As previously reported under Item 1.01 of the Current Report on Form 8-K of Pernix Therapeutics Holdings, Inc. ("the Company"), filed with the U.S. Securities and Exchange Commission ("SEC") on July 31, 2018, (the "Original 8-K), on July 27, 2018 (the "Closing Date"), Nalpropion Pharmaceuticals, Inc. ("Nalpropion"), a special purpose vehicle jointly owned by Pernix Ireland Pain Designated Activity Company ("PIP DAC"), a wholly owned subsidiary of the Company, and funds managed by Highbridge Capital Management, LLC ("Highbridge") and Whitebox Advisors LLC ("Whitebox"), closed the transactions contemplated by that certain Asset Purchase Agreement, dated April 23, 2018, by and between Orexigen Therapeutics, Inc. ("Orexigen") and Nalpropion. On the Closing Date, Nalpropion acquired substantially all of the assets of Orexigen, including worldwide rights to Contrave® (naltrexone HCl / bupropion HCl) ("Contrave"), a prescription-only weight loss medication (the "Orexigen Acquisition"). The purchase price for the Orexigen Acquisition was $73.5 million with $5 million held back to cover potential indemnification claims. PIP DAC contributed 10%, or $7.35 million, to Nalpropion towards the purchase of Orexigen. As a result, the Company, through PIP DAC, owns 10% of the equity and has one of three seats on the Board of Directors of Nalpropion. Nalpropion qualifies as a variable interest entity based on its governance structure and its contractual relationship with the Company, and the Company will therefore consolidate Nalpropion in its consolidated financial statements since the Company has the power to direct activities that most significantly impact Nalpropion's economic performance. The Company measured the significance of the acquisition and determined that the total assets acquired exceed 20% or more of the total assets as reflected on the Company's most recent annual balance sheet filed with the SEC.

This Amendment No. 1 to the Current Report on Form 8-K, including the Exhibits attached hereto, may contain "forward-looking statements" and information within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), which are subject to the "safe harbor" created by those sections. These forward-looking statements include, but are not limited to, statements concerning the Company's strategy, future operations, future financial position, future revenues, projected costs, prospects and plans and objectives of management. The words "anticipates," "believes," "estimates," "expects," "intends," "may," "plans," "projects," "will," "would" and similar expressions are intended to identify forward-looking statements, although not all forward looking statements contain these identifying words. The Company may not actually achieve the plans, intentions or expectations disclosed in these forward-looking statements and you should not place undue reliance on the Company's forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties that could cause the Company's actual results, performance or achievements to differ materially from those expressed or implied by the forward-looking statements, including, without limitation, the risks set forth in Part I, Item 1A. of the Company's Annual Report on Form 10-K for the year ended December 31, 2017, filed with the SEC on March 8, 2018, Part II, Item 1A. of the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2018, filed with the SEC on August 9, 2018 and in the other documents the Company files with the SEC. Readers are cautioned not to place undue reliance on forward-looking statements contained herein, which speak only as of the date stated, or if no date is stated, as of the date of this Amendment No. 1 to the Current Report on Form 8-K. The Company undertakes no obligation to publicly update or revise the forward-looking statements contained herein to reflect changes events or circumstances after the date of this release, unless required by law.

The historical audited consolidated financial statements of Orexigen as of December 31, 2017 and 2016 and for each of the two years in the period ended December 31, 2017, is attached as Exhibit 99.2 to this Current Report on Form 8-K/A and incorporated herein by reference.

The historical unaudited consolidated financial statements of Orexigen as of June 30, 2018 and 2017 and for the six months ended June 30, 2018 and 2017 is attached as Exhibit 99.3 to this Current Report on Form 8-K/A and incorporated herein by reference.

The unaudited pro forma condensed combined financial information of the Company as of June 30, 2018 and for the six months ended June 30, 2018 and the year ended December 31, 2017, which give effect to the Orexigen Acquisition, is attached hereto as Exhibit 99.4 to this Current Report on Form 8-K/A and incorporated herein by reference.

(d) Exhibits.

The following exhibits are being filed herewith: