SciSparc Advances the Acquisition Process of a Leading Vehicle Importer Company in Israel with the provision of a Bridge Loan of $1.4 million
January 19 2024 - 8:28AM
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 it entered, as lender, into a
bridge loan agreement (the "Agreement) with a leading vehicle
importer company in Israel, as borrower (the "Target Company"),
pursuant to which the Target Company received a bridge loan (the
“Bridge Loan”) in the amount of $1.4 million, further to the
previously-announced non-binding letter of intent (the “LOI”) for
the Company to acquire the Target Company (the “Acquisition”).
With this Bridge Loan, SciSparc continues to
proceed towards the Acquisition, pursuant to the LOI and the
additional negotiated terms between the Company and the Target
Company, announced on November 22 and December 7, 2023,
respectively. As previously announced on December 7, 2023, the
Company intends to acquire 100% of the Target Company and will
establish a new wholly-owned Israeli subsidiary, which would in
turn merge with and into the Target Company. Following the
Acquisition closing (the”Closing”), it is contemplated that
shareholders of the Company will hold approximately 50.01% of the
share capital of the resulting combined company.
The Agreement, signed on January 16, 2024,
states that the principal amount of the Bridge Loan will bear
interest at a rate of 7% per annum (or 9% per annum if the
Acquisition is not consummated prior to the repayment date),
compounded annually. The Bridge Loan amount, together with any
accrued interest (the “Owed Amount”), may be repaid in part or in
whole at the discretion of the Target Company prior to the
repayment date. The repayment of the Owed Amount will be due at the
earlier date of: (a) the Closing, in which the Owed Amount shall be
deemed a part of, and set-off against, the financing amount the
Company will provide the Target Company with upon Closing, which is
expected to be $4,250,000; or (b) if the definitive agreement for
the Acquisition is terminated in accordance with its terms, within
three months from such termination date; or (c) July 15, 2024.
About SciSparc Ltd. (Nasdaq:
SPRC):
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 drug development programs based
on THC and/or non-psychoactive CBD: SCI-110 for the treatment of
Tourette Syndrome, for the treatment of Alzheimer's disease and
agitation; SCI-160 for the treatment of pain; and SCI-210 for the
treatment of ASD and status epilepticus. The Company also owns a
controlling interest in a subsidiary whose business focuses on the
sale of hemp seeds oil-based products on Amazon Marketplace.
Forward-Looking Statements:
This press release contains forward-looking
statements within the meaning of the "safe harbor" provisions of
the Private Securities Litigation Reform Act of 1995 and other
Federal securities laws. For example, SciSparc is using
forward-looking statements when it discusses its proceeding towards
the Acquisition pursuant to the LOI, the execution of binding
definitive agreements with respect to the Acquisition, the
anticipated completion of the Acquisition, and the terms of
repayment of the Bridge Loan. The Company may not enter into a
definitive agreement for the Acquisition or complete the
Acquisition. Because such statements deal with future events and
are based on SciSparc's current expectations, they are subject to
various risks and uncertainties and actual results, performance or
achievements of SciSparc could differ materially from those
described in or implied by the statements in this press release.
The forward-looking statements contained or implied in this press
release are subject to other risks and uncertainties, including
those discussed under the heading "Risk Factors" in SciSparc's
Annual Report on Form 20-F filed with the SEC on May 1, 2023,
and in subsequent filings with the U.S. Securities and Exchange
Commission. Except as otherwise required by law, SciSparc disclaims
any intention or obligation to update or revise any forward-looking
statements, which speak only as of the date they were made, whether
as a result of new information, future events or circumstances or
otherwise.
Investor Contact:IR@scisparc.comTel: +972-3-6167055
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