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SciSparc unit NeuroThera Labs completes C$5.4 million private placements

Tickers SPRCNTLX

SciSparc put in C$2.7 million, half the total, and says it will hold approximately 44.6% of NeuroThera afterward. NeuroThera plans to use the money for general working capital.

Key facts

Companies
SciSparc Ltd. (NASDAQ: SPRC), NeuroThera Labs Inc. (TSXV: NTLX)
News type
Financings
Primary source
SciSparc Ltd. 6-K (2026-08-18)
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Two tranches, one large buyer

SciSparc Ltd. (Nasdaq: SPRC) said on August 18, 2026 that its majority-owned subsidiary NeuroThera Labs Inc. (TSXV: NTLX) completed two tranches of non-brokered private placements, raising aggregate gross proceeds of C$5.4 million. SciSparc took part with a C$2.7 million investment, which the release puts at 50% of the total.

SciSparc subscribed for 22,500,000 units at C$0.12 per unit. Each unit consists of one NeuroThera common share and one common share purchase warrant. The release does not name the other investors in the two tranches, and it does not say how much of the C$5.4 million was sold in each tranche.

The warrants

The warrants are exercisable for three years. They include an acceleration provision: if NeuroThera's securities are approved for trading on the Nasdaq Stock Market, the expiry of 50% of the unexercised warrants will be accelerated. NeuroThera would have to give holders three business days' advance written notice. The release does not say whether a Nasdaq listing application has been made.

Stake after the financing

The release says SciSparc will hold approximately 44.6% of NeuroThera's issued and outstanding common shares after the financing, and that its stake is valued at approximately C$30 million. Those are the company's own figures. The release does not give SciSparc's stake before the financing, and it does not say how the C$30 million value was calculated.

The release also calls NeuroThera SciSparc's majority-owned subsidiary. A 44.6% holding is below a majority, and the release does not explain how both descriptions can be true at once.

Money and use of proceeds

NeuroThera intends to use the net proceeds for general working capital and other corporate and administrative expenses. The release does not state the net proceeds, the fees paid to any agent, or the amount NeuroThera expects to spend in each category.

The release describes the financing as non-brokered, which means no placement agent or underwriter is named for it. It names no financial advisor, lender or legal counsel for the two tranches.

The most recent annual data in the company's filings give a different picture. SciSparc's 20-F for 2025, filed April 29, 2026, says its capital expenditures for 2025, 2024 and 2023 amounted to $0. Its XBRL data show an older annual net loss of $3.5 million for 2020, against $4.7 million for 2019. Those figures predate the subsidiary's current programs and say little about its cash needs in 2026.

The programs behind NeuroThera

NeuroThera describes itself as a clinical-stage pharmaceutical company focused on developing novel treatments for central nervous system disorders. Through NeuroThera, SciSparc runs development programs based on THC or non-psychoactive CBD. SCI-110 combines THC with CannAmide, a proprietary PEA formulation, and is being developed for Tourette syndrome, Alzheimer's disease and agitation. SCI-210 combines CBD with CannAmide and is being developed for autism spectrum disorder and status epilepticus.

The main data point for SCI-110 is an open-label Phase IIa trial in Alzheimer's disease and agitation, which the company announced in June 2023. The company describes its primary endpoints, dropouts and treatment-related adverse events, as met, and it describes the agitation result as a secondary endpoint. The trial enrolled 18 patients. The company says thirteen of fifteen patients treated at least two consecutive times showed less agitation. Eleven patients on an exploratory scale reduced food intake, a result the company says was not significant.

The company says regulators have cleared or approved SCI-110 trials in several countries. The FDA cleared its IND in October 2024. The 20-F says the company may consider a Phase IIb trial in Alzheimer's depending on financing, and that there is no assurance it will proceed or that sufficient funding will be available on acceptable terms, or at all.

What comes next

The release names no further dated steps for the financing beyond the closing of the two tranches. The Nasdaq listing trigger on the warrants is conditional and undated.

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