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Subversive Capital Acquisition Corp. Announces Limited Redemptions With $381 Million In Cash Remaining In Escrow

January 13, 2021 GMT

NEW YORK and TORONTO, Jan. 13, 2021 /PRNewswire/ -- Subversive Capital Acquisition Corp. (NEO: SCV.A.U, SCV.WT.U, OTCQX: SBVCF) (“SCAC”), a special purpose acquisition company, is pleased to announce that, after processing the notices of redemption received prior to the redemption deadline, SCAC will have an aggregate of US$381 million to execute on its growth strategy and fund transaction expenses and considerations. As previously announced, SCAC will acquire, directly or indirectly, all of the equity of CMG Partners, Inc. (“Caliva”) and Left Coast Ventures, Inc. (“Left Coast Ventures”) (collectively, the “Transaction”) to form TPCO Holding Corp. (“The Parent Company”). SCAC also entered into agreements with global icon, entrepreneur and MONOGRAM founder, Shawn “JAY-Z” Carter, and entertainment powerhouse Roc Nation.


Michael Auerbach, Chairman of SCAC and The Parent Company, said, “The limited redemptions reaffirm investor confidence for The Parent Company and our vertically integrated strategy to consolidate and dominate the California cannabis market. We are grateful for our shareholders’ support and look forward to the anticipated close of the transaction later this week.”

The Parent Company will own its supply chain, enabling the company to leverage scale and profitably produce and distribute a broad portfolio of cannabis products for every consumer segment. The vertically integrated, omnichannel strategy will maximize gross profit and EBITDA margins, scale consumer reach, generate proprietary consumer data, and beat the illicit market on price, quality, and convenience.

After completion of the Transaction, The Parent Company will be one of the most well-capitalized cannabis companies in the United States and will pursue an aggressive M&A strategy to accelerate growth, market share gains, and profitability.

SCAC anticipates that the Transaction will close on or around January 15, 2021, subject to customary closing conditions. A copy of the final prospectus (the “Prospectus”) associated with the Transaction is available on SEDAR at www.sedar.com and on SCAC’s website at www.subversivecapital.com/s/Prospectus.


About Subversive Capital Acquisition Corp.

Subversive Capital Acquisition Corp. is a special purpose acquisition corporation incorporated under the laws of the Province of British Columbia for the purpose of effecting, directly or indirectly, a qualifying transaction within a specified period of time. Founded by Michael Auerbach and led by Chief Executive Officer, Leland Hensch, SCAC is dedicated to investing in radical companies whose core missions subvert the status quo. For more information, visit www.subversivecapital.com.

About The Parent Company

The Parent Company (TPCO Holding Corp.) (OTCQX: SBVCF, NEO: SVC.A.U, SVC.WT.U) will be California’s leading vertically-integrated cannabis company combining best-in-class operations with leading voices in popular culture and social impact. The Parent Company brings together global icon and entrepreneur Shawn “JAY-Z” Carter, entertainment powerhouse ROC NATION, California’s leading direct-to-consumer platform CALIVA, and leading cannabis and hemp manufacturer, LEFT COAST VENTURES, to form a cannabis industry leader for the post-prohibition era. Chief Visionary Officer Shawn “JAY-Z” Carter, one of the most recognized and celebrated entrepreneurs of our time, will guide The Parent Company’s brand strategy in partnership with Roc Nation, the world’s preeminent entertainment company with a roster of culture-making artists, athletes and influencers. The brands we build together will pave a new path forward for a legacy rooted in equity, access, and justice. See “Forward Looking Statements” below for more information on The Parent Company.

About Roc Nation

Roc Nation, founded in 2008 by JAY-Z, has grown into the world’s preeminent entertainment company. Roc Nation works in every aspect of modern entertainment, with recording artists, producers, songwriters, and more. Roc Nation’s client list includes some of the world’s most recognizable names in entertainment, from Rihanna and Rapsody to Buju Banton and Snoh Aalegra. Roc Nation is a full-service organization, supporting a diverse roster of talent via artist management, music publishing, touring, production, strategic brand development, and beyond. Roc Nation Sports was founded in 2013, bringing the organization’s full-service touch to athletes across the NFL, NBA, MLB, and global soccer. For further information, visit rocnation.com.

About Caliva

Caliva is a leading single-state cannabis operator in California. Founded in 2015, Caliva’s industry advantage comes from its vertical integration and direct-to-consumer platform. This direct-to-consumer experience enables customers to purchase cannabis at Caliva’s retail stores and place orders online for in-store pickup or same-day delivery straight to their door. Caliva’s plant-based solutions serve over 1 million customers and are designed to fit any lifestyle. Caliva’s commitment to compliance and quality reinforce its position as THE MOST TRUSTED NAME IN CANNABIS™. For more information visit caliva.com or follow along on Instagram, @GoCaliva.

About Left Coast Ventures

Headquartered in Santa Rosa, CA, Left Coast Ventures is a diversified cannabis and hemp company specializing in cultivation, extraction, manufacturing, brand development, and distribution. Left Coast Ventures and its subsidiaries are working to shape the future of the legal cannabis industry in the United States through acquisitions, investments, and incubation while building a respected portfolio of top shelf brands. Wholly owned, licensed, and/or distributed brands within the Left Coast Ventures portfolio include Marley Natural, Mind Your Head by Mickey Hart, Mirayo by Carlos Santana, JEF, SoulSpring, Provault, Chill, Headlight, Get Zen, New Frontier Brewing, and Yummi Karma/High Gorgeous.

Forward-Looking Statements

This press release may contain forward-looking information within the meaning of applicable securities legislation which reflects SCAC’s current expectations regarding future events. The words “will”, “expects”, “intends” and similar expressions are often intended to identify forward looking information, although not all forward-looking information contains these identifying words.

Specific forward-looking information contained in this press release includes, but is not limited to, statements concerning the completion of the Transaction and the expected timing thereof, and the ability of SCAC to execute on its growth strategy. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond SCAC’s control, which could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking information. Such risks and uncertainties include, but are not limited to: failure to complete the Transaction, inability to obtain requisite regulatory or shareholder approvals, changes in general economic, business and political conditions, changes in applicable laws, the U.S. and Canadian regulatory landscapes and enforcement related to cannabis, changes in public opinion and perception of the cannabis industry, reliance on the expertise and judgment of senior management, as well as the factors discussed under the heading “Risk Factors” in the Prospectus which is available on SEDAR at www.sedar.com. SCAC undertakes no obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.


Berrin Noorata

Investor Relations

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SOURCE Subversive Capital Acquisition Corp.