Financial Performance - The company incurred significant net losses of approximately $7.5 million for the year ended December 31, 2024, $5.9 million for 2023, and $2.6 million for 2022, with an accumulated deficit of approximately $75 million as of December 31, 2024[52]. - As of December 31, 2024, the company had cash of approximately $2.1 million and working capital of approximately $4.9 million, indicating a need for substantial additional funding to continue operations[60]. - The company may need to seek additional funds sooner than planned due to changing operating plans and market conditions[60]. Revenue Generation - The company has not generated any revenue from the sale of its pharmaceutical product candidates and does not expect material revenues from its early commercialization efforts for CannAmide™[56]. - The company’s ability to generate revenue and achieve profitability depends on successfully completing the development and commercialization of its pharmaceutical product candidates[56]. - The potential addressable patient population for the company's pharmaceutical product candidates may be smaller than anticipated, adversely affecting revenue[122]. Research and Development - The company anticipates significant expenses related to the research and development of its product candidates, regulatory approvals, and establishing a sales and marketing infrastructure[54]. - The company has not yet commenced pivotal clinical studies for any product candidate, which may delay commercialization efforts for several years[53]. - The company may face difficulties in enrolling patients for clinical studies, which could delay or prevent the studies of its pharmaceutical product candidates[79]. Regulatory Challenges - The company plans to seek regulatory approval for its pharmaceutical product candidates in the United States and the European Union, but the approval process is lengthy and unpredictable[69]. - The company has not submitted marketing applications to the FDA or comparable foreign regulatory authorities, which poses a risk to its ability to commercialize its product candidates[68]. - Future legislative and regulatory proposals may materially impact the FDA's ability to operate, potentially slowing the review and approval of new products, adversely affecting the company's business[74]. Competition and Market Risks - The pharmaceutical industry is highly competitive, and the company may face patent litigation and mandatory delays in approval of its potential future NDAs[86]. - The company faces intense competition in the biotechnology and pharmaceutical industries, with many competitors potentially having greater financial and technical resources[125]. - The commercial success of product candidates will depend on market acceptance by physicians, patients, and third-party payors, which is uncertain[132]. Intellectual Property - The company holds a portfolio of seven granted patents and nine patent families, which are crucial for competitive positioning[151]. - The company may face challenges in enforcing intellectual property rights due to the repurposed nature of some drug substances, which could lead to competition from existing pharmaceutical products[157]. - Changes in patent laws could adversely affect the value and scope of the company's patent protections, impacting business operations[166]. Operational Risks - The company relies on third-party contract research organizations (CROs) for clinical studies, and any failure in their performance could delay regulatory approval[111]. - The company does not have internal manufacturing capabilities and relies on third parties for active pharmaceutical ingredients (API), which poses risks to supply continuity[114]. - The company may face challenges in recruiting additional employees and consultants, which could disrupt operations[179]. E-commerce Operations - Wellution, acquired in September 2022, sells hemp-based products on Amazon Marketplace, but management has limited prior experience in eCommerce operations[194]. - The company relies on sophisticated information technologies and systems for its operations, necessitating continuous improvements to maintain competitiveness[197]. - The eCommerce operations are vulnerable to risks related to online payment methods, including potential increases in transaction fees and compliance challenges[217]. Proposed Merger with AutoMax - The proposed merger with AutoMax is expected to result in AutoMax shareholders owning approximately 49.99% of the combined company on a fully-diluted basis[236]. - If the merger is not consummated, the company's share price could decline due to the associated risks and uncertainties[240]. - The company has incurred and expects to continue incurring significant expenses related to the proposed Merger with AutoMax, regardless of whether the Merger is completed[241].

Core Insights - SciSparc Ltd. has announced a collaboration with Clearmind Medicine Inc. resulting in a patent application for a combination treatment targeting cocaine addiction [1][4] - The patent application is based on preclinical trial results showing that Clearmind's MEAI significantly reduces cocaine-induced craving in animal models [2] - Further research indicates that MEAI specifically targets drug-related compulsions without impairing responses to natural rewards, suggesting a focused mechanism of action [3] Company Overview - SciSparc Ltd. is a clinical-stage pharmaceutical company specializing in cannabinoid pharmaceuticals, with ongoing drug development programs targeting various conditions including Tourette Syndrome, Alzheimer's disease, pain, and autism spectrum disorder [5] - Clearmind Medicine Inc. is a clinical-stage biotech company focused on developing psychedelic-derived therapeutics for health issues like alcohol use disorder [6] - Both companies are actively expanding their intellectual property portfolios, with Clearmind holding nineteen patent families and 31 granted patents [7]

