N2OFF completes acquisition of cancer drug discovery firm MitoCareX

N2OFF Inc. (NASDAQ: NITO) completed its acquisition of MitoCareX Bio Ltd., a biotech company focused on cancer drug discovery, the company announced. The merger closed on October 20, 2025, following satisfaction of conditions outlined in a February agreement.

Under the transaction terms, N2OFF purchased MitoCareX shares from SciSparc Ltd. (NASDAQ: SPRC) for $700,000 and received remaining shares from other sellers. MitoCareX became a wholly-owned subsidiary of N2OFF in exchange for common stock representing 40% of N2OFF's fully diluted capital stock.

The sellers are entitled to 30% of N2OFF's financing proceeds, capped at $1.6 million, for five years. They may also receive milestone-based stock issuances of up to 25% of N2OFF's common stock on a fully diluted basis. N2OFF committed to financially support MitoCareX operations for two years following the closing.

MitoCareX develops therapies for treatment-resistant cancers by targeting mitochondrial SLC25 proteins. The company uses its proprietary MITOLINE algorithm for 3D comparative modeling of these proteins to identify potential anti-cancer compounds. The firm focuses on hard-to-treat cancers including pancreatic and non-small cell lung cancer.

N2OFF operates as a cleantech company investing in European solar energy assets. The company also controls approximately 98% of Save Foods Ltd., which develops post-harvest treatments for fruits and vegetables.

Amitay Weiss serves as chairman of both N2OFF and SciSparc boards of directors. Board member Liat Sidi also serves on both companies' boards.

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