NeuroThera Labs Inc. (TSXV: NTLX), a clinical-stage biotech company focused on central nervous system (CNS) disorders, has closed the first tranche of its non-brokered private placement, raising C$2,700,000. The company, a majority-owned subsidiary of SciSparc Ltd., announced the closing on August 12, 2026, following the initial announcement on June 30 and July 2, 2026.
Under the terms of the first tranche, the company issued 22.5 million units at a price of C$0.12 per unit. Each unit consists of one common share and one common share purchase warrant. Each warrant entitles the holder to purchase an additional common share at a price of US$0.115 (approximately C$0.16) until August 12, 2029. The warrants are non-transferable and include an acceleration provision: if the company’s securities are approved for trading on the Nasdaq Stock Market, the expiry date for 50% of the unexercised warrants will be accelerated, with holders given three business days’ notice.
The net proceeds from the first tranche are intended to be used for general working capital purposes, which include evaluating prospective transactions, settling liabilities (including repayment of outstanding indebtedness to SciSparc Ltd.), and covering corporate and administrative expenses. This capital infusion provides the company with additional financial flexibility as it advances its pipeline of novel therapeutics for CNS disorders and other underserved health conditions.
In connection with the first tranche, the company paid C$222,750 in finder’s fees to an arm’s length party and issued 2,812,500 common shares as additional compensation. All securities issued in the first tranche are subject to a four-month-and-one-day restricted period from the date of closing.
The Offering remains subject to final approval from the TSX Venture Exchange and other applicable regulatory approvals. The company stated that the securities have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption.
This financing comes at a critical time for NeuroThera, as it seeks to advance its clinical programs and explore strategic opportunities. The participation in the offering underscores investor confidence in the company’s approach to developing innovative combinations for CNS disorders, an area with significant unmet medical need.
The closing of the first tranche provides the company with near-term capital to support its operations and strategic initiatives, including potential transactions that could enhance its pipeline. The acceleration provision tied to a potential Nasdaq listing also highlights the company’s ambition to broaden its access to capital markets and increase its visibility among U.S. investors.
NeuroThera Labs is a clinical-stage pharmaceutical company dedicated to developing novel therapies for CNS disorders and other underserved conditions through collaborations and innovative combinations. With this financing, the company is better positioned to continue its mission and deliver value to shareholders while addressing critical healthcare challenges.
