agreement for the Repurchase of Warrants (the "Option Agreement") with Scilex Holding Company ("Scilex") pursuant to which, among other things, the Company granted to Scilex an option to repurchase warrants held by the Company to purchase an aggregate of 6,500,000 shares of Scilex's common stock, par value $0.0001 per share (the "Scilex Common Stock") at an exercise price of $0.01 per share (the "Subject Warrants") in two tranches for an aggregate purchase price of $27,000,000 (the "Warrant Repurchase"), subject to the terms and conditions set forth in the Option Agreement. As previously disclosed in its Current Report on Form 8-K filed with the Securities and Exchange Commission on October 6, 2025, on September 30, 2025, Scilex repurchased Subject Warrants to purchase 3,130,000 shares of Scilex Common Stock for an aggregate purchase price of $13,000,000, representing the first tranche of the Warrant Repurchase. Prior to such purchase price payment, Scilex delivered to the Company an initial option fee of $750,000 entitling it to acquire the initial tranche of Subject Warrants.
On December 30, 2025, Scilex repurchased the remaining Subject Warrants to purchase 3,370,000 shares of Scilex Common Stock upon delivery to the Company of an aggregate purchase price of $14,000,000 (inclusive of certain prepayments received by the Company), in addition to a payment of an option fee of $750,000 entitling it to acquire the second and final tranche of Subject Warrants.
Collectively, the Company has received aggregate payments from Scilex in respect of the Warrant Repurchase equal to $28,500,000.