Core Viewpoint - SciSparc Ltd. has signed a definitive agreement to sell its entire ownership interest in MitoCareX Bio Ltd. to N2Off, Inc. for $700,000 and will exchange its remaining shares for common stock in N2Off, representing 40% of N2Off's fully diluted capital stock [1][2]. Group 1: Transaction Details - SciSparc will sell 4,961 shares of MitoCareX to N2Off for $700,000 and exchange the remaining shares for common stock [2]. - The transaction is subject to approval from N2Off's shareholders and will result in MitoCareX becoming a wholly owned subsidiary of N2Off [2]. - Additional N2Off stock will be awarded based on milestone achievements, potentially representing up to 25% of N2Off's fully diluted capital stock [3]. Group 2: Financial Terms - SciSparc and other sellers will collectively receive 30% of N2Off's financing proceeds over five years, capped at $1.6 million [3]. - N2Off has committed to invest $1 million in MitoCareX post-closing [3]. - Dr. Alon Silberman will continue as CEO of MitoCareX under a revised agreement, which includes a restricted stock grant of 5% of N2Off's capital stock, vesting over three years [3]. Group 3: Corporate Governance - Amitay Weiss, chairman of SciSparc's board, also serves as chairman of N2Off's board [4]. - Liat Sidi, a member of SciSparc's board, is also a member of N2Off's board [4]. Group 4: Company Overview - SciSparc Ltd. is a specialty clinical-stage pharmaceutical company focused on developing therapies for central nervous system disorders [5]. - The company is engaged in drug development programs targeting conditions such as Tourette Syndrome, Alzheimer's disease, pain, and autism spectrum disorder [5].

Core Viewpoint - SciSparc Ltd. has entered into a loan agreement with AutoMax Motors Ltd. for $2 million to support AutoMax's business expansion into the electric vehicle market, following a merger agreement between the two companies [1][3]. Group 1: Loan Agreement Details - The new loan of $2 million will bear an 8% annual interest rate and will be repaid in equal monthly installments of $50,000 plus interest [2]. - AutoMax has the option for early repayment without penalties, and the interest on the loan will be canceled upon the consummation of the merger agreement [2]. - As collateral for the loan, AutoMax has pledged a first-ranking fixed charge on its subsidiary's shares [2]. Group 2: Merger Agreement - In April 2024, SciSparc and AutoMax signed a merger agreement under which SciSparc will acquire 100% of AutoMax, aiming to expand into the automotive sector [3]. - The merger is subject to customary closing conditions, including shareholder approvals from both companies [3]. Group 3: Company Overview - SciSparc Ltd. is a specialty clinical-stage pharmaceutical company focused on developing therapies for central nervous system disorders, including drug development programs for conditions such as Tourette Syndrome, Alzheimer's disease, pain, and autism spectrum disorder [4]. - The company also has a controlling interest in a subsidiary that sells hemp seed oil-based products on Amazon Marketplace [4].

Core Viewpoint - SciSparc Ltd. has entered into a $2 million loan agreement with AutoMax Motors Ltd. to support AutoMax's business expansion in the electric vehicle sector, following a merger agreement between the two companies [1][3]. Group 1: Loan Agreement Details - The new loan of $2 million will bear an 8% annual interest rate and will be repaid in equal monthly installments of $50,000 plus interest [2]. - AutoMax has the option for early repayment without penalties, and the interest on the loan will be canceled upon the consummation of the merger agreement [2]. - As collateral for the loan, AutoMax has pledged a first-ranking fixed charge on its subsidiary's shares [2]. Group 2: Merger Agreement - In April 2024, SciSparc and AutoMax signed a merger agreement under which SciSparc will acquire 100% of AutoMax, aiming to expand into the automotive sector [3]. - The merger is subject to customary closing conditions, including shareholder approvals from both companies [3]. Group 3: Company Overview - SciSparc Ltd. is a specialty clinical-stage pharmaceutical company focused on developing therapies for central nervous system disorders, including drug development programs based on cannabinoid pharmaceuticals [4]. - The company is engaged in developing treatments for conditions such as Tourette Syndrome, Alzheimer's disease, pain, and autism spectrum disorder [4].

