Oramed Pharmaceuticals Files 8-K for Material Agreement

TL;DR

Oramed just filed an 8-K for a big new deal. Keep an eye on this.

AI Summary

Oramed Pharmaceuticals Inc. filed an 8-K on January 22, 2025, reporting a material definitive agreement entered into on January 21, 2025. The filing also includes financial statements and exhibits. The company is incorporated in Delaware and its principal executive offices are located in New York, NY.

Why It Matters

This filing indicates a significant development or contract for Oramed Pharmaceuticals, which could impact its business operations and future financial performance.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks or opportunities, and the specifics of this agreement are not detailed in the provided excerpt.

Key Players & Entities

• ORAMED PHARMACEUTICALS INC. (company) — Registrant
• January 21, 2025 (date) — Date of earliest event reported
• January 22, 2025 (date) — Date of report
• Delaware (jurisdiction) — State of Incorporation
• New York, New York (location) — Address of Principal Executive Offices
• Integrated Security Technologies, Inc. (company) — Former Company Name
• IGUANA VENTURES LTD (company) — Former Company Name

FAQ

Key Financial Figures

• $0.012 — ch registered Common Stock, par value $0.012 ORMP The Nasdaq Capital Market, Te
• $101,875,000 — of issuance in the principal amount of $101,875,000 (the "Tranche A Note"), as well as cert
• $94,200,000 — ock of Scilex. To date, an aggregate of $94,200,000 of the original principal amount under
• $7,675,000 — amount owed by Scilex to the Company is $7,675,000 under the Tranche A Note. The foregoing
• $0.0001 — hares of Scilex common stock, par value $0.0001 per share, held by SCLX JV to the Compa

Filing Documents

• ea0228309-8k_oramed.htm (8-K) — 28KB
• ea022830901ex10-1_oramed.htm (EX-10.1) — 41KB
• 0001213900-25-005212.txt ( ) — 248KB
• ormp-20250121.xsd (EX-101.SCH) — 3KB
• ormp-20250121_lab.xml (EX-101.LAB) — 33KB
• ormp-20250121_pre.xml (EX-101.PRE) — 22KB
• ea0228309-8k_oramed_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement Amendment to Senior Secured Promissory Note, dated as of January 21, 2025 As previously disclosed, on September 21, 2023, Oramed Pharmaceuticals Inc. (the "Company") entered into and consummated the transactions contemplated by a Securities Purchase Agreement (the "Scilex SPA") with Scilex Holding Company ("Scilex") and Acquiom Agency Services LLC (the "Agent"). Pursuant to the Scilex SPA, in exchange for Scilex assuming certain outstanding obligations of Sorrento Therapeutics, Inc., Scilex issued to the Company a Senior Secured Promissory Note due 18 months from the date of issuance in the principal amount of $101,875,000 (the "Tranche A Note"), as well as certain warrants to purchase shares of common stock of Scilex. To date, an aggregate of $94,200,000 of the original principal amount under Tranche A Note has been repaid or refinanced and the remaining principal amount owed by Scilex to the Company is $7,675,000 under the Tranche A Note. The foregoing descriptions of the Scilex SPA and the Tranche A Note and the transactions contemplated thereby are not complete and are subject to and qualified in their entirety by reference to the copies of the Scilex SPA and the Tranche A Note attached as Exhibits 10.1 and 10.2 to the Company's Current Report on Form 8-K filed on September 26, 2023, and are incorporated herein by reference. On January 21, 2025, the Company, Scilex and SCLX Stock Acquisition JV LLC ("SCLX JV") entered into an amendment to the Tranche A Note (the "Amendment") pursuant to which, among other things, the Company and Scilex agreed to extend the maturity date of the Tranche A Note from March 21, 2025 to December 31, 2025 (the "Extended Maturity Date"), among certain other changes. Interest on the Tranche A Note will continue to accrue and be due and payable on the Extended Maturity Date. In consideration for the extension, SCLX JV agreed to transfer 3,250,000 shares of Scilex common stock, par

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 10.1 Amendment to Senior Secured Promissory Note, dated January 21, 2025, by and among Scilex Holding Company, Oramed Pharmaceuticals Inc., and SCLX Stock Acquisition JV LLC. 104 Cover Page Interactive Data File, formatted in Inline Extensible Business Reporting Language (iXBRL). 1

SIGNATURES

SIGNATURES 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. ORAMED PHARMACEUTICALS INC. By: /s/ Nadav Kidron Name: Nadav Kidron Title: President and CEO January 22, 2025 2

View Full Filing

View this 8-K filing on SEC EDGAR