Sorrento Therapeutics (SRNE) 10-Q 15 May 23 2023 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2023	May 08, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Trading Symbol	SRNEQ
Document Period End Date	Mar. 31, 2023
Document Fiscal Year Focus	2023
Document Transition Report	false
Entity File Number	001-36150
Entity Registrant Name	SORRENTO THERAPEUTICS, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	33-0344842
Entity Address, Address Line One	4955 Directors Place
Entity Address, City or Town	San Diego
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92121
City Area Code	858
Local Phone Number	203-4100
Title of 12(b) Security	Common Stock, $0.0001 par value
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding (in shares)		551,281,154
Entity Central Index Key	0000850261
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	Q1
Amendment Flag	false

Consolidated Balance Sheets (Un

Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 37,655	$ 23,634
Marketable investments	12,662	26,344
Accounts receivables, net	26,524	24,469
Inventory	11,308	9,976
Prepaid expenses	7,827	8,807
Other current assets	4,784	3,143
Total current assets	100,760	96,373
Property and equipment, net	54,861	51,971
Operating lease right-of-use assets	85,398	86,464
Intangibles, net	123,875	136,902
Goodwill	80,269	80,269
Equity investments	12,008	17,176
Other assets, net	2,892	3,685
Total assets	460,063	472,840
Current liabilities:
Accounts payable	14,590	47,515
Accrued payroll and related benefits	5,314	7,884
Accrued expenses and other current liabilities	68,855	58,456
Accrued legal settlements		174,752
Current portion of deferred revenue	252	652
Current portion of operating lease liabilities	14,050	13,880
Current portion of contingent consideration	397	397
Acquisition consideration	391	7,800
Income tax payable	12,148	300
Current portion of debt	49,635	16,286
Total current liabilities	165,632	327,922
Long-term debt, net of discount	21,400	19,130
Deferred tax liabilities, net	238	591
Deferred revenue	983	7,098
Derivative liabilities	1,580	300
Operating lease liabilities	84,462	85,208
Contingent consideration	550	48,949
Other long-term liabilities	3,428	5,311
Total liabilities not subject to compromise	278,273	494,509
Liabilities subject to compromise	309,210
Total liabilities	587,483	494,509
Commitments and contingencies (See Note 10)
Sorrento Therapeutics, Inc. equity (deficit)
Common stock, $0.0001 par value 750,000,000 shares authorized and 551,281,154 and 522,817,137 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively	55	52
Additional paid-in capital	2,021,148	1,988,753
Accumulated other comprehensive income	1,826	1,501
Accumulated deficit	(2,099,063)	(1,959,447)
Treasury stock, 7,568,182 shares at cost at March 31, 2023, and December 31, 2022	(49,464)	(49,464)
Total Sorrento Therapeutics, Inc. stockholders' equity (deficit)	(125,498)	(18,605)
Noncontrolling interests	(1,922)	(3,064)
Total equity (deficit)	(127,420)	(21,669)
Total liabilities and stockholders' equity (deficit)	$ 460,063	$ 472,840

Consolidated Balance Sheets (_2

Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Mar. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Common stock, par value (USD per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	750,000,000	750,000,000
Common stock, shares issued (in shares)	551,281,154	522,817,137
Common stock, shares outstanding (in shares)	551,281,154	522,817,137
Treasury stock, shares (in shares)	7,568,182	7,568,182

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Revenues:
Revenues	$ 16,251	$ 18,385
Operating costs and expenses:
Research and development	43,805	63,977
Acquired in-process research and development		12,272
Selling, general and administrative	54,980	44,327
Intangible amortization	1,127	1,034
Increase (decrease) on contingent consideration	3,800	(2,100)
Loss on impairment of intangible assets	11,900
Legal settlement	1,797
Total operating costs and expenses	122,595	125,268
Loss from operations	(106,344)	(106,883)
(Loss) gain on derivative liabilities	(1,280)	7,500
(Loss) gain on marketable and equity investments	(13,683)	68,534
Loss on debt extinguishment, net	(40)	(5,262)
(Gain) loss on foreign currency exchange	(4)	397
Interest expense, net	(1,132)	(3,249)
Other (loss) income	(76)	17
Reorganization items, net	(20,231)	0
Loss before income tax	(142,790)	(38,946)
Income tax expense	11,468	1,463
Loss on equity method investments	(368)	(131)
Net loss	(154,626)	(40,540)
Net (loss) income attributable to noncontrolling interests	(15,010)	275
Net loss attributable to Sorrento	$ (139,616)	$ (40,815)
Net loss per share - basic per share attributable to Sorrento	$ (0.26)	$ (0.12)
Net loss per share - diluted per share attributable to Sorrento	$ (0.26)	$ (0.12)
Weighted-average shares used during period - basic shares attributable to Sorrento	543,137	337,123
Weighted-average shares used during period - diluted shares attributable to Sorrento	543,137	337,123
Product
Revenues:
Revenues	$ 10,597	$ 9,990
Operating costs and expenses:
Cost of products sold and services	3,881	2,878
Service
Revenues:
Revenues	5,654	8,395
Operating costs and expenses:
Cost of products sold and services	$ 1,305	$ 2,880

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Statement of Comprehensive Income [Abstract]
Net loss	$ (154,626)	$ (40,540)
Other comprehensive loss:
Foreign currency translation adjustments	325	(1,249)
Total other comprehensive loss	325	(1,249)
Comprehensive loss	(154,301)	(41,789)
Comprehensive (loss) gain attributable to noncontrolling interests	(15,010)	275
Comprehensive (loss) income attributable to Sorrento	$ (139,291)	$ (42,064)

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Total	Equity Compensation Plans	Scilex Holding Company Standby Equity Purchase Agreements	Common Stock	Common Stock Equity Compensation Plans	Treasury Stock	Additional Paid-in Capital	Additional Paid-in Capital Equity Compensation Plans	Additional Paid-in Capital Scilex Holding Company	Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit	Noncontrolling Interest	Noncontrolling Interest Scilex Holding Company	Noncontrolling Interest Scilex Holding Company Standby Equity Purchase Agreements
Balance at Dec. 31, 2021	$ 78,129			$ 32		$ (49,464)	$ 1,513,758			$ 1,026	$ (1,386,604)	$ (619)
Balance, shares (in shares) at Dec. 31, 2021				314,573		7,568
Issuance of common stock, net	164,437	$ 132		$ 6			164,431	$ 132
Issuance of common stock, net (in shares)				58,875	438
Acquisitions consideration paid in equity	4,435						4,435
Acquisitions consideration paid in equity (in shares)				1,282
Stock-based compensation	20,854						20,854
Foreign currency translation adjustment	(1,249)									(1,249)
Net loss	(40,540)										(40,815)	275
Balance at Mar. 31, 2022	226,198			$ 38		$ (49,464)	1,703,610			(223)	(1,427,419)	(344)
Balance, shares (in shares) at Mar. 31, 2022				375,168		7,568
Balance at Dec. 31, 2022	(21,669)			$ 52		$ (49,464)	1,988,753			1,501	(1,959,447)	(3,064)
Balance, shares (in shares) at Dec. 31, 2022				522,817		7,568
Issuance of common stock, net	28,369		$ 1,870	$ (3)			28,366							$ 1,870
Issuance of common stock, net (in shares)				28,336
Other acquisitions, license agreements and investments paid in equity (in shares)				128
Stock-based compensation	18,311						18,311
Scilex Holding dividend									$ (14,282)				$ 14,282
Foreign currency translation adjustment	325									325
Net loss	(154,626)										(139,616)	(15,010)
Balance at Mar. 31, 2023	$ (127,420)			$ 55		$ (49,464)	$ 2,021,148			$ 1,826	$ (2,099,063)	$ (1,922)
Balance, shares (in shares) at Mar. 31, 2023				551,281		7,568

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Operating activities
Net loss	$ (154,626)	$ (40,540)
Adjustments to reconcile net loss to net cash used for operating activities:
Depreciation and amortization	3,623	3,298
Non-cash operating lease cost	1,304	987
Non-cash interest expense and amortization of debt issuance costs	776	2,906
Payment on notes attributed to accreted interest related to the debt discounts		(6,788)
Acquired in-process research and development		12,271
Impairment of in-process research and development	11,900
Stock-based compensation	18,282	20,792
Loss on debt extinguishment, net	40	5,262
Loss (gain) on derivative liabilities	1,280	(7,500)
Loss (gain) on marketable investments	13,683	(68,534)
Loss on equity method investments	368	131
DIP Facility upfront lender fees and debt issuance costs	2,725
DIP Facility Exit Fee	5,250	0
Increase (decrease) on contingent consideration	3,800	(2,100)
Deferred income taxes	(353)	1,086
Current income taxes	11,847
Changes in operating assets and liabilities, excluding effect of acquisitions:
Accounts receivable	(2,047)	(5,982)
Inventory	(1,333)	(5,979)
Accrued payroll	(2,541)	3,949
Prepaid expenses, deposits and other assets	131	(1,640)
Accounts payable	18,233	(2,571)
Accrued expenses and other liabilities	16,357	9,122
Deferred revenue	563	(1,709)
Accrued legal settlements	1,797
Other	(518)	179
Net cash used for operating activities	(49,459)	(83,360)
Investing activities
Purchases of property and equipment	(86)	(2,593)
Acquisition consideration paid in cash, net of cash acquired		(4,527)
Proceeds received from exit of FortuneBio investment	1,770
Net cash provided by (used for) for investing activities	1,684	(13,664)
Financing activities
Proceeds from DIP Facility, net of lender fees and debt issuance costs	27,275
Proceeds from other short-term debt, net of issuance costs	4,907	57,121
Proceeds from issuance of Scilex convertible debentures	9,600
Proceeds from exercises of stock options and warrants		132
Repayments of debt and other obligations	(3,557)	(48,316)
Net cash provided by financing activities	61,196	173,369
Net change in cash, cash equivalents and restricted cash	13,421	76,345
Net effect of exchange rate changes on cash	600	(1,104)
Cash, cash equivalents and restricted cash at beginning of period	23,634	36,665
Cash, cash equivalents and restricted cash at end of period	37,655	111,906
Cash paid during the period for:
Interest		116
Income taxes		53
Supplemental disclosures of non-cash investing and financing activities:
Stock dividends	(14,282)
DIP Facility Exit Fee incurred but not paid	5,250
Virex Health acquisition consideration paid in equity		4,435
Bridge Loan settlement through ATM proceeds	6,166
Property and equipment costs incurred but not paid	5,301	457
Virex Health, Inc
Investing activities
Acquisition consideration paid in cash, net of cash acquired		(6,544)
Public Offering Of Common Stock And Warrants 2019
Financing activities
Proceeds from equity offerings, net of issuance costs	$ 22,971	$ 164,432