Core Viewpoint - N2OFF, Inc. has entered into a definitive agreement to acquire MitoCareX Bio Ltd., a biotech company focused on cancer therapeutics, which will enhance N2OFF's portfolio in sustainable solutions and innovation in agri-tech and clean technology [1][2]. Group 1: Acquisition Details - N2OFF will acquire full ownership of MitoCareX by purchasing 4,961 shares for $700,000 and exchanging additional shares for 40% of N2OFF's fully diluted capital stock [2]. - The Sellers will receive 30% of N2OFF's financing proceeds, capped at $1.6 million, for five years following the acquisition [2]. - The agreement includes milestone-based issuances of up to 25% of N2OFF's common stock, calculated on a fully diluted basis [3]. Group 2: MitoCareX Overview - MitoCareX specializes in developing novel therapies for hard-to-treat cancers by targeting the mitochondrial SLC25 protein family [4]. - The company utilizes advanced 3D comparative modeling and in-vitro screening systems to identify and validate anti-cancer small molecule therapeutics [4]. - The global Cancer Therapeutics and Biotherapeutics market is projected to grow from $194.1 billion in 2024 to $344.1 billion by 2031, indicating significant market potential for MitoCareX's innovations [4]. Group 3: Financial Commitment - N2OFF is committed to financially support MitoCareX's operations with an initial cash investment of $1,000,000 during the first two years post-acquisition [5]. - The board of MitoCareX will be reconstituted with appointees from N2OFF upon closing of the transaction [2][5]. Group 4: Company Background - N2OFF, Inc. focuses on sustainable solutions for energy and agri-tech, including greenhouse gas emissions reduction and solar energy projects [7]. - The company has recently entered the solar PV market and is involved in projects with a total capacity of 111 MWp [7].

Core Viewpoint - SciSparc Ltd. has reached a settlement agreement regarding a lawsuit against six former directors, which includes a cash payment and the termination of a licensing agreement, allowing the company to retain its intellectual property rights [1][2][3]. Group 1: Settlement Agreement - The settlement includes a cash payment of $411,000 from the defendants in exchange for the dismissal of claims against them [2]. - The settlement also terminates a disputed licensing agreement with Dekel Pharmaceuticals Ltd., effective February 5, 2024, allowing SciSparc to retain exclusive global rights to its intellectual property [3]. Group 2: Company Overview - SciSparc Ltd. is a clinical-stage pharmaceutical company focused on developing therapies for central nervous system disorders, with drug development programs targeting conditions such as Tourette Syndrome, Alzheimer's disease, autism, and status epilepticus [4]. - The company is also involved in the sale of hemp seed oil-based products through a subsidiary on the Amazon.com Marketplace [4].

Core Insights - SciSparc Ltd. is collaborating with Clearmind Medicine Inc. to develop innovative combination therapies targeting central nervous system disorders and mental health issues [1][3] - A patent application has been published in Mexico for a combination therapy involving MDMA and N-Acylethanolamines, aimed at addressing binge behaviors [2][3] Company Overview - SciSparc Ltd. is a clinical-stage pharmaceutical company focused on cannabinoid pharmaceuticals, with drug development programs targeting Tourette Syndrome, Alzheimer's disease, autism, and status epilepticus [4] - Clearmind Medicine Inc. specializes in psychedelic-derived therapeutics, with a focus on addressing alcohol use disorder and other mental health problems [5] Research and Development - The collaboration has resulted in the filing of 13 patents related to the combination therapies in the U.S. and other jurisdictions [3] - Clearmind's intellectual property portfolio includes 19 patent families and 31 granted patents, indicating a strong focus on research and development in the psychedelic space [5]

Core Points - SciSparc Ltd. has been granted an additional 180-day compliance period by Nasdaq to regain compliance with the minimum bid price rule, extending the deadline to July 14, 2025 [1][3] - The company did not meet the minimum $1.00 bid price requirement during the initial compliance period and has expressed its intention to cure the deficiency, potentially through a reverse share split [2][3] - If the closing bid price reaches at least $1.00 for a minimum of 10 consecutive business days before the deadline, the company will regain compliance [4] Company Overview - SciSparc Ltd. is a clinical-stage pharmaceutical company focused on developing therapies for central nervous system disorders and rare diseases [5] - The company is engaged in drug development programs including SCI-110 for Tourette Syndrome and SCI-210 for autism and status epilepticus, utilizing cannabinoid pharmaceuticals [5] - SciSparc also has a controlling interest in a subsidiary that sells hemp seed oil-based products on Amazon [5]

Core Insights - SciSparc Ltd. has entered into a merger agreement with AutoMax Motors Ltd., a leading automotive importer in Israel, which has received its first shipment of vehicles from JAC Motors, a Chinese automotive company [1][4] - The shipment follows regulatory approvals for direct importation, allowing AutoMax to begin marketing and sales activities for JAC Motors vehicles in Israel [2] - JAC Motors focuses on electric vehicles (EVs), aligning with AutoMax's strategy to meet the rising demand for sustainable transportation solutions in the local market [3] Company and Industry Summary - AutoMax Motors has launched direct import and distribution operations for JAC Motors vehicles, marking a significant milestone in its business [1][2] - JAC Motors is recognized for its innovative range of electric vehicles, supported by advanced R&D and battery technologies, positioning it as a pioneer in sustainable transportation [3] - SciSparc has provided financial support to AutoMax, facilitating the transaction with JAC Motors and potentially paving the way for SciSparc's expansion into the automotive sector through the merger [4]