SPRC · SciSparc Ltd.

Summary

SciSparc Ltd. entered into a Side Letter dated February 12, 2026, with L.I.A. Pure Capital Ltd. modifying the Securities Purchase Agreement for Convertible Notes up to $10,000,000 aggregate principal, including flexible principal up to $2,500,000 for the Initial Note at 90% purchase price, conditioned on SEC registration filing, and offset rights for consulting fees.

Key takeaways

• Side Letter dated February 12, 2026, amends SPA with L.I.A. Pure Capital Ltd.
• Initial Note principal up to $2,500,000 at Company's discretion, purchase price 90% of principal ($2,025,000 if full amount).
• Buyer payment conditioned on Company's filing of Form F-3 registration for resale of Conversion Shares and Warrant Shares.
• Company may offset consulting agreement amounts against purchase price with notice and documentation.
• SPA aggregate principal up to $10,000,000 for Convertible Notes.