N2OFF completes merger with cancer drug discovery firm MitoCareX

N2OFF, Inc. (NASDAQ: NITO) completed its merger with MitoCareX Bio Ltd., a biotech company focused on cancer drug discovery, the company announced October 30.

The acquisition closed October 20 following satisfaction of conditions outlined in a Securities Purchase and Exchange Agreement dated February 25. N2OFF purchased MitoCareX shares from SciSparc Ltd. (NASDAQ: SPRC) for $700,000 and received remaining shares from other sellers, making MitoCareX a wholly-owned subsidiary.

In exchange, sellers received N2OFF common stock representing 40% of the company's fully diluted capital stock. The agreement entitles sellers to 30% of N2OFF's financing proceeds, capped at $1.6 million over five years, plus potential milestone-based stock issuances up to 25% of common stock on a fully diluted basis.

MitoCareX develops therapies for hard-to-treat cancers by targeting proteins in the mitochondrial SLC25 protein family, with focus on pancreatic and lung cancers. The company uses MITOLINE, its proprietary algorithm for 3D comparative modeling of mitochondrial SLC25 proteins to identify potential anti-cancer small molecules.

N2OFF committed to financially support MitoCareX operations during the first two years following the closing. The company noted that Coherent Market Insights estimates the global cancer therapeutics and biotherapeutics market at $211.02 billion in 2025, expected to reach $378.62 billion by 2032.

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

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