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Basis of Presentation and Summary of Significant Accounting Policies	1. B a sis of Presentation and Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements include the accounts of the subsidiaries of Sorrento Therapeutics, Inc. (the “Company”). For consolidated entities where the Company owns or is exposed to less than 100% of the economics, the Company records net income (loss) attributable to noncontrolling interests in its consolidated statements of operations equal to the percentage of the economic or ownership interest retained in such entities by the respective noncontrolling parties. All intercompany balances and transactions have been eliminated in consolidation. These consolidated financial statements should be read in conjunction with the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022, filed with the Securities and Exchange Commission (the “SEC”) on March 16, 2023. Operating results for interim periods are not expected to be indicative of operating results for the Company’s 2023 fiscal year, or any subsequent period. The unaudited interim financial statements included herein reflect all normal and recurring adjustments that are necessary for a fair presentation of the results for the interim periods presented. Voluntary Filing under Chapter 11 As previously reported in the Company’s Current Report on Form 8-K filed with the SEC on February 13, 2023, on February 13, 2023 (the "Petition Date"), the Company and its wholly owned direct subsidiary, Scintilla Pharmaceuticals, Inc. (together with the Company, the “Debtors”), commenced voluntary proceedings under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”). The Chapter 11 proceedings are jointly administered by the Bankruptcy Court under the caption In re Sorrento Therapeutics, Inc., et al. (the “Chapter 11 Cases”). The Debtors continue to operate their business in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. Prior to commencing the Chapter 11 Cases, the Company had been engaged in arbitration before the American Arbitration Association against NantPharma, LLC (“NantPharma”) relating to breaches of the May 14, 2015 Stock Sale and Purchase Agreement entered into between the Company and NantPharma related to the development of the cancer drug Cynviloq™ (the “Cynviloq Arbitration”). In April 2019, the Company filed an action in the Los Angeles Superior Court (the “Court”) derivatively on behalf of Immunotherapy NANTibody LLC (“NANTibody”) against NantCell, Inc. (“NantCell”) and Patrick Soon-Shiong, among others, related to alleged breaches of the June 11, 2015 Limited Liability Company Agreement for NANTibody entered into between the Company and NantCell (the “Derivative Action”). The suit alleges breaches of fiduciary duties and seeks, among other things, a declaration that the Assignment Agreement entered into on July 2, 2017, between NantPharma and NANTibody is void and an equitable unwinding of the Assignment Agreement. The suit calls for the restoration of $ 90.05 million to the NANTibody capital account, thereby restoring its equity method investment in NANTibody to its invested amount as of June 30, 2017 of $ 40.0 million. The trial in the Derivative Action is scheduled to begin on July 17, 2023. Additionally, in 2020, the Company filed a legal action against Patrick Soon-Shiong in the Court, asserting claims for fraudulent inducement and common law fraud alleging that, among other things, Dr. Soon-Shiong acquired the drug Cynviloq for the purpose of halting its progression to the market. This action is pending. The Company had also been engaged in arbitration before the American Arbitration Association against NantCell and NANTibody relating to alleged breaches of the April 21, 2015 Exclusive License Agreement entered into between the Company and NantCell and the June 11, 2015 Exclusive License Agreement entered into between the Company and NANTibody (the “NantCell/NANTibody Arbitration”). On December 2, 2022, the arbitrator in the NantCell/NANTibody Arbitration issued an award granting contractual damages and pre-award interest in the amounts of $ 156,829,562 to NantCell and $ 16,681,521 to NANTibody, exclusive of post-award, prejudgment interest, which will accrue at 9 % per annum (the “Nant Award”). On December 20, 2022, the arbitrator in the Cynviloq Arbitration issued an award granting contractual damages of $ 125 million to the Company, reflecting the value of lost milestone payments for the approval of Cynviloq for the treatment of breast and lung cancers (the “Cynviloq Award”). On February 7, 2023, the Court confirmed the Nant Award and issued a 70-day stay of enforcement of the judgment beyond $ 50 million (i.e., the difference between the amount of the Nant Award and amount of the Cynviloq Award). Following such confirmation, the Company believed that NantCell and NANTibody, in an attempt to satisfy the unstayed $ 50 million portion of the Nant Award, would imminently take steps to levy its assets, which would cause significant disruption and harm to the Company’s business, including its ability to continue developing life-saving and cutting-edge drugs. To protect the Company’s business and maximize its value, on February 13, 2023, the Company commenced the Chapter 11 Cases. On March 16, 2023, the Court granted the Company’s motion to confirm the award in the Cynviloq Arbitration over NantPharma’s opposition. On April 7, 2023, the Court entered final judgment (“Final Judgment”) upon the confirmed award in the Company’s favor in the amount of $ 127,686,210 , which includes arbitration costs and accrued interest on the award since December 20, 2022. The Final Judgment is accruing interest at the rate of 10 percent per annum, from March 16, 2023. On February 28, 2023, the Office of the United States Trustee (the “U.S. Trustee”) appointed an Official Committee of Unsecured Creditors, which was reconstituted on March 28, 2023. The purpose of the Official Committee of Unsecured Creditors is to represent the interests of the Debtors’ unsecured creditors. On April 10, 2023, the U.S. Trustee appointed an Official Committee of Equity Security Holders, which was reconstituted on April 14, 2023. The purpose of the Official Committee of Equity Security Holders is to represent the interests of the Debtors’ equity security holders. As previously disclosed in the Company’s Current Report on Form 8-K filed with the SEC on April 20, 2023, on April 14, 2023, the Bankruptcy Court entered an order approving procedures for the Debtors to conduct a dual-track (i) financing process for the potential raising of debt, equity, or hybrid financing or consummation of a restructuring transaction through a chapter 11 plan of reorganization and (ii) marketing process for the sale or disposition of all or any portion of the Debtors’ assets under section 363 of the Bankruptcy Code, including (x) the Debtors’ equity interests in its non-debtor subsidiaries, including, but not limited to, Scilex Holding Company (“Scilex Holding”), and (y) the Debtors’ other assets. Debtor-In-Possession Financing As previously disclosed in the Company’s Current Report on Form 8-K filed with the SEC on February 22, 2023 (the “February 22 Form 8-K”), on February 19, 2023, the Debtors executed that certain Debtor-In-Possession Term Loan Facility Summary of Terms and Conditions (the “DIP Term Sheet”) with JMB Capital Partners Lending, LLC (“JMB Capital” or the “DIP Lender”), pursuant to which JMB Capital (or its designees or its assignees) provided the Debtors with a non-amortizing super-priority senior secured term loan facility in an aggregate principal amount not to exceed $ 75,000,000 in term loan commitments (the “DIP Facility”), subject to the terms and conditions set forth in the DIP Term Sheet. As previously disclosed in the February 22 Form 8-K, at a hearing before the Bankruptcy Court on February 21, 2023, the Bankruptcy Court granted the DIP Motion and entered an interim order (the “Interim DIP Order”) approving the DIP Facility on an interim basis and providing the Debtors with the necessary liquidity to continue to operate in Chapter 11. Upon entry of the Interim DIP Order and satisfaction of all applicable conditions precedent, as set forth in the DIP Term Sheet, the Debtors were authorized to make a single, initial draw of $ 30,000,000 on the DIP Facility (the “Initial Draw”). The Debtors then negotiated definitive financing documentation, including a Senior Secured, Super-Priority Debtor-in-Possession Loan and Security Agreement (the “DIP Credit Agreement”) and other documents evidencing the DIP Facility (collectively with the DIP Credit Agreement, the “DIP Documents”). As previously disclosed in the Company’s Current Report on Form 8-K filed with the SEC on March 31, 2023, after a hearing before the Bankruptcy Court on March 29, 2023, the Bankruptcy Court entered a final order (the “Final DIP Order”) approving the DIP Facility on a final basis and providing the Debtors with access to the remaining $ 45,000,000 of the DIP Facility (subject to the terms, conditions, and covenants set forth in the DIP Documents), through additional draws of no less than $ 5,000,000 , each upon five business days’ written notice to the DIP Lender, and the Debtors and DIP Lender proceeded to enter into the DIP Documents on March 30, 2023. See Note 7 for further discussion of the key terms of the DIP Facility . Automatic Stay Subject to certain specific exceptions under the Bankruptcy Code, the Bankruptcy Petitions automatically stayed most judicial or administrative actions against the Debtors and efforts by creditors to collect on or otherwise exercise rights or remedies with respect to pre-petition claims. Absent an order from the Bankruptcy Court, substantially all of the Debtors’ pre-petition liabilities are subject to settlement under the Bankruptcy Code. Executory Contracts Subject to certain exceptions, under the Bankruptcy Code, the Debtors may assume, amend or reject certain executory contracts and unexpired leases subject to the approval of the Bankruptcy Court and certain other conditions. Generally, the rejection of an executory contract or unexpired lease is treated as a pre-petition breach of such executory contract or unexpired lease and, subject to certain exceptions, relieves the Debtors from performing their future obligations under such executory contract or unexpired lease but entitles the contract counterparty or lessor to a prepetition general unsecured claim for damages caused by such deemed breach. Generally, the assumption of an executory contract or unexpired lease requires the Debtors to cure existing monetary defaults under such executory contract or unexpired lease and provide adequate assurance of future performance. Accordingly, any description of an executory contract or unexpired lease with the Debtors in this document, including, where applicable, a quantification of the Company’s obligations under any such executory contract or unexpired lease of the Debtors, is qualified by any overriding rejection rights the Company has under the Bankruptcy Code. As of March 31, 2023, no executory contracts or leases were filed with the Bankruptcy Court to assume, amend or reject certain executory contracts and unexpired leases. Claims Reconciliation The Debtors are in the process of reviewing, investigating, and reconciling proofs of claims filed against the Debtors with the amounts reflected in their books and records. The Debtors will continue the claims reconciliation process and object, as necessary, to asserted claims, including on the basis that they have been amended or superseded by subsequently filed proofs of claims, are without merit, have already been paid, are overstated or should be adjusted or expunged for other reasons. As a result of this process, the Debtors may identify additional liabilities that will need to be recorded or reclassified to liabilities subject to compromise. As part of its ongoing review, the Company is not aware of any claims that may require a material adjustment to the accounts and balances as reported as of March 31, 2023. Nasdaq Delisting On February 13, 2023, the Company received written notice (the “Delisting Notice”) from the staff of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, as a result of the Chapter 11 Cases and in accordance with Nasdaq Listing Rules 5101, 5110(b) and IM-5101-1, the staff of Nasdaq had determined that the Company’s common stock will be delisted from Nasdaq, effective February 23, 2023. In the Delisting Notice, the staff of Nasdaq referenced the Chapter 11 Cases and associated public concerns raised by them, concerns regarding the residual equity interest of the existing listed securities holders and concerns about the Company’s ability to sustain compliance with all requirements for continued listing on Nasdaq. In accordance with the Delisting Notice, trading of the Company’s common stock on Nasdaq was suspended at the opening of business on February 23, 2023, and at such time, the Company’s common stock commenced trading on the Pink Open Market under the symbol “SRNEQ”. Use of Estimates To prepare consolidated financial statements in conformity with accounting principles generally accepted in the U.S., management must make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Adoption of ASC 852 Beginning on the Petition Date, the Company applied Financial Accounting Standards Board (“FASB”) Codification Topic 852, Reorganizations ("ASC 852") in preparing the consolidated financial statements. ASC 852 requires the financial statements, for the periods subsequent to the Petition Date and up to and including the period of emergence from Chapter 11, to distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. Accordingly, certain charges incurred during the bankruptcy proceedings, such as legal and professional fees incurred directly as a result of the bankruptcy proceeding are recorded as Reorganization items, net in the consolidated statements of operations. In addition, prepetition obligations that may be impacted by the Chapter 11 process have been classified on the Consolidated Balance Sheet as of March 31, 2023 as liabilities subject to compromise. These liabilities are reported at the amounts the Company anticipates will be allowed by the Bankruptcy Court, even if they may be settled for lesser amounts. See Note 14 and Note 15 for more information. Convertible Debentures The Company has elected the fair value option to account for the Scilex Holding Convertible Debentures (as defined in Note 7 ). The Company recorded the Convertible Debentures at fair value upon issuance. The Company will record changes in fair value in the consolidated statements of operations, with the exception of changes in fair value due to instrument-specific credit risk which, if present, will be recorded as a component of other comprehensive income. Interest expense related to the Convertible Debentures will be included in the changes in fair value. As a result of applying the fair value option, direct costs and fees related to the Convertible Debentures were expensed as incurred. Customer Concentration Risk Scilex Holding had three customers during the three months ended March 31, 2023, each of which individually generated 10 % or more of the Company's consolidated gross product revenue. These customers accounted for 81 % of the Company's consolidated gross product revenue for the three months ended March 31, 2023, individually ranging from 20 % to 32 %. As of March 31, 2023, these customers represented 68 % of the Company's outstanding accounts receivable, individually ranging from 16 % to 27 %. Additionally, during the three months ended March 31, 2023, Scilex Holding purchased inventory from its sole supplier, Itochu Chem ical Frontier Corporation. This exposes Scilex Holding to concentration of customer and supplier risk. Scilex Holding monitors the financial condition of its customers, limits its credit exposure by setting credit limits, and has not experienced any credit losses during the three months ended March 31, 2023. Inventory As of March 31, 2023, net inventory was $ 11.3 million, comprised of $ 4.3 million of finished goods and $ 7.0 million of raw materials and supplies. Recent Accounting Pronouncement In October 2021, the FASB issued Accounting Standards Update (“ASU”) 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires an acquirer in a business combination to recognize and measure contract assets and contract liabilities in accordance with Accounting Standards Codification Topic 606. ASU 2021-08 is effective for fiscal years beginning after December 15, 2022 and early adoption is permitted. The adoption of the standard beginning January 1, 2023 did not have a material impact on the Company's consolidated financial statements. Revenue Recognition The following table shows revenue disaggregated by product and service type for the three months ended March 31, 2023 and 2022 (in thousands): Three Months Ended March 31, 2023 2022 Scilex Pharmaceuticals Inc. product sales $ 10,582 $ 6,812 Sorrento Therapeutics, Inc. product revenues 15 3,178 Net product revenues $ 10,597 $ 9,990 Concortis Biosystems Corporation $ 3,007 $ 4,634 Bioserv Corporation 671 875 Other service revenues 1,976 2,886 Service revenues $ 5,654 $ 8,395

Liquidity and Going Concern

Liquidity and Going Concern	3 Months Ended
	Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Liquidity and Going Concern	2. Liquidity a nd Going Concern The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has negative working capital and recurring losses from operations, recurring negative cash flows from operations and substantial cumulative net losses to date. The Company expects to incur significant professional fees and other costs in connection with, and throughout, the Chapter 11 Cases. The Company expects to continue operations in the normal course for the duration of the Chapter 11 Cases. To ensure ordinary course operations, the Company obtained approval from the Bankruptcy Court for certain “first day” motions to continue its ordinary course operations after the filing date. The Company also received final approval from the Bankruptcy Court for $ 75.0 million of financing from JMB Capital Partners Lending, LLC, which will provide it with immediate liquidity so that the Company can continue operating its business as usual during the Chapter 11 Cases and pay the costs and professional fees associated therewith, although the Company plans to lower its operating budget and further reduce the scale of its operations in connection with the Chapter 11 Cases. However, for the duration of the Chapter 11 Cases, the Company’s operations and ability to develop and execute its business plan, its financial condition, liquidity and its continuation as a going concern are subject to a high degree of risk and uncertainty associated with the Chapter 11 Cases. The outcome of the Chapter 11 Cases is dependent upon factors that are outside of the Company’s control, including actions of the Bankruptcy Court. The Company can give no assurances that it will be able to secure additional sources of funds to support its operations, or, if such funds are available to the Company, that such additional financing will be sufficient to meet its needs. As such, management cannot conclude that such plans will be effectively implemented within one year after the date that the financial statements are issued. As a result, management has concluded that the aforementioned conditions, among others, raise substantial doubt about the Company’s ability to continue as a going concern for one year after the date the financial statements are issued. If the Company is unable to raise additional capital in sufficient amounts or on terms acceptable, the Company may have to significantly delay, scale back or discontinue the development or commercialization of one or more of its product candidates. The Company may also seek collaborators for one or more of its current or future product candidates at an earlier stage than otherwise would be desirable or on terms that are less favorable than might otherwise be available. The consolidated financial statements do not reflect any adjustments that might be necessary if the Company is unable to continue as a going concern. If the Company raises additional funds by issuing equity securities, substantial dilution to existing stockholders would result. If the Company raises additional funds by incurring debt financing, the terms of the debt may involve significant cash payment obligations as well as covenants and specific financial ratios that may restrict the Company’s ability to operate its business. The Failure of Silicon Valley Bank On March 10, 2023, the Company became aware that the Federal Deposit Insurance Corporation (“FDIC”) issued a press release (the “FDIC press release”) stating that Silicon Valley Bank, Santa Clara, California (“SVB”) was closed by the California Department of Financial Protection and Innovation, which appointed the FDIC as receiver. On March 12, 2023, the Treasury Department announced that depositors of SVB will have access to all of their money starting March 13, 2023. The Company had approximately $ 2.8 million cash deposited with SVB as of each of December 31, 2022, the Petition Date and March 10, 2023. On March 14, 2023, the Company regained access to the full amount of its cash that was deposited with SVB.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2023
Fair Value Disclosures [Abstract]
Fair Value Measurements	3. Fair Valu e Measurements The following tables present the Company’s financial assets and liabilities that are measured at fair value on a recurring basis (in thousands): Fair Value Measurements at March 31, 2023 Balance Quoted Prices Significant Significant Assets: Marketable investments $ 12,662 $ 12,662 $ — $ — Total assets $ 12,662 $ 12,662 $ — $ — Liabilities: Derivative liabilities - non-current $ 1,580 $ — $ — $ 1,580 Current portion of contingent consideration 397 — — 397 Contingent consideration - non-current 52,749 — — 52,749 Total liabilities $ 54,726 $ — $ — $ 54,726 Fair Value Measurements at December 31, 2022 Balance Quoted Prices Significant Significant Assets: Marketable investments $ 26,344 $ 26,344 $ — $ — Total assets $ 26,344 $ 26,344 $ — $ — Liabilities: Derivative liabilities - non-current $ 300 $ — $ — $ 300 Current portion of contingent consideration 397 — — 397 Contingent consideration - non-current 48,949 — — 48,949 Total liabilities $ 49,646 $ — $ — $ 49,646 Marketable Investments As disclosed in Note 4 , the Compan y holds 20,422,124 shares of Class A Common Stock of Celularity Inc. (Nasdaq: CELU) (“Celularity”). The shares held by the Company are measured at fair value at each reporting period based on the closing price of Celularity’s common stock on the last trading day of each reporting period. Contingent Consideration The Company has included $ 52.2 million of contingent consideration – non-current, associated with its acquisition of ACEA Therapeutics, Inc. (“ACEA”), within liabilities subject to compromise on the consolidated balance sheets as of March 31, 2023. During the three months ended March 31, 2023, the Company recorded a loss of $ 3.8 million related to the change in fair value of the contingent consideration associated with its acquisition of ACEA. The Company assesses the fair value of contingent consideration using a discounted cash flow method combined with a Monte Carlo simulation model. Significant Level 3 assumptions used in the measurement included revenue projections, a discount rate of 21.3 % and estimated probabilities of successful commercialization. Changes in estimated fair value of contingent consideration liabilities since December 31, 2022 are as follows: (in thousands) Fair Value Beginning Balance at December 31, 2022 $ 49,346 Change in fair value measurement 3,800 Ending Balance at March 31, 2023 $ 53,146 Derivative liabilities In connection with its business combination with Vickers Vantage Corp. I, a special purpose acquisition company, in November 2022, Scilex Holding assumed certain private placement warrants (the “Private Warrants”), which are revalued at each subsequent balance sheet date, with fair value changes recognized in the consolidated statements of operations. The Company estimates the value of these warrants using a Black-Scholes option pricing formula. The Company recognized a loss on derivative liabilities related to the Private Warrants of $ 1.3 million during the three months ended March 31, 2023. The Company recorded a gain on derivative liabilities of $ 7.5 million for the three months ended March 31, 2022, which related to the compound der ivative liabilities associated with the Scilex Notes (as defined below). The fair value of the derivative liabilities associated with the Scilex Notes was estimated using the discounted cash flow method combined with a Monte Carlo simulation model. Significant Level 3 assumptions used in the measurement included a 6.5 % risk adjusted net sales forecast and an effective debt yield of 16.3 %. The following table includes a summary of the derivative liabilities measured at fair value using significant unobservable inputs (Level 3) during the three months ended March 31, 2023: (in thousands) Fair Value Beginning Balance at December 31, 2022 $ 300 Change in fair value measurement 1,280 Ending Balance at March 31, 2023 $ 1,580

Investments

Investments	3 Months Ended
	Mar. 31, 2023
Equity Method Investments and Joint Ventures [Abstract]
Investments	4. Inv estments As of March 31, 2023, the Company’s equity method investments include an ownership interest in Immunotherapy NANTibody, LLC (“NANTibody”), NantCancerStemCell, LLC (“NantStem”), Deverra Therapeutics, Inc. and ImmuneOncia Therapeutics, LLC, among others. The Company’s equity investments without readily determinable fair value include an ownership interest in NantBioScience, Inc. and Aardvark Therapeutics, Inc. (“Aardvark”), among others. The Company’s equity investments with readily determinable fair value include an ownership interest in Celularity. Celularity As of March 31, 2023, the Company owned 20,422,124 shares of Class A Common Stock of Celularity. T he Company recorded unrealized losses on marketable investments of $ 13.7 million and unrealized gains on marketable investments of $ 66.7 million during the three months ended March 31, 2023 and 2022, respect ively. The Company’s investment in Celularity is included within marketable investments under current assets within its consolidated balance sheets. Aardvark In 2021, the Company paid $ 10.0 million in cash for an aggregate of 7,777,864 shares of Series B Preferred Stock of Aardvark. The Company accounts for its investment in Aardvark as an equity investment without a readily determinable fair value and carries its investment in Aardvark at cost, less impairment, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments. The Company ’s investment in Aardvark was $ 10.0 million as of March 31, 2023 and December 31, 2022, respectively. Tien-Li Lee, M.D., a member of the board of directors of Scilex Holding, a majority owned subsidiary of the Company, is the founder and chief executive officer of Aardvark. Kim D. Janda, Ph.D., a member of the Company’s Board of Directors (the “Board”), is a member of the advisory board of Aardvark. NANTibody As of each of March 31, 2023 and December 31, 2022, the Company’s investment in NANTibody had a carrying value of zero . NANTibody recorded a net loss of $ 1.5 million for the three months ended December 31, 2022. As of December 31, 2022, NANTibody had $ 2.4 million in current assets, $ 11.6 million in current liabilities, $ 0.1 million in noncurrent assets and no noncurrent liabilities. As the Company’s investment in NANTibody has a carrying value of zero, the Company no longer records its portion of earnings or loss within its consolidated statements of operations. NantStem As of each of March 31, 2023 and December 31, 2022, the Com pany’s investment in NantStem had a carrying value of zero . NantStem recorded net income of $ 2.8 million for the three months ended December 31, 2022. As of December 31, 2022, NantStem had $ 86.4 million in current assets, no current liabilities, $ 0.1 million in noncurrent assets and no noncurrent liabilities. As the Company’s investment in NantStem has a carrying value of zero, the Company no longer records its portion of earnings or loss within its consolidated statements of operations.

