Scilex Holding Co — Capital/Financing Update 2021

Jan 15, 2021

8-K 1 ea133154-8k_vickersvan1.htm CURRENT REPORT

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): January 11, 2021

VICKERS VANTAGE CORP. I

(Exact Name of Registrant as Specified in Charter)

| Cayman
Islands | 001-39852 | N/A |
| --- | --- | --- |
| (State or Other Jurisdiction | (Commission File
Number) | (IRS Employer |
| of Incorporation) | | Identification No.) |

1 Harbourfront Avenue, #16-06

Keppel Bay Tower, Singapore 098632

Singapore

(Address of Principal Executive Offices) (Zip Code)

(646) 974-8301

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e 4(c))

Securities registered pursuant to section 12(b) of the Act:

| Title
of Each Class | Trading
Symbol(s) | Name
of each exchange on which registered |
| --- | --- | --- |
| Units, each consisting of one ordinary share and one-half of one redeemable warrant | VCKAU | The Nasdaq Stock Market
LLC |
| Ordinary Shares, par value
$0.0001 per share | VCKA | The Nasdaq Stock Market
LLC |
| Redeemable warrants, exercisable
for ordinary shares at an exercise price of $11.50 per share | VCKAW | The Nasdaq Stock Market
LLC |

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

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 revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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Item 3.02. Unregistered Sales of Equity Securities.

The information provided in Item 8.01 of this Form 8-K is incorporated by reference into this Item 3.02.

Item 8.01. Other Events.

On January 11, 2021, Vickers Vantage Corp. I (the “ Company ”) consummated the initial public offering (“ IPO ”) of 13,800,000 of its units (“ Units ”), including 1,800,000 units subject to the underwriters’ over-allotment option. Each Unit consists of one ordinary share, $.0001 par value (“ Ordinary Shares ”), of the Company and one-half of one redeemable warrant (“ Warrant ”), with each warrant entitling the holder to purchase one Ordinary Share at a price of $11.50 per share. The Units were sold at an offering price of $10.00 per Unit, generating gross proceeds of $138,000,000.

Simultaneously with the consummation of the IPO, the Company consummated the private placement (“ Private Placement ”) of 6,840,000 warrants (“ Private Placement Warrants ”) at a price of $0.75 per Private Placement Warrant, generating total proceeds of $5,130,000. The Private Placement Warrants were purchased by the Company’s sponsors, Vickers Venture Fund VI Pte Ltd and Vickers Venture Fund VI (Plan) Pte Ltd. The Private Placement Warrants are identical to the Warrants included in the Units sold in the IPO, except that the Private Placement Warrants are non-redeemable and may be exercised on a cashless basis, in each case so long as they continue to be held by the initial stockholders or their permitted transferees. The purchasers of the Private Placement Warrants have agreed not to transfer, assign, or sell any of the Private Placement Warrants or Ordinary Shares underlying the Private Placement Warrants (except to certain transferees) until after the completion of the Company’s initial business combination.

An audited balance sheet as of January 11, 2021 reflecting receipt of the proceeds received by the Company in connection with the consummation of the IPO and the Private Placement has been issued by the Company and is included as Exhibit 99.1 to this Current Report on Form 8-K. A copy of the press release issued by the Company announcing the consummation of the IPO and Private Placement is included as Exhibit 99.2 to this Current Report on Form 8-K.

Item 9.01. Financial Statement and Exhibits.

(d) Exhibits:

Exhibit	Description
99.1	Audited Balance Sheet.
99.2	Press Release Announcing Consummation of IPO.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: January 15, 2021

VICKERS VANTAGE CORP. I
By:	/s/ Jeffrey Chi
	Name: Jeffrey Chi
	Title: Chief Executive Officer

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