Business Context and Reporting Period
This Form 8-K was filed by Vickers Vantage Corp. I, a special purpose acquisition company (SPAC), with an event date of June 30, 2022 and filing date of July 5, 2022. The provided metadata identifies Scilex Holding Co., but the filing itself identifies Vickers Vantage Corp. I as the registrant. The filing concerns an extension of the deadline to complete an initial business combination.
Key Financial and Capital Metrics
- Before redemptions, 13.8 million ordinary shares had redemption rights.
- Holders of 4,073,605 shares elected redemption at $10.25 per share.
- Approximately $41.8 million was expected to be withdrawn from the Trust Account for redemptions.
- Approximately $99.8 million was expected to remain in the Trust Account.
- Following redemptions, 9,726,395 ordinary shares with redemption rights remained outstanding.
- The company was required to deposit approximately $323,888 per calendar month, or approximately $0.0333 per remaining ordinary share, for each month or partial month needed to complete a business combination beginning July 11, 2022.
- The filing does not provide revenue, profit, operating cash flow, margins, or debt metrics.
Material Changes Versus the Prior Comparable Period
- The business-combination deadline was extended from July 11, 2022 to August 11, 2022.
- The amended governing documents permit up to five additional one-month extensions, without another shareholder vote, potentially extending the deadline to January 11, 2023, subject to five days’ advance notice before each applicable deadline.
- Redemptions reduced the number of shares with redemption rights by 4,073,605 and reduced the Trust Account by approximately $41.8 million.
Guidance, Outlook, Risks, and Unusual Items
Shareholders approved the extension amendment and an adjournment proposal at the June 30, 2022 extraordinary general meeting. The extension provides additional time to complete an initial business combination but does not indicate that a transaction has been completed or will be completed.
Potential risks include continued monthly funding requirements, further shareholder redemptions, depletion of the Trust Account, and failure to consummate a business combination by the applicable deadline. The filing does not provide management guidance regarding the prospective transaction or operating results.
Shareholder Vote
| Proposal | For | Against | Abstain |
|---|---|---|---|
| Extension Proposal | 13,254,634 | 197 | 15 |
| Adjournment Proposal | 13,254,117 | 729 | 0 |
Holders of 13,254,846 ordinary shares, representing approximately 77% of shares outstanding and entitled to vote as of May 31, 2022, were represented at the meeting.
Important Facts for Investors to Verify
- Confirm the registrant identity: the filing names Vickers Vantage Corp. I, not Scilex Holding Co.
- Verify whether an initial business combination was completed by the extended deadline or any subsequent extension.
- Verify the final number of redeemed shares and the remaining Trust Account balance.
- Confirm whether all required monthly Trust Account deposits were made.
- Review the Extension Amendment and related transaction disclosures for liquidation provisions, additional redemptions, and dilution effects.