NeuroThera Labs Inc. (TSXV: NTLX), a clinical-stage biotech company and majority-owned subsidiary of SciSparc Ltd., announced on March 10, 2026, that it has entered into a definitive share purchase agreement to acquire approximately 54.01% of the issued and outstanding ordinary shares of CliniQuantum Ltd. (CliniQ), a quantum technology company focused on developing a next-generation platform to transform clinical trials using quantum computing. The transaction is expected to close within 30 days following submission of an application for an Israeli tax ruling, subject to TSX Venture Exchange approval and satisfaction of closing conditions.
Under the agreement, NeuroThera will acquire 56,375 CliniQ shares from selling shareholders in exchange for 56,600,000 common shares of NeuroThera, valued at approximately $9,459,954.20 based on the 20-day volume-weighted average trading price. Additionally, selling shareholders may receive earn-out payments of up to US$2,500,000, contingent on milestones including patent filings and fundraising proceeds. Specifically, US$500,000 will be paid for each of the first three patent applications filed by CliniQ with the USPTO or EPO, up to US$1,500,000, and 7.0% of any fundraising proceeds raised by NeuroThera, up to US$1,000,000, payable over three years post-closing.
CliniQ is developing a platform that leverages quantum simulation and quantum Monte Carlo methods to unlock insights from massive, complex datasets, aiming to design smarter, faster, and more adaptive clinical studies. This acquisition marks a strategic move for NeuroThera, which focuses on novel therapeutics for central nervous system disorders and other underserved health conditions. By integrating quantum computing capabilities, NeuroThera aims to enhance its clinical trial processes and potentially accelerate drug development.
In connection with the transaction, NeuroThera will issue 2,829,999 finder's shares to arm's length finders. All consideration and finder's shares will be subject to a statutory hold period of four months plus one day from issuance, in accordance with securities legislation, and any additional hold periods or escrow requirements imposed by the TSXV. The transaction is at arm's length, and further details are available in the company's public filings on SEDAR+.
The announcement underscores the growing intersection of quantum computing and biotechnology, with potential implications for clinical trial efficiency and data analysis. As noted in the press release, forward-looking statements involve risks and uncertainties, including regulatory approvals and the ability to achieve earn-out milestones. The original release can be viewed on NewMediaWire.
