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8-K2026-04-28· glm-5

DVLT · Datavault AI Inc.

0001104659-26-050299

SEC filing

Summary

Datavault AI entered a binding term sheet with Scilex Holding Company for a $120 million cash contribution to fund a 100-city quantum-ready GPU infrastructure expansion in exchange for tiered revenue participation.

Key takeaways

Full analysis

Datavault AI Inc. has entered into a binding term sheet with Scilex Holding Company for a proposed cash contribution and revenue participation arrangement. Under the terms, Scilex will provide $120 million in upfront cash funding, structured across multiple closings with a final deadline of December 31, 2026. This capital is designated exclusively for the build-out of a "Quantum-Ready Edge Network," deploying GPU infrastructure across approximately 100 U.S. cities. In exchange for the funding, Datavault AI grants Scilex a tiered revenue participation right: 30% of gross revenues from the network until $250 million is paid, 15% until total payments reach $1.2 billion, and 5% thereafter for the remaining life of the assets. This structure allows Datavault AI to secure significant growth capital without equity dilution. However, the transaction remains subject to the negotiation of definitive agreements and the satisfaction of customary closing conditions, including regulatory approvals and operational milestones. The company explicitly cautioned that there can be no assurance the transaction will be consummated on the described terms or at all.