NITO

Company Acquisition and Strategic Direction: N2OFF, Inc. has acquired MitoCareX Bio Ltd., with CEO Dr. Alon Silberman outlining the company's focus on precision oncology and the development of novel therapies targeting aggressive cancers using their proprietary MITOLINE™ algorithm.

Innovative Drug Discovery Approach: MitoCareX is leveraging MITOLINE™ for drug discovery, aiming to create first-in-class therapeutics that disrupt cancer metabolism, particularly for lung and pancreatic cancers, which represent a significant market opportunity.

Short-Term and Long-Term Goals: The company plans to optimize hit compounds and prepare for preclinical development in 2026, while also exploring strategic collaborations to expand MITOLINE™'s applications and generate non-dilutive revenue.

Future Outlook and Mission: MitoCareX aims to establish itself as a leader in drug discovery by focusing on mitochondrial biology and precision oncology, with a mission to transform insights into value for patients and shareholders through a scalable discovery platform.

Merger Announcement: N2OFF, Inc. has completed its merger with MitoCareX Bio Ltd, a biotech company focused on cancer therapeutics, enhancing N2OFF's portfolio in the cleantech and biotech sectors.

MitoCareX's Focus: MitoCareX is developing novel therapies targeting mitochondrial SLC25 proteins to treat hard-to-treat cancers, utilizing its proprietary MITOLINE™ algorithm for drug discovery.

Financial Details: N2OFF acquired MitoCareX for $700,000 and common stock representing 40% of N2OFF's fully diluted capital stock, with additional financial commitments to support MitoCareX's operations for two years.

Market Potential: The global cancer therapeutics market is projected to grow from $211.02 billion in 2025 to $378.62 billion by 2032, indicating significant opportunities for MitoCareX's innovations in cancer treatment.

Acquisition Approval: SciSparc Ltd. shares surged over 58% after N2OFF Inc. stockholders approved the acquisition of SciSparc's subsidiary, MitoCareX Bio Ltd., which will become wholly owned by N2OFF.

Financial Terms of the Deal: N2OFF will purchase MitoCareX for $0.7 million and exchange shares with the sellers, who will also receive 30% of financing proceeds raised by N2OFF for five years, up to $1.6 million.