Neurothera Labs Completes Share Sale Transaction with SciSparc Ltd.
Vancouver, British Columbia — October 22, 2025 — Leads & Copy — Neurothera Labs Inc. (TSXV:NTLX) has finalized its arm’s length share sale transaction with SciSparc Ltd. (NASDAQ:SPRC), effective today. The agreement, dated October 9, 2025, involved Neurothera acquiring all shares of SciSparc Nutraceuticals Inc. (SNI) held by SciSparc, representing 50.86% of SNI’s issued shares, and certain SciSparc assets.
In return, SciSparc received 63,300,000 common shares in Neurothera, 4,000,000 common share purchase warrants, and 48,000,000 contingent rights of Neurothera. The warrants allow SciSparc to buy Neurothera shares at $0.25 each until October 22, 2030.
The contingent rights enable SciSparc to acquire additional common shares upon Neurothera’s listing on the NYSE or NASDAQ by October 22, 2027, raising US$10,000,000 or more in equity and/or debt financing by October 22, 2029, and completing a clinical trial by October 22, 2029. Neurothera also issued 3,000,000 common shares as a finder’s fee for the transaction. Details are available on SEDAR+.
All securities issued are subject to a statutory hold period expiring February 23, 2026. The TSX Venture Exchange is reviewing the transaction, and trading of Neurothera’s common shares under the symbol “NTLX” is expected to resume around October 27, 2025.
Certain company principals holding 64,052,000 common shares, 4,000,000 payment warrants, and 48,000,000 contingent rights are subject to escrow. 10% of escrowed shares will be released upon the Exchange’s final bulletin, with another 15% released every six months thereafter.
Following the transaction, Neurothera’s leadership includes Oz Adler as CEO, Gabriel Kabazo as CFO and Corporate Secretary, and Adi Zuloff-Shani as CTO. Itschak Shrem, Lior Vider, Alon Dayan, and Ohad David serve as directors. The company anticipates appointing Brightman Almagor Zohar & Co. as auditors and will have a fiscal year end of December 31, publishing interim financial statements for SNI within 60 days after September 30, 2025.
Neurothera Labs Inc. focuses on cannabinoid pharmaceuticals, developing SCI-110 for Tourette syndrome and Alzheimer’s, and SCI-210 for ASD and status epilepticus.
Oz Adler
Chief Executive Officer
Telephone: 972-3-7617108
Email: oz@scisparc.com
For further information, please refer to the Filing Statement posted to the Company’s issuer profile on SEDAR+ atwww.sedarplus.ca, as well as the press releases dated October 9, 2025 and October 20, 2025.
Source: Neurothera Labs Inc.
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