Goodwill and Intangible Assets

Goodwill and Intangible Assets	3 Months Ended
	Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Intangible Assets	5. Goodwill and Intangible Assets G oodwill totaled $ 80.3 million as of March 31, 2023 . Goodwill for the Sorrento Therapeutics segment and Scilex segment was $ 73.6 m illion and $ 6.7 million, respectively, as of March 31, 2023. The Sorrento Therapeutics segment had a negative carrying value as of March 31, 2023. During the three months ended March 31, 2023, the Company recorded a loss on impairment of intangible assets of $ 11.9 million as a result of discontinuing its in-process research and development programs associated with SmartPharm Therapeutics, Inc., which the Company acquired in September 2020. Intangible assets with indefinite useful lives totaling $ 82.3 million are included in acquired in-process research and development in the table below. A summary of the Company’s identifiable intangible assets as of March 31, 2023 and December 31, 2022 is as follows (in thousands, except for years): March 31, 2023 December 31, 2022 March 31, 2023 Weighted Gross Accumulated Intangibles, Gross Accumulated Intangibles, Customer relationships 2 $ 1,585 $ 1,487 $ 98 $ 1,585 $ 1,479 $ 106 Acquired technology 19 3,410 1,632 1,778 3,410 1,588 1,822 Acquired in-process research and development — 82,340 — 82,340 94,240 — 94,240 Technology placed in service 15 21,940 6,582 15,358 21,940 6,216 15,724 Patent rights 15 32,720 14,008 18,712 32,720 13,463 19,257 Assembled workforce 5 605 494 111 605 465 140 Internally developed software 2 520 477 43 520 434 86 Acquired licenses 15 5,711 276 5,435 5,711 184 5,527 Total intangible assets $ 148,831 $ 24,956 $ 123,875 $ 160,731 $ 23,829 $ 136,902 Aggregate amortization expense was $ 1.1 million and $ 1.0 million for the three months ended March 31, 2023 and 2022, respectively. Estimated future amortization expense related to intangible assets, excluding indefinite-lived intangible assets, at March 31, 2023 is as follows (in thousands): Years Ending December 31, Amount 2023 (Remaining nine months) $ 3,288 2024 4,239 2025 4,214 2026 4,214 2027 4,187 Thereafter 21,393 Total expected future amortization $ 41,535

Significant Agreements and Cont

Significant Agreements and Contracts	3 Months Ended
	Mar. 31, 2023
Significant Agreements And Contracts [Abstract]
Significant Agreements and Contracts	6. Significant Agre ements and Contracts Zhengzhou Fortune Bioscience Co., Ltd. (“ZFB”) In February 2023, the Company entered into a repurchase agreement with ZFB for the buyback of the Company's 49 % equity interest in ZFB for net proceeds of $ 1.8 million, consisting of $ 4.8 million offset by $ 3.0 million in accounts payable. In connection with the repurchase agreement with ZFB, the Company recorded a net loss on equity investments of $ 0.4 million during the three months ended March 31, 2023 and the carrying value of its investment in ZFB is zero . The Company no longer holds any ownership interest in ZFB. ELYXYB License On February 12, 2023, Scilex Holding acquired from BioDelivery Sciences International, Inc. (“BSDI”) and Collegium Pharmaceutical, Inc. (“Collegium”, and together with BDSI, the “Collegium Sellers”) the rights to certain patents, trademarks, regulatory approvals, data, contracts, and other rights related to ELYXYB (celecoxib oral solution) (the “Product”) and its commercialization in the United States and Canada (the “Territory”). As consideration for the acquisition, Scilex Holding assumed various rights and obligations under that certain asset purchase agreement, dated August 3, 2021 (the “DRL APA”), between BDSI and Dr. Reddy’s Laboratories Limited, a company incorporated under the laws of India (“DRL”), including a license from DRL including an irrevocable, royalty-free, exclusive license to know-how and patents of DRL related to the Product and necessary or used to exploit the Product in the Territory. Additionally, under the DRL APA, Collegium Sellers granted Scilex Holding an irrevocable, royalty-free, exclusive license to know-how related to the Product and necessary or used to exploit the Product in the Territory. No cash consideration was or will be payable to Collegium Sellers for such acquisition; however, the obligations under the DRL APA that were assumed by Scilex Holding include obligations to pay royalties for sales of the Product in the Territory for all indications and additional amounts if certain milestones are achieved. As of March 31, 2023, Scilex Holding has not paid any royalties pursuant to the DRL APA.

Debt

Debt	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Debt	7. Debt DIP Facility On February 21, 2023, the Bankruptcy Court entered the Interim DIP Order approving the DIP Facility on an interim basis and providing the Debtors with the necessary liquidity to continue to operate in Chapter 11. Upon entry of the Interim DIP Order and satisfaction of all applicable conditions precedent, as set forth in the DIP Term Sheet, the Debtors were authorized to make an Initial Draw of $ 30,000,000 on the DIP Facility. The Debtors then negotiated the DIP Documents, including the DIP Credit Agreement. On March 29, 2023, the Bankruptcy Court entered the Final DIP Order approving the DIP Facility on a final basis and providing the Debtors with access to the remaining $ 45,000,000 of the DIP Facility (subject to the terms, conditions, and covenants set forth in the DIP Documents), through additional draws of no less than $ 5,000,000 , each upon five business days’ written notice to the DIP Lender, and the Debtors and DIP Lender proceeded to enter into the DIP Documents on March 30, 2023. Among other terms, the DIP Facility bears interest at a per annum rate equal to 14 % payable in cash on the first day of each month in arrears (and a default interest rate that shall accrue at an additional per annum rate of 3 % plus the non-default interest, payable in cash on the first day of each month). The Debtors are required to pay to the DIP Lender a commitment fee equal to 2.5 % of the total amount of the DIP Commitment (which was paid out of Initial Draw), a funding fee equal to 2.5 % of the amount of each draw and upon repayment or satisfaction of the DIP Loans (in whole or in part), an exit fee equal 7 % of the total amount of the DIP Commitments and other fees and charges as described in the DIP Documents. The DIP Facility is secured by first-priority liens on substantially all of the Debtors’ unencumbered assets, subject to certain enumerated exceptions, and se cond-priority liens on those assets of the Debtors that are encumbered by certain permitted liens (as set forth in the Final DIP Order). The DIP Facility matures on the earliest of: (i) July 31, 2023 ; (ii) the effective date of any Chapter 11 plan of reorganization with respect to the Debtors; (iii) the consummation of any sale or other disposition of all or substantially all of the assets of the Debtors pursuant to section 363 of the Bankruptcy Code; (iv) the date of the acceleration of the DIP Loans and the termination of the DIP Commitments in accordance with the DIP Documents (each as defined in the DIP Term Sheet); (v) the dismissal of the Chapter 11 Cases or conversion of the Chapter 11 Cases into cases under chapter 7 of the Bankruptcy Code; and (vi) forty-five (45) days after the filing of the DIP Motion (or such later date as agreed to by the DIP Lender), unless the Final Order has been entered by the Bankruptcy Court on or prior to such date. The DIP Facility does not contain a roll-up or cross-collateralization of prepetition debt or otherwise dictate how prepetition claims will be addressed in a Chapter 11 plan. As of March 31, 2023, the total outstanding principal balance on the DIP Facility was $ 30.0 million, which is included under current portion of debt in the consolidated balance sheets. Upon receipt of the Initial Draw, the Company recorded commitment and funding fees totaling $ 2.6 million. The Company also recognized a $ 5.3 million exit fee, which is included in accrued expenses and other current liabilities as of March 31, 2023. The commitment fee, funding fee and exit fee are included in Reorganization items, net, within the Company's consolidated statements of operations for the three months ended March 31, 2023. The Company recorded $ 0.4 million in interest expense relating to the per annum rate equal to 14 % payable in cash during the t hree months ended March 31, 2023. Subsequent to March 31, 2023, the Company received an additional draw from the DIP Facility of $ 20.0 million. ACEA Significant Debt Arrangements Borrowings under significant debt arrangements assumed in connection with the Company’s acquisition of ACEA consisted of the following (in thousands): March 31, December 31, Principal $ 26,875 $ 26,718 Unamortized debt discount ( 7,555 ) ( 7,878 ) Carrying value $ 19,320 $ 18,840 Estimated fair value $ 15,600 $ 15,000 The following table provides a schedule of future repayments under the Contract (in thousands): 2023 (Remaining nine months) $ — 2024 990 2025 3,276 2026 5,663 2027 10,628 2028 6,318 Total $ 26,875 2018 Purchase Agreements and Indenture for Scilex Pharma On September 7, 2018, Scilex Pharmaceuticals, Inc. (“Scilex Pharma”) entered into Purchase Agreements (the “2018 Purchase Agreements”) with certain investors (collectively, the “Scilex Note Purchasers”) and the Company. Pursuant to the 2018 Purchase Agreements, on September 7, 2018, Scilex Pharma, among other things, issued and sold to the Scilex Note Purchasers senior secured notes due 2026 in an aggregate principal amount of $ 224.0 million (the “Scilex Notes”) for an aggregate purchase price of $ 140.0 million. The Scilex Notes were fully extinguished in September 2022. The Company made principal payments on the Scilex Notes of $ 21.6 million during the three months ended March 31, 2022. The amount of debt discount and debt issuance costs included in interest expense for the three months ended March 31, 2022 was $ 1.9 million. The Company recorded a loss on debt extinguishment of $ 4.8 million in connection with its repayments of principal made during the three months ended March 31, 2022. Scilex Holding Convertible Debentures On March 21, 2023, Scilex Holding entered into a securities purchase agreement (the “Securities Purchase Agreement”) with YA II PN, Ltd. (“Yorkville”) pursuant to which Scilex Holding would issue and sell to Yorkville convertible debentures in an aggregate principal amount of up to $ 25.0 million (the “Convertible Debentures”). The Securities Purchase Agreement provides that the Convertible Debentures will be issued and sold at a purchase price equal to 96 % of the applicable principal amount in three tranches as follows: (i) $ 10.0 million upon the signing of the Securities Purchase Agreement, which was funded on March 21, 2023, (ii) $ 7.5 million upon the filing of a registration statement on Form S-1 with the SEC to register the resale by Yorkville of any shares of Scilex Holding common stock (“Scilex Common Stock”) issuable upon conversion of the Convertible Debentures under the Securities Act, and (iii) $ 7.5 million at the time such registration statement is declared effective by the SEC. The Convertible Debenture s bear interest at an annual rate of 7.00 % and will mature on December 21, 2023 . The outstanding principal amount is to be repaid in equal installments that are due every 30 days beginning on May 20, 2023, which is 60 days after the date on which the first Convertible Debenture was issued to Yorkville. The Convertible Debentures provide a conversion right, in which any portion of the outstanding and unpaid principal and any accrued but unpaid interest may be converted into shares of Scilex Common Stock, at a conversion price of $ 8.00 per share, at the option of the holder of the Convertible Debentures. Scilex Holding has the option to repay either (i) in cash, with premium equal to 5 % in respect of the principal amount of such payment, or (ii) by submitting a notice under the amended and restated standby equity purchase agreement between Scilex Holding and Yorkville (the “A&R Yorkville Purchase Agreement”), or a series of Yorkville advances, or any combination of (i) or (ii) as determined by the Scilex Holding. In case of (ii), the proceeds from the shares sold to Yorkville are applied against the outstanding amounts. The redemption amount shall be equal to the outstanding principal balance being redeemed by Scilex Holding , plus the redemption premium of 10 % of the principal amount being redeemed, plus all accrued and unpaid interest in respect of such redeemed principal amount.

Stockholders' Equity

Stockholders' Equity	3 Months Ended
	Mar. 31, 2023
Equity [Abstract]
Stockholders' Equity	8. Stockholders’ Equity Scilex Holding Company Dividend On December 30, 2022, the Board declared a stock dividend (the “Dividend”) consisting of an aggregate of 76,000,000 shares of Scilex Common Stock (the “Dividend Stock”) held by the Company to record holders of (i) the Company’s common stock (such stock, the “Company Common Stock”) as of the close of business on January 9, 2023 (the “Record Date”) and (ii) certain warrants to purchase Company Common Stock that, among other things, had not been exercised prior to the ex-dividend date under the rules of Nasdaq (and which had or may have the right to participate in the Dividend pursuant to the terms of their respective warrants). On January 5, 2023, the Board fixed the date on which the Dividend would be paid to be January 19, 2023 (the “Payment Date”), such Payment Date being within 60 days following the Record Date. On January 19, 2023, the Dividend was paid. No fractional shares were issued in connection with the Dividend and the equityholders of the Company who otherwise were entitled to receive fractional shares of the Dividend Stock received cash (without interest or deduction) in lieu of such fractional shares in an amount equal to the product obtained by multiplying (a) $ 5.87 , the closing price of the Scilex Common Stock on the Nasdaq Capital Market on the Record Date, by (b) the fraction of one share of Scilex Common Stock that such equityholder w ould have otherwise been entitled to receive as a Dividend in respect of shares of Company Common Stock held by such equityholder (after aggregating all such fractional shares otherwise issuable to such equityholder in connection with the Dividend). The Dividend Stock was initially subject to certain transfer restrictions through May 11, 2023, which the Bankruptcy Court subsequently extended to September 1, 2023. Following the payment of the Dividend and as of March 31, 2023 the Company's ownership interest in Scilex Common Stock is 42.5 %. As of March 31, 2023, the Company's total ownership interest in total Scilex Common Stock (assuming conversion of Scilex Holding Preferred Stock into Scilex Common Stock) is 52.06 %.

