SciSparc announced that its majority-owned subsidiary, NeuroThera Labs, has received conditional approval from the TSX Venture Exchange for its planned acquisition of approximately 54% of CliniQuantum, an Israeli technology company focused on applying quantum computing methods to clinical trial data analysis.
The transaction was originally announced in March 2026 through a share purchase agreement between NeuroThera, CliniQuantum, and certain CliniQuantum shareholders. Under the agreement, NeuroThera will acquire 56,375 ordinary shares of CliniQuantum, representing about 54% of the company’s outstanding shares, in exchange for 56.6 million NeuroThera common shares. The consideration is valued at approximately $9.46 million based on the 20-day volume-weighted average trading price of NeuroThera shares on the TSX Venture Exchange.
CliniQuantum develops technology that uses quantum simulation and quantum Monte Carlo methodologies to analyze clinical trial data. The platform is designed to improve the precision of clinical trial outcomes by identifying patient subgroups that may respond differently to investigational therapies.
A key asset of CliniQuantum is its exclusive worldwide licensing agreement with Quantum X Labs. The agreement provides rights to certain patents and know-how related to quantum simulation and quantum Monte Carlo applications in clinical trials. The licensed intellectual property includes a U.S. provisional patent application titled “Generating Quantum Markov Chain Monte Carlo Sampling Points for Continuous Distribution Functions.”
As part of the regulatory review process, NeuroThera and the selling shareholders amended the share purchase agreement in April 2026. The amendment established a minimum issuance price of $0.05 per NeuroThera common share for any future earn-out payments, in accordance with TSX Venture Exchange requirements. Additional changes included the implementation of a floor price for future share issuances and lock-up arrangements for the selling shareholders.
The parties also extended the outside completion date for the transaction from April 30, 2026, to June 1, 2026. The extension provides additional time to satisfy closing conditions, including obtaining an Israeli tax ruling and receiving final TSX Venture Exchange acceptance.
In connection with the acquisition, all 56.6 million consideration shares issued to the selling shareholders will be placed into escrow under a Form 5D Escrow Agreement, consistent with TSX Venture Exchange policies.
SciSparc, through NeuroThera, is focused on developing cannabinoid-based pharmaceutical treatments. Its pipeline includes SCI-110 for Tourette syndrome, Alzheimer’s disease, and agitation, as well as SCI-210 for Autism Spectrum Disorder and status epilepticus. Through NeuroThera, the company also maintains a controlling interest in a subsidiary that sells hemp seed oil-based products through Amazon’s marketplace.
