TEL AVIV, Israel, July 16, 2024 (GLOBE NEWSWIRE) -- SciSparc Ltd. (Nasdaq: SPRC), a specialty clinicalstage pharmaceutical company focusing on the development of therapies to treat disorders and rare diseases of the central nervous system (the "Company" or "SciSparc"), today announced it has received a written notice (the "Notice") from Nasdaq Stock Market LLC ("Nasdaq") indicating that the Company is not in compliance with the minimum bid price requirement for continued listing set forth in Nasdaq Listing ...

According to data collected by the Centers for Disease Control and Prevention from the period 2017-2020, the prevalence of obesity in the United States of adults aged 20 and over was 41.9%. SciSparc Ltd. is a specialty clinical-stage pharmaceutical company led by an experienced team of senior executives and scientists. SciSparc's focus is on creating and enhancing a portfolio of technologies and assets based on cannabinoid pharmaceuticals. With this focus, the Company is currently engaged in the following d ...

According to the agreement, SciSparc's pharmaceuticals assets are valued at approximately $11.6 million Pursuant to the LOI, SciSparc will sell, assign, convey and transfer to Miza the Target Assets in consideration for 63,300,000 common shares of Miza and up to 48,000,000 Miza contingent rights based on pre-determined milestones. Following the closing of such transaction, SciSparc would hold a controlling interest in Miza, the exact percentage of which is contingent on agreeing definitive terms between the ...

According to the agreement, SciSparc's pharmaceuticals assets are valued at approximately $11.6 million TEL AVIV, Israel, July 08, 2024 (GLOBE NEWSWIRE) -- SciSparc Ltd. (Nasdaq: SPRC) ("Company" or "SciSparc"), a specialty clinical-stage pharmaceutical company focusing on the development of therapies to treat disorders and rare diseases of the central nervous system, announced today it signed a non-binding letter of intent (the "LOI") to spin off its advanced clinical stage pharmaceutical portfolio and its ...

Forward-Looking Statements: SciSparc has been expanding its intellectual property portfolio, with significant patents recently granted in Canada and Europe, since the beginning of the year. This aggressive expansion emphasizes SciSparc's commitment to securing its innovative technologies globally and highlights the Company's dynamic approach to research and development. This addition marks another milestone in SciSparc's ongoing efforts to safeguard its core technologies. The Company's intellectual property ...

This grant not only reinforces SciSparc's position in a key market, but also enhances its competitive edge in the global pharmaceutical landscape. TEL AVIV, Israel, May 31, 2024 (GLOBE NEWSWIRE) -- SciSparc Ltd. (Nasdaq: SPRC) ("Company" or "SciSparc"), a specialty clinical-stage pharmaceutical company focusing on the development of therapies to treat disorders and rare diseases of the central nervous system, announced today that the European Patent Office granted the Company's patent application titled "Co ...