Stock-Based Compensation

Stock-Based Compensation	3 Months Ended
	Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]
Stock-Based Compensation	9. Stock-Base d Compensation 2019 Stock Incentive Plan (“2019 Plan”) Total stock-based compensation expense under the 2019 Plan was $ 6.5 million and $ 6.9 million for the three months ended March 31, 2023 and 2022, respectively. The total unrecognized compensation expense related to unvested stock option grants as of March 31, 2023 was $ 30.5 million, with a weighted average remaining vesting period of 2.0 years. Total unrecognized compensation expense related to unvested restricted stock unit (“RSU”) grants as of March 31, 2023 was $ 23.5 million, with a weighted average remaining vesting period of 3.1 years. A summary of stock option activity under the 2019 Plan for the three months ended March 31, 2023 is as follows: Options Weighted- Aggregate Outstanding at December 31, 2022 20,861,760 $ 6.05 $ — Options Granted — — Options Canceled ( 653,505 ) 6.45 Options Exercised — — Outstanding at March 31, 2023 20,208,255 $ 6.04 $ — Vested and Expected to Vest at March 31, 2023 20,208,255 $ 6.04 $ — A summary of RSU activity under the 2019 Plan for the three months ended March 31, 2023 is as follows: Number of Shares Weighted- Outstanding at December 31, 2022 8,284,498 $ 3.73 RSUs Granted — — RSUs Released — — RSUs Canceled ( 83,900 ) 4.44 Outstanding at March 31, 2023 8,200,598 $ 3.72 On March 15, 2023, the Board approved the suspension of any issuance, vesting, and payments related to the awards under the Company’s 2020 Employee Stock Purchase Plan and 2019 Plan effective as of the Petition Date. The Company determined that there are no incremental compensation costs recognized as a result of this suspension for the three months ended March 31, 2023. Scilex Plan For Scilex Holding, total stock-based compensation recorded as operating expenses was $ 3.7 million and $ 1.4 million for the three months ended March 31, 2023 and 2022, respectively. The total unrecognized compensation cost related to unvested employee and director stock option grants as of March 31, 2023 was $ 53.0 million and the weighted average period over which these grants are expected to vest is 3.6 years. Employee Stock Purchase Plan Total stock-based compensation recorded as operating expense for the Company’s 2020 Employee Stock Purchase Plan was no t material for the three months ended March 31, 2023, as compared to $ 0.3 million for the three months ended March 31, 2022. CEO Performance Award Total stock-based compensation recorded as operating expense for the 10 -year CEO performance award that was granted to the Company’s chief executive officer in 2020 and tied solely to the Company achieving market capitalization milestones (the “CEO Performance Award”) was $ 8.2 million during the three months ended March 31, 2023. As of March 31, 2023, the Company had approximately $ 37.9 million of total unrecognized stock-based compensation expense remaining under the CEO Performance Award.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	10. Commitmen ts and Contingencies Litigation In the normal course of business, the Company may be named as a defendant in one or more lawsuits. Other than as set forth below, the Company is not a party to any outstanding material litigation and management is currently not aware of any legal proceedings that, individually or in the aggregate, are deemed to be material to the Company’s financial condition or results of operations. On April 3, 2019, the Company filed two legal actions against, among others, Patrick Soon-Shiong and entities controlled by him, asserting claims for, among other things, fraud and breach of contract, arising out of Dr. Soon-Shiong’s purchase of the drug Cynviloq™ from the Company in May 2015. The actions allege that Dr. Soon-Shiong and the other defendants, among other things, acquired the drug Cynviloq™ for the purpose of halting its progression to the market. Specifically, the Company has filed: • An arbitration demand with the American Arbitration Association in Los Angeles, California, against NantPharma, LLC (“NantPharma”), and its Chief Executive Officer, Patrick Soon-Shiong, related to alleged fraud and breaches of the Stock Sale and Purchase Agreement, dated May 14, 2015, entered into between NantPharma and the Company, filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 7, 2015. On May 24, 2019, NantCell, Inc., Dr. Soon-Shiong and NANTibody’s General Counsel Charles Kim filed a motion in the Los Angeles Superior Court (the “Court”) to stay or dismiss the Company’s arbitration demand. On October 9, 2019, the Court denied the motion to stay or dismiss the arbitration demand, and the arbitration continued against NantPharma (the “NantPharma Arbitration”). On March 5, 2020, the Company filed a legal action against Dr. Soon-Shiong in the Court, asserting claims for fraudulent inducement and common law fraud, arising out of Dr. Soon-Shiong’s purchase of the drug Cynviloq™ from the Company in May 2015. The action alleges that, among other things, Dr. Soon-Shiong acquired the drug Cynviloq™ for the purpose of halting its progression to the market. In connection with filing this civil action in the Court, where the Company will have the right to a jury trial against Dr. Soon-Shiong, the Company dismissed Dr. Soon-Shiong from the NantPharma Arbitration; and • An action in the Court derivatively on behalf of NANTibody against NantCell, Inc., NANTibody Board Member and NantCell, Inc., Chief Executive Officer Patrick Soon-Shiong, and NANTibody officer Charles Kim, related to several breaches of the June 11, 2015 Limited Liability Company Agreement for NANTibody entered into between the Company and NantCell, Inc. The suit also alleges breaches of fiduciary duties and seeks, inter alia, a declaration that the Assignment Agreement entered into on July 2, 2017, between NantPharma and NANTibody is void and an equitable unwinding of the Assignment Agreement. The suit calls for the restoration of $ 90.05 million to the NANTibody capital account, thereby restoring the Company’s equity method investment in NANTibody to its invested amount as of June 30, 2017 of $ 40.0 million. On May 24, 2019, NantCell, Inc. and Dr. Soon-Shiong filed a cross-complaint against the Company and Dr. Henry Ji, seeking unspecified damages, as well as additional punitive damages and specific performance, related to alleged fraud, alleged breaches of the Exclusive License Agreement for certain antibodies (dated June 11, 2015 and entered into between NANTibody, LLC and the Company), and alleged tortious interference with contract. On May 24, 2019, NANTibody and NantPharma filed a new complaint in the action against the Company and Dr. Henry Ji, seeking unspecified damages, as well as additional punitive damages and specific performance, related to alleged fraud, alleged breaches of the Stock Sale and Purchase Agreement, alleged breaches of the Exclusive License Agreement for certain antibodies (dated April 21, 2015 and entered into between NantCell, Inc. and the Company), and alleged tortious interference with contract. On July 8, 2019, the Company and Dr. Henry Ji filed motions to compel the cross-complaint and new action to arbitration. On October 9, 2019, the Court granted the motions to compel to arbitration all of the claims brought by NANTibody, NantCell, Inc. and NantPharma, and denied the motions to compel as to the claims brought by Dr. Soon-Shiong. Subsequently, NANTibody, NantCell, Inc., and NantPharma have re-filed their claims in arbitration with the American Arbitration Association (the “NantCell/NANTibody Arbitration”). On May 4, 2020, the Company filed counterclaims against NANTibody and NantCell related to breaches of the April 21, 2015 and June 11, 2015 Exclusive License Agreements. The claims against Dr. Soon-Shiong were stayed pending resolution of the claims filed in arbitration. The original derivative action is no longer stayed, and the trial is scheduled to begin on July 17, 2023. On December 2, 2022, the arbitrator in the NantCell/NANTibody Arbitration issued an award (the “Antibody Award”) granting contractual damages and pre-award interest in the amounts of $ 156,829,562 to NantCell and $ 16,681,521 to NANTibody, exclusive of post-award, prejudgment interest, which will accrue at 9 % per annum. The award also held that Sorrento has no further obligations under the Exclusive License Agreement with NANTibody. The Exclusive License Agreement with NantCell remains in effect only with respect to one anti-PD-L1 antibody that previously was delivered by the Company to NantCell. The Company has no further obligation to contribute any materials or know-how to NantCell with respect to that antibody but will receive potential future royalties on future net sales. The Company continues to hold 40 % of the outstanding equity of NANTibody. The award does not resolve the additional legal proceedings brought by the Company against Patrick Soon-Shiong and entities controlled by him, which remain pending. On December 21, 2022, NantCell and NANTibody filed in the Los Angeles Superior Court a petition to confirm the NantCell/NANTibody Arbitration award. On January 16, 2023, the Company filed in the Court a petition to vacate the Antibody Award. On February 7, 2023, the Court granted the Nant entities’ petition, entered judgment upon the Antibody Award and ordered the Company to pay to the Nant entities the previously disclosed amounts awarded in the Antibody Award. On December 20, 2022, the arbitrator in the NantPharma Arbitration issued an award granting contractual damages of $ 125.0 million to the Company, reflecting the value of lost milestone payments for the approval of Cynviloq for the treatment of breast and lung cancers. The Company filed a petition to confirm the award with the Los Angeles Superior Court on February 2, 2023. NantPharma filed an opposition motion to vacate the award on February 13, 2023. On March 16, 2023, the Court granted the Company’s motion to confirm the award in the NantPharma Arbitration over NantPharma’s opposition. On April 7, 2023, the Court entered final judgment (“Final Judgment”) upon the confirmed award in favor of the Company in the amount of $ 127,686,209.93 , which includes arbitration costs and accrued interest on the award since December 20, 2022. The Final Judgment is accruing interest at the rate of 10 percent per annum, from March 16, 2023. On April 17, 2023, the Court ordered Patrick Soon-Shiong, to appear, on behalf of NantPharma, before the Court on May 31, 2023, to furnish information to aid Sorrento in the enforcement of its Final Judgment. On April 18, 2023, the Court issued a writ of execution, which the Company may use, other things, to begin the process of levying NantPharma’s bank account(s). On April 18, 2023, the Court also issued an Abstract of Judgment, which the Company may use to perfect a judgment lien against NantPharma’s real property. The Company now intends to enforce the Final Judgment. On February 6, 2023, the Company applied ex parte to the Court for a stay of enforcement of the judgment entered upon the Antibody Award until the Company is procedurally able to seek an offset of the judgment entered upon the Antibody Award by the amount of the Final Judgment that the Company has petitioned the Court to confirm and enter judgment upon. The Nant Entities opposed the Company’s ex parte application. On February 7, 2023, the Court granted the Company’s ex parte application in part. The Court stayed enforcement of the Antibody Award judgment for seventy days only to the extent the Antibody Award judgment exceeds the approximately $ 50.0 million difference of the amounts of the Antibody Award and the Final Judgment. The Company has recorded an accrued legal settlement in the consolidated balance sheet of $ 176.6 million and $ 174.8 million, including post-award interest, as of March 31, 2023 and December 31, 2022, respectively, relating to the Final Judgment. The accrued legal settlement has been classified as liabilities subject to compromise as of March 31, 2023 (see Note 14 ). For a discussion of the Company’s ongoing bankruptcy proceedings, see Note 1 . On May 26, 2020, Wasa Medical Holdings filed a putative federal securities class action in the U.S. District Court for the Southern District of California, Case No. 3:20-cv-00966-AJB-DEB, against the Company, its President, Chief Executive Officer and Chairman of the Board of Directors, Henry Ji, Ph.D., and its SVP of Regulatory Affairs, Mark R. Brunswick, Ph.D. The action alleges that the Company, Dr. Ji and Dr. Brunswick made materially false and/or misleading statements to the investing public by publicly issuing false and/or misleading statements regarding STI-1499 and its ability to inhibit the SARS-CoV-2 virus infection and that such statements violated Section 10(b) of the Securities Exchange Act of 1934, as amended, and Rule 10b-5 promulgated thereunder. The suit seeks to recover damages caused by the alleged violations of federal securities laws, along with the plaintiffs’ reasonable costs and expenses incurred in the lawsuit, including counsel fees and expert fees. On June 11, 2020, Jeannette Calvo filed a second putative federal securities class action in the U.S. District Court for the Southern District of California, Case No. 3:20-cv-01066-JAH-WVG, against the same defendants alleging the same claims and seeking the same relief. On February 12, 2021, the U.S. District Court for the Southern District of California issued an order consolidating the cases and appointing a lead plaintiff, Andrew Zenoff (“Plaintiff”), and lead counsel. On April 5, 2021, Plaintiff filed a consolidated amended complaint in accordance with the U.S. District Court for the Southern District of California’s scheduling order. Pursuant to that scheduling order, the defendants filed a motion to dismiss on May 20, 2021 and Plaintiff filed its opposition to the motion on July 2, 2021. The defendants’ reply was filed on August 4, 2021. On or about November 18, 2021, the U.S. District Court for the Southern District of California issued an order granting the motion to dismiss with leave to amend. On November 30, 2021, Plaintiff filed a first amended consolidated complaint. On December 30, 2021, the defendants filed a motion to dismiss the first amended consolidated complaint. Pursuant to a stipulated scheduling order, the defendants filed their opposition to the motion on February 7, 2022, and the defendants filed their reply on February 28, 2022. On April 11, 2022, the U.S. District Court for the Southern District of California issued an order granting the motion to dismiss with leave to file an amended complaint by April 22, 2022. Plaintiff did not file an amended complaint by April 22, 2022. On June 2, 2022, the U.S. District Court for the Southern District of California directed the clerk of the court to enter judgment in favor of defendants and close the case. On June 3, 2022, judgment was entered in favor of defendants, and the case was closed. On June 30, 2022, Plaintiff filed a notice of appeal to the United States Court of Appeals for the Ninth Circuit (Case No. 22-55641). On October 3, 2022, Plaintiff/Appellant filed an opening brief. On December 2, 2022, the defendants/appellees’ filed their answering brief. On January 23, 2023, Plaintiff/Appellant filed his reply brief. The Company is defending these matters vigorously. On July 26, 2021, Sachin Chaudhari filed a verified stockholder derivative complaint in the U.S. District Court for the Southern District of California, Case No. 0723211, against Dr. Ji, Mr. Brunswick, and the Company’s Board of Directors as defendants, and against the Company as a nominal defendant. The action alleges, among other things, that defendants breached their fiduciary duties, violated Section 20(a) of the Securities Exchange Act of 1934, as amended, engaged in waste and were unjustly enriched in connection with the alleged false and misleading statements referenced above. The suit seeks to recover on behalf of the Company those damages caused by the alleged breaches of duty and related claims, along with the plaintiffs’ reasonable costs and expenses incurred in the lawsuit, including counsel fees and expert fees. On July 27, 2021, Michael Sabatina filed a verified stockholder derivative complaint in the Delaware Chancery Court, Case No. 2021-0654 against Dr. Ji and Mr. Brunswick as defendants and against the Company as a nominal defendant alleging the same general claims and seeking the same general relief. Both of these derivative cases have been stayed by their respective courts pending resolution of the motion to dismiss the federal securities class action described above. The Company is defending these matters vigorously. Operating Leases Supplemental quantitative information related to leases includes the following ($ in thousands): Three Months Ended March 31, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 4,227 $ 2,894 ROU assets obtained in exchange for new and amended operating lease liabilities $ — $ 632 Weighted average remaining lease term in years 13.6 14.8 Weighted average discount rate 12.8 % 12.8 % Maturities of lease liabilities were as follows (in thousands): Years ending December 31, Operating 2023 (Remaining nine months) $ 11,680 2024 15,433 2025 14,413 2026 14,104 2027 14,315 2028 14,678 Thereafter 140,754 Total lease payments 225,377 Less imputed interest ( 126,865 ) Total lease liabilities as of March 31, 2023 $ 98,512 In April 2023, the Company and the respective landlord for the premises leased by the Company located at 4930 Directors Place, 9151 Rehco Road and 4690 Executive Drive, San Diego, California, 92121, executed stipulations and agreed orders, which the Bankruptcy Court approved, pursuant to which the Company and each such landlord agreed to reject the respective lease agreement. In April 2023, Scilex Holding modified the lease term for its principal executive office located in Palo Alto, California. The modification extended the lease term for an additional three years, with the lease term expiring in September 2027.

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Income Taxes	11. Inc ome Taxes The Company maintains deferred tax assets that reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The deferred tax assets include net operating loss carryforwards, research credits and temporary differences. In assessing the Company’s ability to realize deferred tax assets, management considers, on a periodic basis, whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. As such, management has determined that it is appropriate to maintain a valuation allowance against the Company’s U.S. federal and state deferred tax assets, except for an amount equal to schedulable deferred tax liabilities. The stock dividend of Scilex Common Stock is a taxable distribution of property governed by Section 311(b) of the Internal Revenue Code. As a result, the Company recognized an income tax liability of $ 11.5 million as of March 31, 2023 through tax expense. The Company’s income tax expense of $ 11.5 million and $ 1.5 million reflect effective tax rates of 8.0 % and 3.7 % for the three months ended March 31, 2023 and 2022, respectively. The difference between the expected statutory federal tax rate of 21.0 % and the 8.0 % effective tax rate for the three months ended March 31, 2023 was primarily attributable to changes in valuation allowance and was offset by gain recognized on distribution of subsidiary stock.

Net Loss Per Share

Net Loss Per Share	3 Months Ended
	Mar. 31, 2023
Earnings Per Share [Abstract]
Net Loss Per Share	12. Net L oss Per Share For the three months ended March 31, 2023 and 2022, basic loss per common share is computed by dividing net loss by the weighted average number of common shares outstanding during the period. The following table sets forth the reconciliation of basic and diluted loss per share for the three months ended March 31, 2023 and 2022 (in thousands, except per share amounts): Three Months Ended March 31, 2023 2022 Numerator Net loss attributable to the Company $ ( 139,616 ) $ ( 40,815 ) Net loss used for diluted earnings per share $ ( 139,616 ) $ ( 40,815 ) Denominator for basic loss per share 543,137 337,123 Potentially dilutive shares from stock options, RSUs and warrants — — Denominator for diluted loss per share 543,137 337,123 Basic loss per share $ ( 0.26 ) $ ( 0.12 ) Diluted loss per share $ ( 0.26 ) $ ( 0.12 ) Shares of common stock issuable pursuant to stock options and warrants that would have been excluded because the effect would have been anti-dilutive consisted of the following (in thousands): Three Months Ended March 31, 2023 2022 Anti-dilutive shares for outstanding options and RSUs 28,739 23,648

Segment Information

Segment Information	3 Months Ended
	Mar. 31, 2023
Segment Reporting [Abstract]
Segment Information	13. Segment Information The Company operates in two operating and reportable segments, Sorrento Therapeutics and Scilex. With the exception of unrestricted cash balances, the Company’s Chief Operating Decision Maker does not regularly review asset information by reportable segment and, therefore, it does not report asset information by reportable segment. The majority of long-lived assets for both segments are located in the United States. The following table presents information about the Company’s reportable segments for the three months ended March 31, 2023 and 2022 (in thousands): Three Months Ended March 31, 2023 2022 Sorrento Scilex Total Sorrento Scilex Total External revenues $ 5,669 $ 10,582 $ 16,251 $ 11,573 $ 6,812 $ 18,385 Operating expenses 87,937 34,658 122,595 109,651 15,617 125,268 Operating loss ( 82,268 ) ( 24,076 ) ( 106,344 ) ( 98,078 ) ( 8,805 ) ( 106,883 ) Unrestricted cash 32,535 5,120 37,655 78,189 33,717 111,906

Liabilities Subject to Compromi

Liabilities Subject to Compromise	3 Months Ended
	Mar. 31, 2023
Liabilities Subject to Compromise [Abstract]
Liabilities subject to compromise	14. Liabilities Subject t o Compromise Since the Petition Date, the Debtors have been operating as debtors in possession under the jurisdiction of the Bankruptcy Court and in accordance with provisions of the Bankruptcy Code. In the accompanying consolidated balance sheets, the caption “Liabilities subject to compromise” reflects the expected allowed amount of the pre-petition claims that are not fully secured and that have at least a possibility of not being repaid at the full claim amount. Liabilities subject to compromise at March 31, 2023 consisted of the following (in thousands): March 31, 2023 Accounts payable $ 52,795 Accrued expenses and other current liabilities 11,289 Accrued legal settlements 176,549 Deferred revenue 7,079 Contingent consideration and acquisition consideration 61,498 Total liabilities subject to compromise $ 309,210 The Company will continue to evaluate the amount and classification of its pre-petition liabilities. Any additional liabilities that are subject to compromise will be recognized accordingly and the aggregate amount of liabilities subject to compromise may change.

