Correspondence 0001193125-23-010237 from Scilex Holding Co (SCLX, SCLXW) (CIK 0001820190) (SCLX)
Scilex Holding Co (SCLX, SCLXW) (CIK 0001820190)
Date: Jan. 18, 2023 · CIK: 0001820190 · Accession: 0001193125-23-010237
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File numbers found in text: 333-269205
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CORRESP
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CORRESP
Scilex Holding Company
960 San Antonio Road
Palo Alto, CA
94303
January 18, 2023
VIA EDGAR
United States Securities and Exchange Commission
Division of
Corporation Finance
Attention: Office of Life Sciences
100
F Street, N.E.
Washington, D.C. 20549-0406
Re: Scilex Holding Company
Registration Statement on Form S-1, Filed on January 12, 2023
File No. 333-269205
Ladies and Gentlemen:
Pursuant to Rule 461
under the Securities Act of 1933, as amended, Scilex Holding Company (the “Company”) hereby respectfully requests that the effectiveness of the Registration Statement on Form S-1 (File No. 333-269205) of the Company (the “Registration Statement”), filed with the Securities and Exchange Commission on January 12, 2023 be
accelerated so that the Registration Statement shall become effective at 4:00 p.m. (Eastern Time) on January 20, 2023, or as soon as possible thereafter.
The Company hereby confirms that it is aware of its responsibilities under the Securities Act of 1933, as amended, and the Securities Exchange
Act of 1934, as amended, as they relate to the proposed offering of the securities specified in the Registration Statement.
It would be
appreciated if, promptly after the Registration Statement has become effective, you would so inform our outside counsel, Jeffrey T. Hartlin of Paul Hastings LLP, by telephone at (650) 320-1804 or by
email at jeffhartlin@paulhastings.com, and Elizabeth A. Razzano of Paul Hastings LLP, by telephone at (650) 320-1895 or by email at elizabethrazzano@paulhastings.com. The Company hereby authorizes
Mr. Hartlin or Ms. Razzano of Paul Hastings LLP to orally modify or withdraw this request for acceleration.
Sincerely,
SCILEX HOLDING COMPANY
By:
/s/ Jaisim Shah
Jaisim Shah
President and Chief Executive Officer
cc:
Jeffrey T. Hartlin, Esq. (Paul Hastings LLP)
Elizabeth A. Razzano, Esq. (Paul Hastings LLP)