Neurothera Labs Inc. Announces Share Consolidation

NeuroThera Labs Inc. (TSXV: NTLX) (the " Company " or " NeuroThera "), a clinical-stage biotech company and a subsidiary of SciSparc Ltd. (Nasdaq: SPRC), is pleased to announce that, in accordance with special resolution of shareholders passed on January 8, 2026 (the “ Consolidation Resolution ”), the Company will be implementing a consolidation (the “ Consolidation ”) of the outstanding common shares in the capital of the Company (the “ Common Shares ”) on the basis of one new Common Share (each, a “ Post-Consolidation Share ”) for every fourteen (14) currently outstanding Common Shares (the " Consolidation Ratio "). The Company believes that the increase to the trading price of the Common Shares from effecting the consolidation could potentially and principally broaden the pool of investors that may consider investing or be able to invest in the Company as well as enable the Company to satisfy certain minimum trading price requirements of U.S. and other stock exchanges for a potential listing of the Common Shares. The Consolidation Ratio was determined by the Company's board of directors and the officers of the Company in accordance with the parameters authorized by the Consolidation Resolution. The Consolidation is subject to final acceptance of the TSX Venture Exchange (the " TSXV "). The Company intends to complete the consolidation at the open of market on or around September 2, 2026 and the Common Shares are expected to commence trading on the TSXV on a post ‑ consolidation basis beginning at the open of markets on or around September 2, 2026, under the existing name and symbol "NTLX”. Following the consolidation, the new CUSIP number for the Common Shares will be 64136J200 and the new ISIN number will be CA64136J2002 . The Company currently has 192,142,499 Common Shares issued and outstanding and upon completion of the consolidation, the Company expects to have approximately 13,724,464 Post-Consolidation Shares issued and outstanding, subject to any issuances prior to the Consolidation and rounding for any fractional shares. No fractional shares will be issued as a result of the Consolidation and the number of Post-Consolidation Shares to be received by each shareholder will be rounded up to the nearest whole Common Share that such holder would otherwise be entitled to receive upon the implementation of the Consolidation. Holders of Common Shares who hold uncertificated shares (that is shares held in book ‑ entry form and not represented by a physical share certificate), either as registered holders or beneficial owners, will have their existing book ‑ entry account(s) electronically adjusted by the Company's transfer agent or, for beneficial shareholders, by their brokerage firm, banks, trusts or other nominees that hold in street name for their benefit. Such holders do not need to take any additional actions to exchange their Common Shares for Post-Consolidation Shares. If you hold your Common Shares with such brokerage firm, bank, trust or other nominee, and if you have questions in this regard, you are encouraged to contact your nominee. Registered shareholders holding share certificates will be mailed a letter of transmittal advising of the Consolidation and instructing them to surrender their share certificates representing pre ‑ Consolidation Common Shares for replacement certificates or a direct registration advice representing their Post- Consolidation Shares. Following the effective date of the Consolidation, and until surrendered for exchange, each share certificate formerly representing pre ‑ consolidation Common Shares will be deemed to represent the number of whole Post-Consolidation Shares to which the holder is entitled as a result of the Consolidation.