Reorganization Items, Net

Reorganization Items, Net	3 Months Ended
	Mar. 31, 2023
Reorganizations [Abstract]
Reorganization Items, Net	15. R eorganization Items, Net Reorganization items incurred as a result of the Chapter 11 Cases are presented separately in the accompanying statements of operations for the three months ended March 31, 2023 and 2022 were as follows (in thousands): Three Months Ended March 31, 2023 2022 DIP facility financing costs $ 2,762 $ — DIP facility exit fees 5,250 — Professional fees 12,219 — Total $ 20,231 $ —

Condensed Combined Debtor-In-Po

Condensed Combined Debtor-In-Possession Financial Information	3 Months Ended
	Mar. 31, 2023
Reorganization, Chapter 11, Debtor-in-Possession
Reorganization, Chapter 11 [Line Items]
Condensed Combined Debtor-In-Possession Financial Information	16. Condensed Combined Debtor-In-Possession Financial Information The financial statements below represent the condensed combined financial statements of the Debtors as of March 31, 2023 and December 31, 2022 and for the three months ended March 31, 2023 and 2022. CONDENSED COMBINED DEBTOR-IN-POSSESSION BALANCE SHEET (Amounts in thousands) (Unaudited) ASSETS March 31, 2023 December 31, 2022 Current assets: Cash and cash equivalents $ 25,109 $ 9,562 Marketable investments 12,666 26,348 Accounts receivables, net 23,125 23,136 Prepaid expenses 4,184 3,554 Other current assets 1,944 1,429 Total current assets 67,028 64,029 Property and equipment, net 31,935 30,623 Operating lease right-of-use assets 73,656 74,249 Related party receivable 137,029 138,567 Intangibles, net 69,850 69,947 Goodwill 62,598 62,598 Equity investments 12,008 17,176 Investments in subsidiaries 293,781 301,715 Other assets, net 7,176 2,288 Total assets $ 755,061 $ 761,192 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ 2,628 $ 38,918 Accrued payroll and related benefits 2,041 4,011 Accrued expenses and liabilities 21,553 20,114 Accrued legal settlements — 174,752 Current portion of deferred revenue — 1,114 Current portion of operating lease liabilities 11,601 11,506 Acquisition consideration — 7,537 Income tax payable 11,771 2 Current portion of debt 30,000 5,585 Total current liabilities 79,594 263,539 Deferred tax liabilities, net 238 591 Deferred revenue — 6,085 Related party payable — 98,632 Operating lease liabilities 74,314 74,538 Contingent consideration — 48,400 Other long-term liabilities — 1,761 Total liabilities not subject to compromise $ 154,146 $ 493,546 Liabilities subject to compromise 408,402 0 Total liabilities 562,548 493,546 Total stockholders' equity 192,513 267,646 Total liabilities and stockholders’ equity $ 755,061 $ 761,192 The balance of current portion of debt as of March 31, 2023 amounting to $ 30.0 million represents the outstanding balance of the DIP Facility (see Note 7 ). The related party receivables relates to Sorrento Therapeutics, Inc.'s intercompany receivables from non-debtor subsidiaries resulting from financing activities. Liabilities subject to comprise include Sorrento Therapeutics, Inc.'s intercompany payables to non-debtor subsidiaries amounting to $ 83.8 million and $ 83.4 million as of March 31, 2023 and December 31, 2022, respectively. Liabilities subject to compromise also include Scintilla Pharmaceuticals, Inc.'s intercompany payables to Sorrento Therapeutics, Inc. amounting to $ 15.3 million and $ 15.2 million as of March 31, 2023 and December 31, 2022, respectively. CONDENSED COMBINED DEBTOR-IN-POSSESSION STATEMENTS OF OPERATIONS (Amounts in thousands) (Unaudited) Three Months Ended March 31, 2023 2022 Revenues: Net product revenues $ — $ 2,711 Service revenues 128 120 Related party revenues — 12,006 Total revenues 128 14,837 Operating costs and expenses: Cost of products sold — 7,966 Research and development 32,710 54,295 Acquired in-process research and development — 521 Selling, general and administrative 24,874 32,808 Intangible amortization 94 94 Increase (decrease) on contingent consideration 3,800 ( 2,100 ) Legal settlements, net 1,797 — Total operating costs and expenses 63,275 93,584 Loss from operations ( 63,147 ) — ( 78,747 ) (Gain) loss on marketable and equity investments ( 13,683 ) 68,534 Loss on debt extinguishment, net ( 40 ) ( 463 ) (Gain) loss on foreign currency exchange ( 1 ) 3 Gain on derivative assets 3,973 — Interest (expense) income, net ( 370 ) 562 Other income 1,410 7 Reorganization items, net ( 20,231 ) — Loss before income tax ( 92,089 ) ( 10,104 ) Income tax expense 11,416 1,086 Loss on equity method investments 368 131 Net loss $ ( 103,873 ) $ ( 11,321 ) CONDENSED COMBINED DEBTOR-IN-POSSESSION STATEMENTS OF CASH FLOWS (Amounts in thousands) (Unaudited) Three Months Ended March 31, Operating activities 2023 2022 Net cash used for operating activities $ ( 35,623 ) $ ( 68,808 ) Investing activities Net cash used for investing activities 1,123 ( 68,520 ) Financing activities Proceeds from DIP loan 27,375 — — DIP loan issuance costs ( 100 ) — Proceeds from debt, net of issuance costs — 43,175 Proceeds from settlement of bridge loan 899 — Payments on intercompany payable 567 ( 16,313 ) Proceeds from equity offerings, net of issuance costs 21,306 164,564 Repayments of debt and other obligations — ( 9,580 ) Net cash provided by financing activities 50,047 181,846 Net change in cash, cash equivalents and restricted cash 15,547 44,518 Net effect of exchange rate changes on cash — — Cash, cash equivalents and restricted cash at beginning of period 9,562 20,566 Cash, cash equivalents and restricted cash at end of period $ 25,109 $ 65,084 The supplement cash flow information was not repeated for the debtor only financial statements as the amounts are consistent with those disclosed in the consolidated financial statements.

Basis of Presentation and Sum_2

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements include the accounts of the subsidiaries of Sorrento Therapeutics, Inc. (the “Company”). For consolidated entities where the Company owns or is exposed to less than 100% of the economics, the Company records net income (loss) attributable to noncontrolling interests in its consolidated statements of operations equal to the percentage of the economic or ownership interest retained in such entities by the respective noncontrolling parties. All intercompany balances and transactions have been eliminated in consolidation. These consolidated financial statements should be read in conjunction with the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022, filed with the Securities and Exchange Commission (the “SEC”) on March 16, 2023. Operating results for interim periods are not expected to be indicative of operating results for the Company’s 2023 fiscal year, or any subsequent period. The unaudited interim financial statements included herein reflect all normal and recurring adjustments that are necessary for a fair presentation of the results for the interim periods presented.
Voluntary Filing Under Chapter 11	Voluntary Filing under Chapter 11 As previously reported in the Company’s Current Report on Form 8-K filed with the SEC on February 13, 2023, on February 13, 2023 (the "Petition Date"), the Company and its wholly owned direct subsidiary, Scintilla Pharmaceuticals, Inc. (together with the Company, the “Debtors”), commenced voluntary proceedings under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”). The Chapter 11 proceedings are jointly administered by the Bankruptcy Court under the caption In re Sorrento Therapeutics, Inc., et al. (the “Chapter 11 Cases”). The Debtors continue to operate their business in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. Prior to commencing the Chapter 11 Cases, the Company had been engaged in arbitration before the American Arbitration Association against NantPharma, LLC (“NantPharma”) relating to breaches of the May 14, 2015 Stock Sale and Purchase Agreement entered into between the Company and NantPharma related to the development of the cancer drug Cynviloq™ (the “Cynviloq Arbitration”). In April 2019, the Company filed an action in the Los Angeles Superior Court (the “Court”) derivatively on behalf of Immunotherapy NANTibody LLC (“NANTibody”) against NantCell, Inc. (“NantCell”) and Patrick Soon-Shiong, among others, related to alleged breaches of the June 11, 2015 Limited Liability Company Agreement for NANTibody entered into between the Company and NantCell (the “Derivative Action”). The suit alleges breaches of fiduciary duties and seeks, among other things, a declaration that the Assignment Agreement entered into on July 2, 2017, between NantPharma and NANTibody is void and an equitable unwinding of the Assignment Agreement. The suit calls for the restoration of $ 90.05 million to the NANTibody capital account, thereby restoring its equity method investment in NANTibody to its invested amount as of June 30, 2017 of $ 40.0 million. The trial in the Derivative Action is scheduled to begin on July 17, 2023. Additionally, in 2020, the Company filed a legal action against Patrick Soon-Shiong in the Court, asserting claims for fraudulent inducement and common law fraud alleging that, among other things, Dr. Soon-Shiong acquired the drug Cynviloq for the purpose of halting its progression to the market. This action is pending. The Company had also been engaged in arbitration before the American Arbitration Association against NantCell and NANTibody relating to alleged breaches of the April 21, 2015 Exclusive License Agreement entered into between the Company and NantCell and the June 11, 2015 Exclusive License Agreement entered into between the Company and NANTibody (the “NantCell/NANTibody Arbitration”). On December 2, 2022, the arbitrator in the NantCell/NANTibody Arbitration issued an award granting contractual damages and pre-award interest in the amounts of $ 156,829,562 to NantCell and $ 16,681,521 to NANTibody, exclusive of post-award, prejudgment interest, which will accrue at 9 % per annum (the “Nant Award”). On December 20, 2022, the arbitrator in the Cynviloq Arbitration issued an award granting contractual damages of $ 125 million to the Company, reflecting the value of lost milestone payments for the approval of Cynviloq for the treatment of breast and lung cancers (the “Cynviloq Award”). On February 7, 2023, the Court confirmed the Nant Award and issued a 70-day stay of enforcement of the judgment beyond $ 50 million (i.e., the difference between the amount of the Nant Award and amount of the Cynviloq Award). Following such confirmation, the Company believed that NantCell and NANTibody, in an attempt to satisfy the unstayed $ 50 million portion of the Nant Award, would imminently take steps to levy its assets, which would cause significant disruption and harm to the Company’s business, including its ability to continue developing life-saving and cutting-edge drugs. To protect the Company’s business and maximize its value, on February 13, 2023, the Company commenced the Chapter 11 Cases. On March 16, 2023, the Court granted the Company’s motion to confirm the award in the Cynviloq Arbitration over NantPharma’s opposition. On April 7, 2023, the Court entered final judgment (“Final Judgment”) upon the confirmed award in the Company’s favor in the amount of $ 127,686,210 , which includes arbitration costs and accrued interest on the award since December 20, 2022. The Final Judgment is accruing interest at the rate of 10 percent per annum, from March 16, 2023. On February 28, 2023, the Office of the United States Trustee (the “U.S. Trustee”) appointed an Official Committee of Unsecured Creditors, which was reconstituted on March 28, 2023. The purpose of the Official Committee of Unsecured Creditors is to represent the interests of the Debtors’ unsecured creditors. On April 10, 2023, the U.S. Trustee appointed an Official Committee of Equity Security Holders, which was reconstituted on April 14, 2023. The purpose of the Official Committee of Equity Security Holders is to represent the interests of the Debtors’ equity security holders. As previously disclosed in the Company’s Current Report on Form 8-K filed with the SEC on April 20, 2023, on April 14, 2023, the Bankruptcy Court entered an order approving procedures for the Debtors to conduct a dual-track (i) financing process for the potential raising of debt, equity, or hybrid financing or consummation of a restructuring transaction through a chapter 11 plan of reorganization and (ii) marketing process for the sale or disposition of all or any portion of the Debtors’ assets under section 363 of the Bankruptcy Code, including (x) the Debtors’ equity interests in its non-debtor subsidiaries, including, but not limited to, Scilex Holding Company (“Scilex Holding”), and (y) the Debtors’ other assets.
Debtor-In-Possession Financing	Debtor-In-Possession Financing As previously disclosed in the Company’s Current Report on Form 8-K filed with the SEC on February 22, 2023 (the “February 22 Form 8-K”), on February 19, 2023, the Debtors executed that certain Debtor-In-Possession Term Loan Facility Summary of Terms and Conditions (the “DIP Term Sheet”) with JMB Capital Partners Lending, LLC (“JMB Capital” or the “DIP Lender”), pursuant to which JMB Capital (or its designees or its assignees) provided the Debtors with a non-amortizing super-priority senior secured term loan facility in an aggregate principal amount not to exceed $ 75,000,000 in term loan commitments (the “DIP Facility”), subject to the terms and conditions set forth in the DIP Term Sheet. As previously disclosed in the February 22 Form 8-K, at a hearing before the Bankruptcy Court on February 21, 2023, the Bankruptcy Court granted the DIP Motion and entered an interim order (the “Interim DIP Order”) approving the DIP Facility on an interim basis and providing the Debtors with the necessary liquidity to continue to operate in Chapter 11. Upon entry of the Interim DIP Order and satisfaction of all applicable conditions precedent, as set forth in the DIP Term Sheet, the Debtors were authorized to make a single, initial draw of $ 30,000,000 on the DIP Facility (the “Initial Draw”). The Debtors then negotiated definitive financing documentation, including a Senior Secured, Super-Priority Debtor-in-Possession Loan and Security Agreement (the “DIP Credit Agreement”) and other documents evidencing the DIP Facility (collectively with the DIP Credit Agreement, the “DIP Documents”). As previously disclosed in the Company’s Current Report on Form 8-K filed with the SEC on March 31, 2023, after a hearing before the Bankruptcy Court on March 29, 2023, the Bankruptcy Court entered a final order (the “Final DIP Order”) approving the DIP Facility on a final basis and providing the Debtors with access to the remaining $ 45,000,000 of the DIP Facility (subject to the terms, conditions, and covenants set forth in the DIP Documents), through additional draws of no less than $ 5,000,000 , each upon five business days’ written notice to the DIP Lender, and the Debtors and DIP Lender proceeded to enter into the DIP Documents on March 30, 2023. See Note 7 for further discussion of the key terms of the DIP Facility .
Automatic Stay	Automatic Stay Subject to certain specific exceptions under the Bankruptcy Code, the Bankruptcy Petitions automatically stayed most judicial or administrative actions against the Debtors and efforts by creditors to collect on or otherwise exercise rights or remedies with respect to pre-petition claims. Absent an order from the Bankruptcy Court, substantially all of the Debtors’ pre-petition liabilities are subject to settlement under the Bankruptcy Code.
Executory Contracts	Executory Contracts Subject to certain exceptions, under the Bankruptcy Code, the Debtors may assume, amend or reject certain executory contracts and unexpired leases subject to the approval of the Bankruptcy Court and certain other conditions. Generally, the rejection of an executory contract or unexpired lease is treated as a pre-petition breach of such executory contract or unexpired lease and, subject to certain exceptions, relieves the Debtors from performing their future obligations under such executory contract or unexpired lease but entitles the contract counterparty or lessor to a prepetition general unsecured claim for damages caused by such deemed breach. Generally, the assumption of an executory contract or unexpired lease requires the Debtors to cure existing monetary defaults under such executory contract or unexpired lease and provide adequate assurance of future performance. Accordingly, any description of an executory contract or unexpired lease with the Debtors in this document, including, where applicable, a quantification of the Company’s obligations under any such executory contract or unexpired lease of the Debtors, is qualified by any overriding rejection rights the Company has under the Bankruptcy Code. As of March 31, 2023, no executory contracts or leases were filed with the Bankruptcy Court to assume, amend or reject certain executory contracts and unexpired leases.
Claims Reconciliation	Claims Reconciliation The Debtors are in the process of reviewing, investigating, and reconciling proofs of claims filed against the Debtors with the amounts reflected in their books and records. The Debtors will continue the claims reconciliation process and object, as necessary, to asserted claims, including on the basis that they have been amended or superseded by subsequently filed proofs of claims, are without merit, have already been paid, are overstated or should be adjusted or expunged for other reasons. As a result of this process, the Debtors may identify additional liabilities that will need to be recorded or reclassified to liabilities subject to compromise. As part of its ongoing review, the Company is not aware of any claims that may require a material adjustment to the accounts and balances as reported as of March 31, 2023.
Nasdaq Delisting	Nasdaq Delisting On February 13, 2023, the Company received written notice (the “Delisting Notice”) from the staff of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, as a result of the Chapter 11 Cases and in accordance with Nasdaq Listing Rules 5101, 5110(b) and IM-5101-1, the staff of Nasdaq had determined that the Company’s common stock will be delisted from Nasdaq, effective February 23, 2023. In the Delisting Notice, the staff of Nasdaq referenced the Chapter 11 Cases and associated public concerns raised by them, concerns regarding the residual equity interest of the existing listed securities holders and concerns about the Company’s ability to sustain compliance with all requirements for continued listing on Nasdaq. In accordance with the Delisting Notice, trading of the Company’s common stock on Nasdaq was suspended at the opening of business on February 23, 2023, and at such time, the Company’s common stock commenced trading on the Pink Open Market under the symbol “SRNEQ”.
Use of Estimates	Use of Estimates To prepare consolidated financial statements in conformity with accounting principles generally accepted in the U.S., management must make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates.
Adoption of ASC 852	Adoption of ASC 852 Beginning on the Petition Date, the Company applied Financial Accounting Standards Board (“FASB”) Codification Topic 852, Reorganizations ("ASC 852") in preparing the consolidated financial statements. ASC 852 requires the financial statements, for the periods subsequent to the Petition Date and up to and including the period of emergence from Chapter 11, to distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. Accordingly, certain charges incurred during the bankruptcy proceedings, such as legal and professional fees incurred directly as a result of the bankruptcy proceeding are recorded as Reorganization items, net in the consolidated statements of operations. In addition, prepetition obligations that may be impacted by the Chapter 11 process have been classified on the Consolidated Balance Sheet as of March 31, 2023 as liabilities subject to compromise. These liabilities are reported at the amounts the Company anticipates will be allowed by the Bankruptcy Court, even if they may be settled for lesser amounts. See Note 14 and Note 15 for more information.
Convertible Debentures	Convertible Debentures The Company has elected the fair value option to account for the Scilex Holding Convertible Debentures (as defined in Note 7 ). The Company recorded the Convertible Debentures at fair value upon issuance. The Company will record changes in fair value in the consolidated statements of operations, with the exception of changes in fair value due to instrument-specific credit risk which, if present, will be recorded as a component of other comprehensive income. Interest expense related to the Convertible Debentures will be included in the changes in fair value. As a result of applying the fair value option, direct costs and fees related to the Convertible Debentures were expensed as incurred.
Customer Concentration Risk	Customer Concentration Risk Scilex Holding had three customers during the three months ended March 31, 2023, each of which individually generated 10 % or more of the Company's consolidated gross product revenue. These customers accounted for 81 % of the Company's consolidated gross product revenue for the three months ended March 31, 2023, individually ranging from 20 % to 32 %. As of March 31, 2023, these customers represented 68 % of the Company's outstanding accounts receivable, individually ranging from 16 % to 27 %. Additionally, during the three months ended March 31, 2023, Scilex Holding purchased inventory from its sole supplier, Itochu Chem ical Frontier Corporation. This exposes Scilex Holding to concentration of customer and supplier risk. Scilex Holding monitors the financial condition of its customers, limits its credit exposure by setting credit limits, and has not experienced any credit losses during the three months ended March 31, 2023.
Inventory	Inventory As of March 31, 2023, net inventory was $ 11.3 million, comprised of $ 4.3 million of finished goods and $ 7.0 million of raw materials and supplies.
Recent Accounting Pronouncement	Recent Accounting Pronouncement In October 2021, the FASB issued Accounting Standards Update (“ASU”) 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires an acquirer in a business combination to recognize and measure contract assets and contract liabilities in accordance with Accounting Standards Codification Topic 606. ASU 2021-08 is effective for fiscal years beginning after December 15, 2022 and early adoption is permitted. The adoption of the standard beginning January 1, 2023 did not have a material impact on the Company's consolidated financial statements.
Revenue Recognition	Revenue Recognition The following table shows revenue disaggregated by product and service type for the three months ended March 31, 2023 and 2022 (in thousands): Three Months Ended March 31, 2023 2022 Scilex Pharmaceuticals Inc. product sales $ 10,582 $ 6,812 Sorrento Therapeutics, Inc. product revenues 15 3,178 Net product revenues $ 10,597 $ 9,990 Concortis Biosystems Corporation $ 3,007 $ 4,634 Bioserv Corporation 671 875 Other service revenues 1,976 2,886 Service revenues $ 5,654 $ 8,395

