SciSparc Ltd. has completed the sale of its majority-owned subsidiary, MitoCareX Bio Ltd., to N2OFF, Inc. Under the terms of the agreement, N2OFF acquired 6,622 shares of MitoCareX from SciSparc for $700,000 and exchanged the remaining outstanding shares of MitoCareX with all sellers for shares of N2OFF's common stock, representing 40% of N2OFF's fully diluted capital stock. The sellers will also be entitled to 30% of N2OFF's financing proceeds, capped at $1.6 million, for five years following the closing date. Following the transaction, MitoCareX is now a wholly owned subsidiary of N2OFF, with its board reconstituted by N2OFF appointees. The agreement also includes milestone-based issuances of up to 25% of N2OFF's common stock, calculated on a fully diluted basis, to the sellers.