Financial Performance - Total revenues for the year ended December 31, 2023, were approximately 418,932 thousand ILS, a decrease of 7.7% compared to 453,617 thousand ILS in 2022[25] - Gross profit for 2023 was 37,843 thousand ILS, down from 60,699 thousand ILS in 2022, reflecting a decline of 37.7%[25] - The company reported a total loss for the year of 17,375 thousand ILS, compared to a loss of 1,260 thousand ILS in the previous year, indicating a significant increase in losses[27] - Profit (loss) per share attributable to company shareholders was (0.21) ILS in 2023, compared to (0.02) ILS in 2022[25] - The company reported losses (before tax) of approximately ILS 17 million during the reporting period, compared to a profit of ILS 0.6 million in the corresponding period[91] - The adjusted loss (before tax) for 2023, after accounting for various factors, amounted to approximately ILS 8.6 million, compared to a profit of about ILS 11.8 million in the corresponding period last year[91] Assets and Liabilities - Vehicle inventory as of December 31, 2023, amounted to approximately 183,647 thousand ILS, representing about 60% of total assets[11] - Current liabilities increased to 216,043 thousand ILS in 2023 from 203,706 thousand ILS in 2022, reflecting a rise of 6.6%[22] - Total assets as of December 31, 2023, were 305,316 thousand ILS, slightly up from 303,082 thousand ILS in 2022[19] - The company’s retained loss increased to 68,635 thousand ILS in 2023 from 52,252 thousand ILS in 2022, reflecting a rise of 31.3%[22] - Total equity as of December 31, 2023, was 35,414 thousand ILS, an increase from 35,855 thousand ILS at the end of 2022[34] Cash Flow and Financing - Net cash generated by operating activities for 2023 was 3,142 thousand ILS, a recovery from a net cash used of 98,042 thousand ILS in 2022[34] - Financing expenses for 2023 were 16,831 thousand ILS, compared to 8,935 thousand ILS in 2022, indicating an increase of 88.5%[25] - The company issued equity amounting to 8,879 thousand ILS in 2023, compared to no issuance in 2022, reflecting a strategy to strengthen its capital base[34] - The Company received a state-guaranteed loan of NIS 16 million in January 2024 and is entitled to compensation of approximately NIS 2.07 million for October 2023, with an additional NIS 5.9 million for November-December 2023 pending approval[113] - The Company is negotiating a merger with a NASDAQ-traded company and signed an agreement for a bridging loan of USD 1.4 million, expected to enhance liquidity and equity[114] Inventory and Management - The company invested 3,416 thousand ILS in intangible assets during 2023, up from 923 thousand ILS in 2022, indicating a focus on long-term growth[34] - The company’s inventory increased by 6,551 thousand ILS in 2023, compared to a significant decrease of 97,082 thousand ILS in 2022, indicating a shift in inventory management[37] - The Company implemented inventory management policies, reducing vehicle inventory in Q2 2023 and increasing it in Q3 and Q4 2023 in anticipation of higher demand[103] - The company anticipates an increase in inventory turnover rate due to changes in vehicle demand, particularly for intermediate and small vehicle categories[93] Operational Challenges - The company experienced a decrease in cash and cash equivalents, ending 2023 with 1,552 thousand ILS, down from 2,234 thousand ILS at the beginning of the year[34] - The company reported an increase in trade receivables by 8,733 thousand ILS in 2023, compared to an increase of 9,253 thousand ILS in 2022, suggesting challenges in cash collection[37] - The Company is facing significant delays in delivery dates and increased logistics costs due to disruptions in sailing routes caused by geopolitical tensions[111] - The Group experienced a significant decrease in sales turnover during the fourth quarter of 2023 compared to the same period last year, attributed to branch closures during October and November[107] - The Company has taken measures to reduce current and fixed expenses, including cuts in advertising and personnel-related costs[106] Workforce and Organizational Changes - The Company reduced its workforce by approximately 10% during October and November 2023, with about 30% of employees placed on layoff, all of whom have since returned to work[107] - The Company assessed that the impact of not operating certain branches is immaterial, with most branches operating normally as of November 2023[105] Market and Economic Conditions - The Israeli growth rate in 2023 was 2%, with a decrease in GDP per capita of 0.1% compared to 2022[77] - The inflation rate in Israel for 2023 was approximately 3%, following a 5% increase in the consumer price index from March 2022 to March 2023[69][72] - Moody's downgraded Israel's credit rating to A2 from A1, indicating increased political risks and potential impacts on budgetary stability[118] Mergers and Acquisitions - The merger with Global Automax Ltd. resulted in the company owning 100% of Global Automax shares, enhancing its market position in vehicle import and marketing[56] - The consideration transferred in business combinations includes the fair value of assets and liabilities, with contingent consideration recognized at acquisition date fair value[140] - Non-controlling interests are presented separately within the Group's equity, including their share of net assets and any losses exceeding their equity[143] Accounting Policies - Cash and cash equivalents include highly liquid investments and short-term deposits with maturities not exceeding three months[157] - Inventory is measured at the lower of cost and net realizable value, with specific cost determination for vehicle inventory and average cost for accessories[158] - Income from sales of new vehicles is recognized upon transfer of control, typically at delivery, while income from used vehicles is recognized similarly[162] - Deferred taxes are calculated on temporary differences and reviewed for expected usage at each reporting date[168] - The Group recognizes leased property as a right-of-use asset against a lease liability, with specific depreciation periods for different asset types[172] - Fixed assets are measured at cost, including directly attributable expenses, and significant components are treated separately for depreciation purposes[177] - Profit or loss from the disposal of fixed assets is recognized by comparing net proceeds to book value, recorded in profit and loss[181] - The estimated useful life for leasehold improvements is 8.5-10 years, while computers have a useful life of 15-33 years, mainly at 33%[184] - Office equipment is depreciated over a useful life of 6-33 years, primarily at 25%[184] - Vehicles are depreciated with a useful life of 15-20 years, mainly at 15%[184] - Intangible assets are amortized over their economic useful life, with impairment reviewed whenever indicators exist[189] - Goodwill is measured by the excess of acquisition cost over the fair value of identifiable assets and liabilities at the time of acquisition[190] - Goodwill is allocated to cash-generating units and reviewed annually for impairment[192] - The capitalization of license costs begins in the development phase and stops when the license is achieved[197] - The useful life of a license shall not exceed the term of its contractual rights, and may be shorter based on expected usage[199] - Depreciation of intangible assets is systematically allocated over their useful life, deducted of their residual value[200]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 under the Securities Exchange Act of 1934 For the month of June 2023 (Report No. 6) Commission file number: 001-38041 SCISPARC LTD. (Translation of registrant's name into English) 20 Raul Wallenberg Street, Tower A, Tel Aviv 6971916 Israel SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report t ...