Basis of Presentation and Sum_3

Basis of Presentation and Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Schedule of Revenue Disaggregated by Product and Service Type	The following table shows revenue disaggregated by product and service type for the three months ended March 31, 2023 and 2022 (in thousands): Three Months Ended March 31, 2023 2022 Scilex Pharmaceuticals Inc. product sales $ 10,582 $ 6,812 Sorrento Therapeutics, Inc. product revenues 15 3,178 Net product revenues $ 10,597 $ 9,990 Concortis Biosystems Corporation $ 3,007 $ 4,634 Bioserv Corporation 671 875 Other service revenues 1,976 2,886 Service revenues $ 5,654 $ 8,395

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2023
Fair Value Disclosures [Abstract]
Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis	The following tables present the Company’s financial assets and liabilities that are measured at fair value on a recurring basis (in thousands): Fair Value Measurements at March 31, 2023 Balance Quoted Prices Significant Significant Assets: Marketable investments $ 12,662 $ 12,662 $ — $ — Total assets $ 12,662 $ 12,662 $ — $ — Liabilities: Derivative liabilities - non-current $ 1,580 $ — $ — $ 1,580 Current portion of contingent consideration 397 — — 397 Contingent consideration - non-current 52,749 — — 52,749 Total liabilities $ 54,726 $ — $ — $ 54,726 Fair Value Measurements at December 31, 2022 Balance Quoted Prices Significant Significant Assets: Marketable investments $ 26,344 $ 26,344 $ — $ — Total assets $ 26,344 $ 26,344 $ — $ — Liabilities: Derivative liabilities - non-current $ 300 $ — $ — $ 300 Current portion of contingent consideration 397 — — 397 Contingent consideration - non-current 48,949 — — 48,949 Total liabilities $ 49,646 $ — $ — $ 49,646
Liabilities Measured at Fair Value Using Significant Unobservable Inputs (Level 3)	Changes in estimated fair value of contingent consideration liabilities since December 31, 2022 are as follows: (in thousands) Fair Value Beginning Balance at December 31, 2022 $ 49,346 Change in fair value measurement 3,800 Ending Balance at March 31, 2023 $ 53,146 The following table includes a summary of the derivative liabilities measured at fair value using significant unobservable inputs (Level 3) during the three months ended March 31, 2023: (in thousands) Fair Value Beginning Balance at December 31, 2022 $ 300 Change in fair value measurement 1,280 Ending Balance at March 31, 2023 $ 1,580

Goodwill and Intangible Assets

Goodwill and Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Summary of Company's Identifiable Intangible Assets	A summary of the Company’s identifiable intangible assets as of March 31, 2023 and December 31, 2022 is as follows (in thousands, except for years): March 31, 2023 December 31, 2022 March 31, 2023 Weighted Gross Accumulated Intangibles, Gross Accumulated Intangibles, Customer relationships 2 $ 1,585 $ 1,487 $ 98 $ 1,585 $ 1,479 $ 106 Acquired technology 19 3,410 1,632 1,778 3,410 1,588 1,822 Acquired in-process research and development — 82,340 — 82,340 94,240 — 94,240 Technology placed in service 15 21,940 6,582 15,358 21,940 6,216 15,724 Patent rights 15 32,720 14,008 18,712 32,720 13,463 19,257 Assembled workforce 5 605 494 111 605 465 140 Internally developed software 2 520 477 43 520 434 86 Acquired licenses 15 5,711 276 5,435 5,711 184 5,527 Total intangible assets $ 148,831 $ 24,956 $ 123,875 $ 160,731 $ 23,829 $ 136,902
Schedule of Estimated Future Amortization Expense Related to Intangible Assets	Estimated future amortization expense related to intangible assets, excluding indefinite-lived intangible assets, at March 31, 2023 is as follows (in thousands): Years Ending December 31, Amount 2023 (Remaining nine months) $ 3,288 2024 4,239 2025 4,214 2026 4,214 2027 4,187 Thereafter 21,393 Total expected future amortization $ 41,535

Debt (Tables)

Debt (Tables)	3 Months Ended
	Mar. 31, 2023
Debt Instrument [Line Items]
Schedule of Future Repayments under the Contract	The following table provides a schedule of future repayments under the Contract (in thousands): 2023 (Remaining nine months) $ — 2024 990 2025 3,276 2026 5,663 2027 10,628 2028 6,318 Total $ 26,875
ACEA Therapeutics, Inc
Debt Instrument [Line Items]
Schedule of Long-Term Debt and Unamortized Discount Balances	Borrowings under significant debt arrangements assumed in connection with the Company’s acquisition of ACEA consisted of the following (in thousands): March 31, December 31, Principal $ 26,875 $ 26,718 Unamortized debt discount ( 7,555 ) ( 7,878 ) Carrying value $ 19,320 $ 18,840 Estimated fair value $ 15,600 $ 15,000

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]
Summary of Stock Option Activity	A summary of stock option activity under the 2019 Plan for the three months ended March 31, 2023 is as follows: Options Weighted- Aggregate Outstanding at December 31, 2022 20,861,760 $ 6.05 $ — Options Granted — — Options Canceled ( 653,505 ) 6.45 Options Exercised — — Outstanding at March 31, 2023 20,208,255 $ 6.04 $ — Vested and Expected to Vest at March 31, 2023 20,208,255 $ 6.04 $ —
Summary of Restricted Stock Unit ("RSU") Activity	A summary of RSU activity under the 2019 Plan for the three months ended March 31, 2023 is as follows: Number of Shares Weighted- Outstanding at December 31, 2022 8,284,498 $ 3.73 RSUs Granted — — RSUs Released — — RSUs Canceled ( 83,900 ) 4.44 Outstanding at March 31, 2023 8,200,598 $ 3.72

Commitments and Contingencies (

Commitments and Contingencies (Tables)	3 Months Ended
	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Supplemental Quantitative Information Related to Leases	Supplemental quantitative information related to leases includes the following ($ in thousands): Three Months Ended March 31, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 4,227 $ 2,894 ROU assets obtained in exchange for new and amended operating lease liabilities $ — $ 632 Weighted average remaining lease term in years 13.6 14.8 Weighted average discount rate 12.8 % 12.8 %
Schedule of Operating Lease Liability Maturities	Maturities of lease liabilities were as follows (in thousands): Years ending December 31, Operating 2023 (Remaining nine months) $ 11,680 2024 15,433 2025 14,413 2026 14,104 2027 14,315 2028 14,678 Thereafter 140,754 Total lease payments 225,377 Less imputed interest ( 126,865 ) Total lease liabilities as of March 31, 2023 $ 98,512

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	3 Months Ended
	Mar. 31, 2023
Earnings Per Share [Abstract]
Schedule of Reconciliation of Basic and Diluted Loss Per Share	The following table sets forth the reconciliation of basic and diluted loss per share for the three months ended March 31, 2023 and 2022 (in thousands, except per share amounts): Three Months Ended March 31, 2023 2022 Numerator Net loss attributable to the Company $ ( 139,616 ) $ ( 40,815 ) Net loss used for diluted earnings per share $ ( 139,616 ) $ ( 40,815 ) Denominator for basic loss per share 543,137 337,123 Potentially dilutive shares from stock options, RSUs and warrants — — Denominator for diluted loss per share 543,137 337,123 Basic loss per share $ ( 0.26 ) $ ( 0.12 ) Diluted loss per share $ ( 0.26 ) $ ( 0.12 )
Components of Outstanding Securities	Shares of common stock issuable pursuant to stock options and warrants that would have been excluded because the effect would have been anti-dilutive consisted of the following (in thousands): Three Months Ended March 31, 2023 2022 Anti-dilutive shares for outstanding options and RSUs 28,739 23,648

Segment Information (Tables)

Segment Information (Tables)	3 Months Ended
	Mar. 31, 2023
Segment Reporting [Abstract]
Summary of Information by Reportable Segments	The following table presents information about the Company’s reportable segments for the three months ended March 31, 2023 and 2022 (in thousands): Three Months Ended March 31, 2023 2022 Sorrento Scilex Total Sorrento Scilex Total External revenues $ 5,669 $ 10,582 $ 16,251 $ 11,573 $ 6,812 $ 18,385 Operating expenses 87,937 34,658 122,595 109,651 15,617 125,268 Operating loss ( 82,268 ) ( 24,076 ) ( 106,344 ) ( 98,078 ) ( 8,805 ) ( 106,883 ) Unrestricted cash 32,535 5,120 37,655 78,189 33,717 111,906

Liabilities Subject to Compro_2

Liabilities Subject to Compromise (Tables)	3 Months Ended
	Mar. 31, 2023
Liabilities Subject to Compromise [Abstract]
Schedule of liability subject to compromise	Liabilities subject to compromise at March 31, 2023 consisted of the following (in thousands): March 31, 2023 Accounts payable $ 52,795 Accrued expenses and other current liabilities 11,289 Accrued legal settlements 176,549 Deferred revenue 7,079 Contingent consideration and acquisition consideration 61,498 Total liabilities subject to compromise $ 309,210

Reorganization Items (Tables)

Reorganization Items (Tables)	3 Months Ended
	Mar. 31, 2023
Reorganizations [Abstract]
Schedule of reorganization items incurred as a result of the chapter 11	Reorganization items incurred as a result of the Chapter 11 Cases are presented separately in the accompanying statements of operations for the three months ended March 31, 2023 and 2022 were as follows (in thousands): Three Months Ended March 31, 2023 2022 DIP facility financing costs $ 2,762 $ — DIP facility exit fees 5,250 — Professional fees 12,219 — Total $ 20,231 $ —

Condensed Combined Debtor-In-_2

Condensed Combined Debtor-In-Possession Financial Information (Tables)	3 Months Ended
	Mar. 31, 2023
Reorganization, Chapter 11, Debtor-in-Possession
Reorganization, Chapter 11 [Line Items]
Schedule of Condensed Combined Financial Statements of Debtors	The financial statements below represent the condensed combined financial statements of the Debtors as of March 31, 2023 and December 31, 2022 and for the three months ended March 31, 2023 and 2022. CONDENSED COMBINED DEBTOR-IN-POSSESSION BALANCE SHEET (Amounts in thousands) (Unaudited) ASSETS March 31, 2023 December 31, 2022 Current assets: Cash and cash equivalents $ 25,109 $ 9,562 Marketable investments 12,666 26,348 Accounts receivables, net 23,125 23,136 Prepaid expenses 4,184 3,554 Other current assets 1,944 1,429 Total current assets 67,028 64,029 Property and equipment, net 31,935 30,623 Operating lease right-of-use assets 73,656 74,249 Related party receivable 137,029 138,567 Intangibles, net 69,850 69,947 Goodwill 62,598 62,598 Equity investments 12,008 17,176 Investments in subsidiaries 293,781 301,715 Other assets, net 7,176 2,288 Total assets $ 755,061 $ 761,192 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ 2,628 $ 38,918 Accrued payroll and related benefits 2,041 4,011 Accrued expenses and liabilities 21,553 20,114 Accrued legal settlements — 174,752 Current portion of deferred revenue — 1,114 Current portion of operating lease liabilities 11,601 11,506 Acquisition consideration — 7,537 Income tax payable 11,771 2 Current portion of debt 30,000 5,585 Total current liabilities 79,594 263,539 Deferred tax liabilities, net 238 591 Deferred revenue — 6,085 Related party payable — 98,632 Operating lease liabilities 74,314 74,538 Contingent consideration — 48,400 Other long-term liabilities — 1,761 Total liabilities not subject to compromise $ 154,146 $ 493,546 Liabilities subject to compromise 408,402 0 Total liabilities 562,548 493,546 Total stockholders' equity 192,513 267,646 Total liabilities and stockholders’ equity $ 755,061 $ 761,192 The balance of current portion of debt as of March 31, 2023 amounting to $ 30.0 million represents the outstanding balance of the DIP Facility (see Note 7 ). The related party receivables relates to Sorrento Therapeutics, Inc.'s intercompany receivables from non-debtor subsidiaries resulting from financing activities. Liabilities subject to comprise include Sorrento Therapeutics, Inc.'s intercompany payables to non-debtor subsidiaries amounting to $ 83.8 million and $ 83.4 million as of March 31, 2023 and December 31, 2022, respectively. Liabilities subject to compromise also include Scintilla Pharmaceuticals, Inc.'s intercompany payables to Sorrento Therapeutics, Inc. amounting to $ 15.3 million and $ 15.2 million as of March 31, 2023 and December 31, 2022, respectively. CONDENSED COMBINED DEBTOR-IN-POSSESSION STATEMENTS OF OPERATIONS (Amounts in thousands) (Unaudited) Three Months Ended March 31, 2023 2022 Revenues: Net product revenues $ — $ 2,711 Service revenues 128 120 Related party revenues — 12,006 Total revenues 128 14,837 Operating costs and expenses: Cost of products sold — 7,966 Research and development 32,710 54,295 Acquired in-process research and development — 521 Selling, general and administrative 24,874 32,808 Intangible amortization 94 94 Increase (decrease) on contingent consideration 3,800 ( 2,100 ) Legal settlements, net 1,797 — Total operating costs and expenses 63,275 93,584 Loss from operations ( 63,147 ) — ( 78,747 ) (Gain) loss on marketable and equity investments ( 13,683 ) 68,534 Loss on debt extinguishment, net ( 40 ) ( 463 ) (Gain) loss on foreign currency exchange ( 1 ) 3 Gain on derivative assets 3,973 — Interest (expense) income, net ( 370 ) 562 Other income 1,410 7 Reorganization items, net ( 20,231 ) — Loss before income tax ( 92,089 ) ( 10,104 ) Income tax expense 11,416 1,086 Loss on equity method investments 368 131 Net loss $ ( 103,873 ) $ ( 11,321 ) CONDENSED COMBINED DEBTOR-IN-POSSESSION STATEMENTS OF CASH FLOWS (Amounts in thousands) (Unaudited) Three Months Ended March 31, Operating activities 2023 2022 Net cash used for operating activities $ ( 35,623 ) $ ( 68,808 ) Investing activities Net cash used for investing activities 1,123 ( 68,520 ) Financing activities Proceeds from DIP loan 27,375 — — DIP loan issuance costs ( 100 ) — Proceeds from debt, net of issuance costs — 43,175 Proceeds from settlement of bridge loan 899 — Payments on intercompany payable 567 ( 16,313 ) Proceeds from equity offerings, net of issuance costs 21,306 164,564 Repayments of debt and other obligations — ( 9,580 ) Net cash provided by financing activities 50,047 181,846 Net change in cash, cash equivalents and restricted cash 15,547 44,518 Net effect of exchange rate changes on cash — — Cash, cash equivalents and restricted cash at beginning of period 9,562 20,566 Cash, cash equivalents and restricted cash at end of period $ 25,109 $ 65,084 The supplement cash flow information was not repeated for the debtor only financial statements as the amounts are consistent with those disclosed in the consolidated financial statements.

