RIV Capital Acknowledges Receipt of Shareholder Meeting Requisition

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TORONTO – RIV Capital Inc. (“RIV Capital” or the “Company”) (CSE: RIV) (OTC: CNPOF) today announced that its board of directors (the “Board”) received a shareholder requisition on December 20, 2022, requesting that the Company call a special meeting of RIV Capital’s shareholders for the purpose of, among other things, electing five new directors to the Board, just three months after shareholders elected all seven of the Company’s nominees at its Annual General Meeting.

The shareholders making the requisition, funds that are controlled or directed by JW Asset Management, LLC (“JWAM”), have advised the Company that they hold not less than five percent (5%) of the Company’s Class A common shares. JWAM had previously filed an application with the Ontario Superior Court of Justice in connection with the Company’s process regarding its acquisition of ownership and control of Etain, LLC and Etain IP LLC, seeking, among other things, an order that the Company repurchase all Class A common shares held by the JWAM funds. The application was heard in September 2022 and the parties are currently awaiting disposition of the matter from the Court.

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The Company is reviewing and considering the requisition with its professional advisors and will respond appropriately in due course. RIV Capital’s shareholders are not required to take any action at this time.

About RIV Capital

RIV Capital is an acquisition and investment firm with a focus on building a leading multistate platform with one of the strongest portfolios of brands in key strategic U.S. markets. Backed by in-house expertise and cannabis domain knowledge, RIV Capital aims to grow its own brands and partner with established U.S. cannabis operators and brands to bring them to new markets and build market share. RIV Capital established the foundational building blocks of its active U.S. strategy with the announced Transaction. Through its strategic relationship with The Hawthorne Collective, Inc. (“The Hawthorne Collective”), a subsidiary of ScottsMiracle-Gro, RIV Capital is The Hawthorne Collective’s preferred vehicle for cannabis-related investments not under the purview of other ScottsMiracle-Gro subsidiaries.

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