Financial Performance - The company incurred a net loss of approximately $2.6 million for the year ended December 31, 2022, and a net loss of approximately $5.8 million in 2021, with an accumulated deficit of approximately $63.6 million as of December 31, 2022[48]. - As of December 31, 2022, the company had approximately $3.6 million in cash and a negative working capital of approximately $131 thousand, indicating insufficient funds to support operations for at least the next 12 months[54]. - 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™[50]. - Future funding requirements will depend on various factors, including the success of clinical studies and market acceptance of pharmaceutical product candidates[55]. - The company faces substantial doubt about its ability to continue as a going concern, which could limit its ability to raise additional funds[59]. Regulatory Approval and Compliance - The company plans to seek regulatory approval for its pharmaceutical product candidates in the United States, the European Union, and other foreign countries, but has not yet submitted any marketing applications[63]. - The regulatory approval process is lengthy and unpredictable, and the company has not obtained regulatory approval for any of its pharmaceutical product candidates[64]. - The company anticipates significant costs associated with commercializing any approved pharmaceutical product candidate, which may exceed expectations due to additional regulatory requirements[53]. - The company intends to seek FDA approval through the Section 505(b)(2) regulatory pathway for its drug candidates SCI-110 and SCI-210, which may involve additional complexities and risks[71]. - The company is subject to ongoing regulatory scrutiny, including compliance with cGMP and QSR regulations, which are critical for manufacturing and quality control[86]. Clinical Development Challenges - The company is heavily dependent on the success of its pharmaceutical product candidates, which are in late preclinical or early clinical development stages[60]. - The company may face difficulties in enrolling patients for clinical studies, which could delay or prevent the testing of its pharmaceutical product candidates[67]. - The limited patient pool for rare diseases and strict eligibility criteria may further restrict the number of available study participants[68]. - Delays in patient recruitment could significantly increase costs and slow down the development and approval process for pharmaceutical product candidates[70]. - The company has faced challenges in obtaining orphan drug designation for SCI-110, with the FDA requiring additional prevalence estimates and clinical data[79]. Market and Competitive Risks - The market may not be receptive to high pricing for the company's repurposed drugs, which could hinder the ability to achieve a return on investment[83]. - Intense competition in the biotechnology and pharmaceutical industries may hinder the company's ability to successfully commercialize its product candidates[106]. - The commercial success of the company's product candidates will depend on market acceptance by physicians, patients, and third-party payors[115]. - Uncertainty regarding insurance coverage and reimbursement for newly approved products could limit the company's ability to market its products effectively[117]. - The company is competing with both established pharmaceutical products and illegal market alternatives, which may impact its market share[110]. Intellectual Property and Legal Risks - The company may face challenges in enforcing its intellectual property rights, particularly with repurposed drug substances that are available in other products[141]. - The company may be subject to claims of intellectual property infringement, which could delay or prevent the commercialization of its product candidates[147]. - If third-party patents cover aspects of the company's formulations or processes, it may need to obtain licenses or redesign its products[149]. - The company may incur substantial litigation expenses defending against claims of intellectual property infringement[151]. - Changes in patent laws could increase uncertainties and costs related to the prosecution and enforcement of patents[152]. Operational and Management Risks - The company currently lacks a marketing and sales organization, which may impede its ability to generate revenue from approved products[113]. - The company may experience difficulties in recruiting additional employees and consultants necessary for its growth[167]. - The company faces risks related to compliance with federal and state healthcare fraud and abuse laws, which could result in substantial penalties[171]. - The company must ensure that all third-party manufacturers comply with regulatory standards, as noncompliance could materially harm business operations and financial results[101]. - The company relies on third-party vendors for product sourcing, which exposes it to price fluctuations and demand disruptions[216]. E-commerce and Market Dynamics - The eCommerce operations of SciSparc Nutraceuticals rely heavily on the Amazon.com marketplace, and any changes to Amazon's policies could negatively impact business operations[192]. - The successful integration of Wellution, a recently acquired business, is critical, as management has limited prior experience in eCommerce operations, which could adversely affect financial results[191]. - The eCommerce operations are subject to seasonal fluctuations, with revenue generally declining in the first quarter following the holiday season[222]. - High-quality customer support is essential for retaining customers, and failure to provide effective support could negatively impact the company's reputation and financial condition[201]. - The company faces risks related to customer complaints and negative publicity, which could harm brand reputation and financial performance[199]. Restructuring and Future Plans - The company plans to transfer its pharmaceutical activities to a new wholly-owned subsidiary, NewCo, as part of a Restructuring Plan announced on January 25, 2023[183]. - The restructuring and potential listing of NewCo on a stock exchange may face delays due to market conditions and regulatory approvals[184]. - The restructuring and listing of NewCo may not achieve anticipated benefits and could expose the company to additional risks, including potential tax liabilities[186]. - The trading price of the company's Ordinary Shares may fluctuate significantly following the restructuring and listing of NewCo, with no assurance of maintaining or increasing market value[188]. - The company has outstanding warrants with exercise prices ranging from $2.57 to $245.00 per Ordinary Share, with specific conditions for their exercise[236].