Basis of Presentation and Sum_4

Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Revenue Disaggregated by Product and Service Type (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Disaggregation Of Revenue [Line Items]
Revenues	$ 16,251	$ 18,385
Scilex Pharmaceuticals Inc. Product Sales
Disaggregation Of Revenue [Line Items]
Revenues	10,582	6,812
Sorrento Therapeutics, Inc. product revenues
Disaggregation Of Revenue [Line Items]
Revenues	15	3,178
Net Product Revenues
Disaggregation Of Revenue [Line Items]
Revenues	10,597	9,990
Concortis Biosystems Corporation
Disaggregation Of Revenue [Line Items]
Revenues	3,007	4,634
Bioserv Corporation
Disaggregation Of Revenue [Line Items]
Revenues	671	875
Other Service Revenues
Disaggregation Of Revenue [Line Items]
Revenues	1,976	2,886
Service Revenues
Disaggregation Of Revenue [Line Items]
Revenues	$ 5,654	$ 8,395

Basis of Presentation and Sum_5

Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details)					1 Months Ended	3 Months Ended
	Apr. 07, 2023 USD ($)	Feb. 07, 2023 USD ($)	Dec. 20, 2022 USD ($)	Dec. 02, 2022 USD ($)	Apr. 30, 2019 USD ($)	Mar. 31, 2023 USD ($) Customer	Feb. 22, 2023 USD ($)	Dec. 31, 2022 USD ($)	Jun. 30, 2017 USD ($)
Significant Accounting Policies [Line Items]
DIP Facility						$ 75,000,000	$ 75,000,000
Initial Draw							$ 30,000,000
Access to remaining DIP facility						45,000,000
Inventory, Net						11,308,000		$ 9,976,000
Finished goods						4,300,000
Raw materials and supplies						7,000,000
Maximum
Significant Accounting Policies [Line Items]
Additional draws						$ 5,000,000
Revenue benchmark | Customer concentration risk
Significant Accounting Policies [Line Items]
Number of customers | Customer						3
Revenue benchmark | Customer concentration risk | Three Customers
Significant Accounting Policies [Line Items]
Concentration risk percentage						81%
Revenue benchmark | Customer concentration risk | Each Individually Customer
Significant Accounting Policies [Line Items]
Concentration risk percentage						10%
Revenue benchmark | Customer concentration risk | Maximum
Significant Accounting Policies [Line Items]
Concentration risk percentage						32%
Revenue benchmark | Customer concentration risk | Minimum
Significant Accounting Policies [Line Items]
Concentration risk percentage						20%
Accounts receivable | Customer concentration risk | Three Customers
Significant Accounting Policies [Line Items]
Concentration risk percentage						68%
Accounts receivable | Customer concentration risk | Maximum
Significant Accounting Policies [Line Items]
Concentration risk percentage						27%
Accounts receivable | Customer concentration risk | Minimum
Significant Accounting Policies [Line Items]
Concentration risk percentage						16%
Immunotherapy NANTibody, LLC
Significant Accounting Policies [Line Items]
Restoration cost to capital account					$ 90,050,000
Equity method investment, invested amount									$ 40,000,000
NantCell, Inc. | Immunotherapy NANTibody, LLC | Minimum
Significant Accounting Policies [Line Items]
Award granting damages, pre-award interest and artbitration costs		$ 50,000,000
NantCell/NANTibody Arbitration
Significant Accounting Policies [Line Items]
Percentage of annual prejudgement or accruing interest of award				9%
NantCell/NANTibody Arbitration | Immunotherapy NANTibody, LLC
Significant Accounting Policies [Line Items]
Award granting damages, pre-award interest and artbitration costs				$ 16,681,521
NantCell/NANTibody Arbitration | NantCell, Inc.
Significant Accounting Policies [Line Items]
Award granting damages, pre-award interest and artbitration costs				$ 156,829,562
Cynviloq Arbitration
Significant Accounting Policies [Line Items]
Award granting damages, pre-award interest and artbitration costs			$ 125,000,000
Cynviloq Arbitration | Subsequent Event
Significant Accounting Policies [Line Items]
Award granting damages, pre-award interest and artbitration costs	$ 127,686,210
Percentage of annual prejudgement or accruing interest of award	10%

Liquidity and Going Concern - A

Liquidity and Going Concern - Additional Information (Details) - USD ($)	Mar. 31, 2023	Feb. 22, 2023	Dec. 31, 2022
Liquidity and Going Concern [Line Items]
Bankruptcy Court approval financing amount	$ 75,000,000	$ 75,000,000
SVB
Liquidity and Going Concern [Line Items]
Cash deposited			$ 2,800,000

Fair Value Measurements - Sched

Fair Value Measurements - Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Assets:
Total assets	$ 12,662	$ 26,344
Liabilities:
Total liabilities	54,726	49,646
Derivative liabilities - non-current
Liabilities:
Total liabilities	1,580	300
Current portion of contingent consideration
Liabilities:
Total liabilities	397	397
Contingent Consideration Noncurrent
Liabilities:
Total liabilities	52,749	48,949
Quoted Prices in Active Markets (Level 1)
Assets:
Total assets	12,662	26,344
Liabilities:
Total liabilities	0	0
Quoted Prices in Active Markets (Level 1) | Derivative liabilities - non-current
Liabilities:
Total liabilities	0	0
Quoted Prices in Active Markets (Level 1) | Current portion of contingent consideration
Liabilities:
Total liabilities	0	0
Quoted Prices in Active Markets (Level 1) | Contingent Consideration Noncurrent
Liabilities:
Total liabilities	0	0
Significant Other Observable Inputs (Level 2)
Assets:
Total assets	0	0
Liabilities:
Total liabilities	0	0
Significant Other Observable Inputs (Level 2) | Derivative liabilities - non-current
Liabilities:
Total liabilities	0	0
Significant Other Observable Inputs (Level 2) | Current portion of contingent consideration
Liabilities:
Total liabilities	0	0
Significant Other Observable Inputs (Level 2) | Contingent Consideration Noncurrent
Liabilities:
Total liabilities	0	0
Significant Unobservable Inputs (Level 3)
Assets:
Total assets	0	0
Liabilities:
Total liabilities	54,726	49,646
Significant Unobservable Inputs (Level 3) | Derivative liabilities - non-current
Liabilities:
Total liabilities	1,580	300
Significant Unobservable Inputs (Level 3) | Current portion of contingent consideration
Liabilities:
Total liabilities	397	397
Significant Unobservable Inputs (Level 3) | Contingent Consideration Noncurrent
Liabilities:
Total liabilities	52,749	48,949
Marketable investments
Assets:
Total assets	12,662	26,344
Marketable investments | Quoted Prices in Active Markets (Level 1)
Assets:
Total assets	12,662	26,344
Marketable investments | Significant Other Observable Inputs (Level 2)
Assets:
Total assets	0	0
Marketable investments | Significant Unobservable Inputs (Level 3)
Assets:
Total assets	$ 0	$ 0

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($) shares	Mar. 31, 2022 USD ($)	Dec. 31, 2022 USD ($) shares
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Common stock, shares outstanding (in shares) | shares	551,281,154		522,817,137
Contingent consideration	$ 550		$ 48,949
Gain (loss) on derivative liability	(1,280)	$ 7,500
Private Placement Warrants
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Gain (loss) on derivative liability	$ (1,300)
Class A Common Stock | Celularity
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Common stock, shares outstanding (in shares) | shares	20,422,124
Effective Debt Yield
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Derivative liability, measurement input	0.163
Risk Adjusted Net Sales Forecast
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Derivative liability, measurement input	0.065
ACEA Therapeutics, Inc
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Contingent consideration	$ 52,200
Gain (Loss) on re-measurement of fair value	$ (3,800)
Fair Value, Asset (Liability), Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Contingent consideration
ACEA Therapeutics, Inc | Effective Debt Yield
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Derivative liability, measurement input	0.213

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Derivative Liabilities Measured at Fair Value Using Significant Unobservable Inputs (Level 3) (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Derivative Liabilities
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 300
Change in fair value measurement	1,280
Ending balance	1,580
ACEA Therapeutics, Inc
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	49,346
Change in fair value measurement	3,800
Ending balance	$ 53,146

Investment - Celularity - Addit

Investment - Celularity - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Schedule of Equity Method Investments [Line Items]
Common stock, shares outstanding (in shares)	551,281,154		522,817,137
Celularity
Schedule of Equity Method Investments [Line Items]
Unrealized gains (losses) on marketable investments	$ (13.7)	$ 66.7
Class A Common Stock | Celularity
Schedule of Equity Method Investments [Line Items]
Common stock, shares outstanding (in shares)	20,422,124

Investments - Additional Inform

Investments - Additional Information (Details) - Aardvark - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2021	Mar. 31, 2023	Dec. 31, 2022
Schedule of Equity Method Investments [Line Items]
Equity investment		$ 10	$ 10
Series B Preferred Stock
Schedule of Equity Method Investments [Line Items]
Payments to acquire equity investment	$ 10
Shares purchased under equity investment	7,777,864

Investments - NANTibody - Addit

Investments - NANTibody - Additional Information (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Dec. 31, 2022	Mar. 31, 2022
Schedule Of Equity Method Investments [Line Items]
Net loss	$ (154,626,000)		$ (40,540,000)
Current assets of equity method investment	100,760,000	$ 96,373,000
Current liabilities of equity method investment	165,632,000	327,922,000
NANTibody
Schedule Of Equity Method Investments [Line Items]
Net loss		1,500,000
Current assets of equity method investment		2,400,000
Current liabilities of equity method investment		11,600,000
Noncurrent assets of equity method investment		100,000
Noncurrent liabilities of equity method investment		0
NANTibody
Schedule Of Equity Method Investments [Line Items]
Equity investments	$ 0	$ 0

Investments - NantStem - Additi

Investments - NantStem - Additional Information (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Dec. 31, 2022	Mar. 31, 2022
Schedule Of Equity Method Investments [Line Items]
Net loss	$ (154,626,000)		$ (40,540,000)
Current assets of equity method investment	100,760,000	$ 96,373,000
Current liabilities of equity method investment	165,632,000	327,922,000
NantStem
Schedule Of Equity Method Investments [Line Items]
Net loss		2,800,000
Current assets of equity method investment		86,400,000
Current liabilities of equity method investment		0
Noncurrent assets of equity method investment		100,000
Noncurrent liabilities of equity method investment		0
NantStem
Schedule Of Equity Method Investments [Line Items]
Equity method investments	$ 0	$ 0

Goodwill and Intangible Asset_2

Goodwill and Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Goodwill And Intangible Assets [Line Items]
Goodwill	$ 80,269		$ 80,269
Loss on impairment of intangible assets	11,900
Indefinite-lived intangible assets	82,300
Intangible amortization	1,127	$ 1,034
In-process Research and Development
Goodwill And Intangible Assets [Line Items]
Loss on impairment of intangible assets	11,900
Sorrento Therapeutics
Goodwill And Intangible Assets [Line Items]
Goodwill	73,600
Scilex Pharmaceuticals, Inc
Goodwill And Intangible Assets [Line Items]
Goodwill	$ 6,700

Goodwill and Intangible Asset_3

Goodwill and Intangible Assets - Summary of Company's Identifiable Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 148,831	$ 160,731
Accumulated Amortization	24,956	23,829
Intangibles, Net	$ 123,875	$ 136,902
Customer relationships
Finite Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (Years)	2 years	2 years
Gross Carrying Amount	$ 1,585	$ 1,585
Accumulated Amortization	1,487	1,479
Intangibles, Net	$ 98	$ 106
Acquired technology
Finite Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (Years)	19 years	19 years
Gross Carrying Amount	$ 3,410	$ 3,410
Accumulated Amortization	1,632	1,588
Intangibles, Net	1,778	1,822
Acquired in-process research and development
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	82,340	94,240
Intangibles, Net	$ 82,340	$ 94,240
Technology placed in service
Finite Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (Years)	15 years	15 years
Gross Carrying Amount	$ 21,940	$ 21,940
Accumulated Amortization	6,582	6,216
Intangibles, Net	$ 15,358	$ 15,724
Patent rights
Finite Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (Years)	15 years	15 years
Gross Carrying Amount	$ 32,720	$ 32,720
Accumulated Amortization	14,008	13,463
Intangibles, Net	$ 18,712	$ 19,257
Assembled workforce
Finite Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (Years)	5 years	5 years
Gross Carrying Amount	$ 605	$ 605
Accumulated Amortization	494	465
Intangibles, Net	$ 111	$ 140
Internally developed software
Finite Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (Years)	2 years	2 years
Gross Carrying Amount	$ 520	$ 520
Accumulated Amortization	477	434
Intangibles, Net	$ 43	$ 86
Acquired licenses
Finite Lived Intangible Assets [Line Items]
Weighted Average Amortization Period (Years)	15 years	15 years
Gross Carrying Amount	$ 5,711	$ 5,711
Accumulated Amortization	276	184
Intangibles, Net	$ 5,435	$ 5,527

Goodwill and Intangible Asset_4

Goodwill and Intangible Assets - Schedule of Estimated Future Amortization Expense Related to Intangible Assets (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2023 (Remaining nine months)	$ 3,288
2024	4,239
2025	4,214
2026	4,214
2027	4,187
Thereafter	21,393
Total expected future amortization	$ 41,535

Significant Agreements and Co_2

Significant Agreements and Contracts - Zhengzhou Fortune Bioscience Co., Ltd. - Additional Information (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended
	Feb. 28, 2023	Mar. 31, 2023	Mar. 31, 2022
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Loss on equity investments		$ 368	$ 131
Amendment to Zhengzhou Fortune Bioscience Co., Ltd. | Repurchase Agreement [Member]
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Business acquisition, percentage of voting interests acquired	49%
Business acquisition consideration paid in cash	$ 1,800
Fair value of non-controlling interest	4,800
Accounts payable	$ 3,000
Loss on equity investments		400
Equity investments		$ 0

Debt - Additional Information (

Debt - Additional Information (Details)						1 Months Ended	3 Months Ended
	May 08, 2023 USD ($)	Mar. 29, 2023 USD ($)	Mar. 21, 2023 USD ($) Tranche $ / shares	Feb. 21, 2023 USD ($)	Sep. 07, 2018 USD ($)	May 15, 2023 USD ($)	Mar. 31, 2023 USD ($)	Mar. 31, 2022 USD ($)
Debt Instrument [Line Items]
Loss on debt extinguishment, net							$ 40,000	$ 5,262,000
Interest expense							$ 400,000
Interest rate per annum							14%
Reorganization, Chapter 11, Debtor-in-Possession
Debt Instrument [Line Items]
Loss on debt extinguishment, net							$ 40,000	463,000
Debtor In Possession Term Loan Facility
Debt Instrument [Line Items]
Face value of loan							30,000,000
Debt instrument maturity date				Jul. 31, 2023
Remaining borrowing		$ 45,000,000
Initial draw on facility amount				$ 30,000,000
Minimum draws amount		$ 5,000,000
Interest rate per annum				14%
Debt instrument additional interest rate per annum				3%
Commitment fee percentage				2.50%
Funding fee percentage				2.50%
Exit fee percentage				7%
Commitment and funding fee							2,600,000
Exit fee							$ 5,300,000
Debtor In Possession Term Loan Facility | Subsequent Event
Debt Instrument [Line Items]
Initial draw on facility amount	$ 20,000,000					$ 20,000,000
Senior Notes | Scilex Pharmaceuticals, Inc | Senior Secured Notes, Due 2026
Debt Instrument [Line Items]
Face value of loan					$ 224,000,000
Proceeds from issuance of senior long-term debt					$ 140,000,000
Loss on debt extinguishment, net								4,800,000
Principal payments								21,600,000
Amount of debt discount and debt issuance included in interest expense								$ 1,900,000
Securities Purchase Agreement | Scilex Holding Company
Debt Instrument [Line Items]
Face value of loan			$ 25,000,000
Debt instrument maturity date			Dec. 21, 2023
Interest rate			7%
conversion price | $ / shares			$ 8
Number of tranches | Tranche			3
Purchase price, percentage of principal amount			96%
Option to repay debt, as percentage on debt principal amount			5%
Redemption premium percentage			10%
Securities Purchase Agreement | Scilex Holding Company | Tranche one
Debt Instrument [Line Items]
Principal payments			$ 10,000,000
Securities Purchase Agreement | Scilex Holding Company | Tranche two
Debt Instrument [Line Items]
Principal payments			7,500,000
Securities Purchase Agreement | Scilex Holding Company | Tranche three
Debt Instrument [Line Items]
Principal payments			$ 7,500,000

