SC 13G: SciSparc Ltd.

AI Summary

SC 13G filing by SciSparc Ltd..

Risk Assessment

Risk Level: low

FAQ

Key Financial Figures

• $20 million — the Issuer has the option to sell up to $20 million of its Oridnary Shares to YA II, and YA

Filing Documents

• tm248112d1_sc13.htm (SC 13G) — 123KB
• tm248112d1_ex99-1.htm (EX-99.1) — 9KB
• 0001104659-24-031530.txt ( ) — 134KB

From the Filing

SC 13G 1 tm248112d1_sc13.htm FORM 13-G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 SciSparc Ltd. (Name of Issuer) Ordinary Shares, no par value (Title of Class of Securities) M82618113 (CUSIP Number) February 27, 2024 (Date of Event, which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ¨ Rule 13d-1(b) x Rule 13d-1(c) ¨ Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information, which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act out shall be subject to all other provisions of the Act, (however, see the Notes). CUSIP No. M82618113 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) YA II PN, Ltd. (98-0615462) 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) x (b) ¨ 3. SEC Use Only 4. Citizenship or Place of Organization: Cayman Islands Number of Shares Beneficially Owned by Each Reporting Person With 5. Sole Voting Power: 0 6 Shared Voting Power: 115,482* 7. Sole Dispositive Power: 0 8. Shared Dispositive Power: 115,482* 9. Aggregate Amount Beneficially Owned by Each Reporting Person: 115,482* 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ 11. Percentage of Class Represented by Amount in Row (9): 9.99%** 12. Type of Reporting Person (See Instructions): OO * 115,482 Oridnary Shares, no par value per share (“Ordinary Shares”) of SciSparc Ltd. (the “Issuer”) consisting of the direct ownership of 55,293 Ordinary Shares and the deemed ownership of 60,189 additional Ordinary Shares that the reporting person has the right to acquire within 60 days of the date of the report. ** Calculation based on 1,155,973 outstanding Ordinary Shares, consisting of 1,095,784 Ordinary Shares outstanding as of February 27, 2024 as reported by the Issuer in its Registration additional 60,189 Ordinary Shares that the reporting person has the right to acquire within 60 days of the date of the report. CUSIP No. M82618113 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) YA Global Investments II (U.S.), LP 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) x (b) ¨ 3. SEC Use Only 4. Citizenship or Place of Organization: Cayman Islands Number of Shares Beneficially Owned by Each Reporting Person With 5. Sole Voting Power: 0 6 Shared Voting Power: 115,482* 7. Sole Dispositive Power: 0 8. Shared Dispositive Power: 115,482* 9. Aggregate Amount Beneficially Owned by Each Reporting Person: 115,482* 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ 11. Percentage of Class Represented by Amount in Row (9): 9.99%** 12. Type of Reporting Person (See Instructions): OO * 115,482 Oridnary Shares of the Issuer consisting of the direct ownership of 55,293 Ordinary Shares and the deemed ownership of 60,189 additional Ordinary Shares that the reporting person has the right to acquire within 60 days of the date of the report. ** Calculation based on 1,155,973 outstanding Ordinary Shares, consisting of 995,907 Ordinary Shares outstanding as of February 27, 2024 as reported by the Issuer in its Form F-1 and an additional 60,189 Ordinary Shares that the reporting person has the right to acquire within 60 days of the date of the report. CUSIP No. M82618113 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Yorkville Advisors Global, LP 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) x (b) ¨ 3. SEC Use Only 4. Citizenship or Place of Organization: Cayman Islands Number of Shares Beneficially Owned by Each Reporting Person With 5. Sole Voting Power: 0 6 Shared Voting Power: 115,482* 7. Sole Dispositive Power: 0 8. Shared Dispositive Power: 115,482* 9. Aggregate Amount Beneficially Owned by Each Reporting Person: 115,482* 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ 11. Percentage of Class Represented by Amount in Row (9): 9.99%** 12. Type of Reporting Person (See Instructions): OO * 115,482 Oridnary Shares of the Issuer consisting of the direct ownership of 55,293 Ordinary Share

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