Debt - Schedule of Borrowings u

Debt - Schedule of Borrowings under ACEA Significant Debt Arrangements (Details) - ACEA Therapeutics, Inc - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Principal	$ 26,875	$ 26,718
Unamortized debt discount	(7,555)	(7,878)
Carrying value	19,320	18,840
Estimated fair value	$ 15,600	$ 15,000

Debt - Schedule of Future Repay

Debt - Schedule of Future Repayments under the Contract (Details) - ACEA Therapeutics, Inc $ in Thousands	Mar. 31, 2023 USD ($)
Debt Instrument [Line Items]
2023 (Remaining nine months)	$ 0
2024	990
2025	3,276
2026	5,663
2027	10,628
2028	6,318
Total	$ 26,875

Stockholders' Equity - Addition

Stockholders' Equity - Additional Information (Details) - Scilex Holding Company - $ / shares	Jan. 19, 2023	Dec. 30, 2022	Mar. 31, 2023
Class Of Stock [Line Items]
Common stock dividend, shares		76,000,000
Record date		Jan. 09, 2023
Fractional shares issued	0
Closing price of common stock	$ 5.87
Payment of dividend, ownership interest percentage			42.50%
Equity Method Investment, Ownership Percentage			52.06%

Stock-Based Compensation - 2019

Stock-Based Compensation - 2019 Stock Incentive Plan - Additional Information (Details) - 2019 Plan - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	$ 6.5	$ 6.9
Unrecognized compensation expense related to unvested stock option grants	$ 30.5
Weighted average remaining vesting period	2 years
Restricted Stock Unit (RSU)
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized compensation expense related to unvested stock option grants	$ 23.5
Weighted average remaining vesting period	3 years 1 month 6 days

Stock-Based Compensation - Summ

Stock-Based Compensation - Summary of Stock Option Activity (Details)	3 Months Ended
	Mar. 31, 2023 $ / shares shares
Options Outstanding
Options Outstanding beginning balance (in shares) | shares	20,861,760
Options Cancelled (in shares) | shares	(653,505)
Options Outstanding ending balance (in shares) | shares	20,208,255
Options Outstanding, Vested and Expected to Vest | shares	20,208,255
Weighted-Average Exercise Price
Weighted Average Exercise Price, beginning balance (USD per share) | $ / shares	$ 6.05
Weighted Average Exercise Price, Options Cancelled (USD per share) | $ / shares	6.45
Weighted Average Exercise Price, ending balance (USD per share) | $ / shares	6.04
Weighted Average Exercise Price, Vested and Expected to Vest (USD per share) | $ / shares	$ 6.04

Stock-Based Compensation - Su_2

Stock-Based Compensation - Summary of Restricted Stock Unit ("RSU") Activity (Details)	3 Months Ended
	Mar. 31, 2023 $ / shares shares
Share-Based Payment Arrangement [Abstract]
Number of Shares, Outstanding beginning balance | shares	8,284,498
Number of Shares, RSUs Cancelled | shares	(83,900)
Number of Shares, Outstanding ending balance | shares	8,200,598
Weighted-Average Grant Date Fair Value Per Share, Outstanding beginning balance | $ / shares	$ 3.73
Weighted-Average Grant Date Fair Value Per Share, RSUs Cancelled | $ / shares	4.44
Weighted-Average Grant Date Fair Value Per Share, Outstanding ending balance | $ / shares	$ 3.72

Stock-Based Compensation - Scil

Stock-Based Compensation - Scilex Holding Company - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
2019 Stock Option Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized compensation expense related to unvested stock option grants	$ 53
Weighted average vesting period	3 years 7 months 6 days
Scilex Holding Company
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	$ 3.7	$ 1.4

Stock-Based Compensation - Empl

Stock-Based Compensation - Employee Stock Purchase Plan - Additional Information (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
2020 Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total stock-based compensation recorded as operating expense	$ 0	$ 300,000

Stock-Based Compensation - CEO

Stock-Based Compensation - CEO Performance Award - Additional Information (Details) - Chief Executive Officer - CEO Performance Award $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($)
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Award period	10 years
Stock-based compensation expense	$ 8.2
Unrecognized compensation expense related to unvested stock option grants	$ 37.9

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Details) - USD ($)	Apr. 07, 2023	Feb. 07, 2023	Dec. 20, 2022	Dec. 02, 2022	Apr. 03, 2019	Mar. 31, 2023	Dec. 31, 2022
Other Commitments [Line Items]
Antibody award judgment exceeds offset		$ 50,000,000
Arbitrator
Other Commitments [Line Items]
Exclusive of post-award prejudgment interest percentage				9%
NANTibody
Other Commitments [Line Items]
Damages sought					$ 90,050,000
Damages sought to restore equity method investment					$ 40,000,000
NANTibody | Arbitrator
Other Commitments [Line Items]
Damages sought				$ 16,681,521
Equity interest						40%
Nant Pharma | Arbitrator
Other Commitments [Line Items]
Damages sought			$ 125,000,000
Nant Pharma | Arbitrator | Subsequent Event
Other Commitments [Line Items]
Amount awarded in favour of company	$ 127,686,209.93
Percentage of interest accruing	10%
Nant Cell Inc | Arbitrator
Other Commitments [Line Items]
Contractual damages and pre-award interest				$ 156,829,562
Accrued legal settlement amount						$ 176,600,000	$ 174,800,000

Commitments and Contingencies_2

Commitments and Contingencies - Supplemental Quantitative Information Related to Leases (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Operating cash outflows from operating leases	$ 4,227	$ 2,894
ROU assets obtained in exchange for new and amended operating lease liabilities		$ 632
Weighted average remaining lease term in years	13 years 7 months 6 days	14 years 9 months 18 days
Weighted average discount rate	12.80%	12.80%

Commitments and Contingencies_3

Commitments and Contingencies - Schedule of Operating Lease Liability Maturities (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Commitments and Contingencies Disclosure [Abstract]
2023 (Remaining nine months)	$ 11,680
2024	15,433
2025	14,413
2026	14,104
2027	14,678
2028	14,315
Thereafter	140,754
Total lease payments	225,377
Less imputed interest	(126,865)
Total lease liabilities as of March 31, 2023	$ 98,512

Income Taxes - Additional Infor

Income Taxes - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Income Tax Disclosure [Abstract]
Income tax expense	$ 11,468	$ 1,463
Effective income tax rate	8%	3.70%
Expected statutory federal tax rate	21%

Net Loss Per Share - Reconcilia

Net Loss Per Share - Reconciliation of Basic and Diluted Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Numerator
Net loss attributable to the Company	$ (139,616)	$ (40,815)
Net loss used for diluted earnings per share	$ (139,616)	$ (40,815)
Denominator for basic loss per share	543,137	337,123
Denominator for diluted loss per share	543,137	337,123
Basic loss per share	$ (0.26)	$ (0.12)
Diluted loss per share	$ (0.26)	$ (0.12)

Net Loss Per Share - Components

Net Loss Per Share - Components of Outstanding Securities (Details) - shares shares in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Earnings Per Share [Abstract]
Anti-dilutive shares for outstanding options and RSUs	28,739	23,648

Segment Information - Additiona

Segment Information - Additional Information (Details)	3 Months Ended
	Mar. 31, 2023 Segment
Segment Reporting [Abstract]
Number of operating segments	2
Number of reportable segments	2

Segment Information - Summary o

Segment Information - Summary of Information by Reportable Segments (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Segment Reporting Information [Line Items]
External revenues	$ 16,251	$ 18,385
Operating expenses	122,595	125,268
Loss from operations	(106,344)	(106,883)
Unrestricted cash	37,655	111,906	$ 23,634
Sorrento Therapeutics
Segment Reporting Information [Line Items]
External revenues	5,669	11,573
Operating expenses	87,937	109,651
Loss from operations	(82,268)	(98,078)
Unrestricted cash	32,535	78,189
Scilex
Segment Reporting Information [Line Items]
External revenues	10,582	6,812
Operating expenses	34,658	15,617
Loss from operations	(24,076)	(8,805)
Unrestricted cash	$ 5,120	$ 33,717

Liabilities Subject to Compro_3

Liabilities Subject to Compromise - Schedule of liability subject to compromise (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Liabilities Subject to Compromise [Abstract]
Accounts payable	$ 52,795
Accrued expenses and other current liabilities	11,289
Accrued legal settlements	176,549
Deferred revenue	7,079
Contingent consideration and acquisition consideration	61,498
Total liabilities subject to compromise	$ 309,210

Reorganization Items, Net - Sch

Reorganization Items, Net - Schedule of reorganization items incurred as a result of the chapter 11 (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Reorganizations [Abstract]
DIP facility financing costs	$ 2,762	$ 0
DIP facility exit fees	5,250	0
Professional fees	12,219	0
Total	$ 20,231	$ 0

Condensed Combined Debtor-In-_3

Condensed Combined Debtor-In-Possession Financial Information - Schedule of Condensed Balance Sheets of Debtors (Unaudited) (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022	Mar. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 37,655	$ 23,634	$ 111,906
Marketable investments	12,662	26,344
Accounts receivables, net	26,524	24,469
Prepaid expenses	7,827	8,807
Other current assets	4,784	3,143
Total current assets	100,760	96,373
Property and equipment, net	54,861	51,971
Operating lease right-of-use assets	85,398	86,464
Intangibles, net	123,875	136,902
Goodwill	80,269	80,269
Equity investments	12,008	17,176
Other assets, net	2,892	3,685
Total assets	460,063	472,840
Current liabilities:
Accounts payable	14,590	47,515
Accrued payroll and related benefits	5,314	7,884
Accrued expenses and liabilities	68,855	58,456
Accrued legal settlements		174,752
Current portion of deferred revenue	252	652
Current portion of operating lease liabilities	14,050	13,880
Acquisition consideration	391	7,800
Income tax payable	12,148	300
Current portion of debt	49,635	16,286
Total current liabilities	165,632	327,922
Deferred tax liabilities, net	238	591
Deferred revenue	983	7,098
Related party payable	52,795
Operating lease liabilities	84,462	85,208
Contingent consideration	550	48,949
Other long-term liabilities	3,428	5,311
Total liabilities not subject to compromise	278,273	494,509
Liabilities subject to compromise	309,210
Total liabilities	587,483	494,509
Total stockholders' equity	(127,420)	(21,669)	$ 226,198	$ 78,129
Total liabilities and stockholders' equity (deficit)	460,063	472,840
Reorganization, Chapter 11, Debtor-in-Possession
Current assets:
Cash and cash equivalents	25,109	9,562
Marketable investments	12,666	26,348
Accounts receivables, net	23,125	23,136
Prepaid expenses	4,184	3,554
Other current assets	1,944	1,429
Total current assets	67,028	64,029
Property and equipment, net	31,935	30,623
Operating lease right-of-use assets	73,656	74,249
Related party receivable	137,029	138,567
Intangibles, net	69,850	69,947
Goodwill	62,598	62,598
Equity investments	12,008	17,176
Investments in subsidiaries	293,781	301,715
Other assets, net	7,176	2,288
Total assets	755,061	761,192
Current liabilities:
Accounts payable	2,628	38,918
Accrued payroll and related benefits	2,041	4,011
Accrued expenses and liabilities	21,553	20,114
Accrued legal settlements		174,752
Current portion of deferred revenue		1,114
Current portion of operating lease liabilities	11,601	11,506
Acquisition consideration		7,537
Income tax payable	11,771	2
Current portion of debt	30,000	5,585
Total current liabilities	79,594	263,539
Deferred tax liabilities, net	238	591
Deferred revenue		6,085
Related party payable		98,632
Operating lease liabilities	74,314	74,538
Contingent consideration		48,400
Other long-term liabilities		1,761
Total liabilities not subject to compromise	154,146	493,546
Liabilities subject to compromise	408,402	0
Total liabilities	562,548	493,546
Total stockholders' equity	192,513	267,646
Total liabilities and stockholders' equity (deficit)	$ 755,061	$ 761,192

Condensed Combined Debtor-In-_4

Condensed Combined Debtor-In-Possession Financial Information - Additional Information (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Reorganization, Chapter 11 [Line Items]
Liabilities subject to compromise	$ 309,210
Debtor In Possession Term Loan Facility
Reorganization, Chapter 11 [Line Items]
Face value of loan	30,000
Non-Debtor Subsidiaries
Reorganization, Chapter 11 [Line Items]
Liabilities subject to compromise	83,800	$ 83,400
Scilex Pharmaceuticals, Inc
Reorganization, Chapter 11 [Line Items]
Liabilities subject to compromise	$ 15,300	$ 15,200

Condensed Combined Debtor-In-_5

Condensed Combined Debtor-In-Possession Financial Information - Schedule of Condensed Consolidated Statement of Operations of Debtors (Unaudited) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Revenues:
Revenues	$ 16,251	$ 18,385
Operating costs and expenses:
Research and development	43,805	63,977
Acquired in-process research and development		12,272
Selling, general and administrative	54,980	44,327
Intangible amortization	1,127	1,034
Increase (decrease) on contingent consideration	3,800	(2,100)
Legal settlements, net	1,797
Total operating costs and expenses	122,595	125,268
Loss from operations	(106,344)	(106,883)
(Gain) loss on marketable and equity investments	13,683	(68,534)
Loss on debt extinguishment, net	(40)	(5,262)
(Gain) loss on foreign currency exchange	4	(397)
Gain on derivative assets	(1,280)	7,500
Other income	(76)	17
Reorganization items, net	(20,231)	0
Loss before income tax	(142,790)	(38,946)
Income tax expense	11,468	1,463
Loss on equity method investments	368	131
Net loss	(154,626)	(40,540)
Product
Revenues:
Revenues	10,597	9,990
Operating costs and expenses:
Cost of products sold	3,881	2,878
Service
Revenues:
Revenues	5,654	8,395
Operating costs and expenses:
Cost of products sold	1,305	2,880
Reorganization, Chapter 11, Debtor-in-Possession
Revenues:
Revenues	128	14,837
Operating costs and expenses:
Cost of products sold		7,966
Research and development	32,710	54,295
Acquired in-process research and development		521
Selling, general and administrative	24,874	32,808
Intangible amortization	94	94
Increase (decrease) on contingent consideration	3,800	(2,100)
Legal settlements, net	1,797
Total operating costs and expenses	63,275	93,584
Loss from operations	(63,147)	(78,747)
(Gain) loss on marketable and equity investments	(13,683)	68,534
Loss on debt extinguishment, net	(40)	(463)
(Gain) loss on foreign currency exchange	(1)	3
Gain on derivative assets	3,973	0
Interest (expense) income, net	(370)	562
Other income	1,410	7
Reorganization items, net	(20,231)
Loss before income tax	(92,089)	(10,104)
Income tax expense	11,416	1,086
Loss on equity method investments	368	131
Net loss	(103,873)	(11,321)
Reorganization, Chapter 11, Debtor-in-Possession | Product
Revenues:
Revenues		2,711
Reorganization, Chapter 11, Debtor-in-Possession | Service
Revenues:
Revenues	$ 128	120
Reorganization, Chapter 11, Debtor-in-Possession | Related Party
Revenues:
Revenues		$ 12,006

Condensed Combined Debtor-In-_6

Condensed Combined Debtor-In-Possession Financial Information - Schedule of Condensed Consolidated Statement of Cash Flows (Unaudited) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Operating activities
Net cash used for operating activities	$ (49,459)	$ (83,360)
Investing activities
Net cash used for investing activities	1,684	(13,664)
Financing activities
Repayments of debt and other obligations	(3,557)	(48,316)
Net cash provided by financing activities	61,196	173,369
Net change in cash, cash equivalents and restricted cash	13,421	76,345
Net effect of exchange rate changes on cash	600	(1,104)
Cash, cash equivalents and restricted cash at beginning of period	23,634	36,665
Cash, cash equivalents and restricted cash at end of period	37,655	111,906
Reorganization, Chapter 11, Debtor-in-Possession
Operating activities
Net cash used for operating activities	(35,623)	(68,808)
Investing activities
Net cash used for investing activities	1,123	(68,520)
Financing activities
Proceeds from DIP loan	27,375
DIP loan issuance costs	(100)
Proceeds from debt, net of issuance costs		43,175
Proceeds from settlement of bridge loan	899
Payments on intercompany payable	567	(16,313)
Proceeds from equity offerings, net of issuance costs	21,306	164,564
Repayments of debt and other obligations		(9,580)
Net cash provided by financing activities	50,047	181,846
Net change in cash, cash equivalents and restricted cash	15,547	44,518
Cash, cash equivalents and restricted cash at beginning of period	9,562	20,566
Cash, cash equivalents and restricted cash at end of period	$ 25,109	$ 65,084