Mr. Gavin Davidson reports

CAPTOR ENTERS INTO JOINT VENTURE WITH CALIFORNIA BASED CANNABIS RETAIL CHAIN AND OBTAINS A 51% INTEREST IN A TOTAL OF 9 CANNABIS DISPENSARIES IN NORTHERN CALIFORNIA

Captor Capital Corp. has entered into a joint venture with California-based Three Habitat Consulting Holdco Inc., which owns and operates a retail chain of dispensaries in California under the brand One Plant. Captor and Three Habitat have set up a joint venture company called Captor Retail Group Inc. (CRG), which will be owned 51 per cent by Captor and 49 per cent by Three Habitat. Under the terms of a contribution agreement entered into between Captor and Three Habitat, Captor will contribute $2-million in cash along with its two Chai-branded dispensaries in Santa Cruz and Castroville in exchange for its 51-per-cent interest in CRG. Three Habitat will contribute its seven One Plant dispensaries to CRG in exchange for its 49-per-cent interest in CRG. Of the seven dispensaries being contributed to the joint venture by Three Habitat, the retail dispensaries in Salinas, Atwater and El Sobrante are licensed and open for business. The locations in Antioch, Goleta, Lompoc and Palm Springs are currently under construction and are expected to be operational soon.

Adam Wilks, chief operating officer of Three Habitat, will assume the role of chief executive officer of Captor Retail Group and will manage the day-to-day operations of all nine dispensaries, as well as oversee the transfer of the dispensary licences to CRG, as well as the construction and licensing of the four One Plant dispensaries that are currently under construction. Mr. Wilks brings more than a dozen years of experience in the quick-service-restaurant (QSR) industry, having worked with brands including Yogen Fruz, Pinkberry, Cold Stone Creamery and Buy N Bulk. Mr. Wilks currently oversees Three Habitat's chain of dispensaries and real estate portfolio in California.

"We are thrilled to join forces with such a strong partner that shares our corporate culture. Our focus remains on profitability as well as sustainable growth, as we continue to connect to our customers in a meaningful way," said Captor Retail Group CEO Mr. Wilks.

Once all dispensaries become operational and CRG holds all of the requisite regulatory licences, Captor will hold an interest in 51 per cent of nine operating cannabis dispensaries in northern California. To the extent that any dispensary licence is unable to be successfully transferred to CRG, the party that was supposed to contribute the relevant dispensary to CRG under the contribution agreement will have its equity ownership in CRG scaled back on a proportionate basis. There can be no assurance that the requisite regulatory approval will be received to permit the transfer of all nine dispensary licences to CRG.

"The acquisition is in line with Captor's strategy of building a leading cannabis retail, e-commerce and delivery hub in the lucrative, but less competitive and costly, northern California market. The resulting retail footprint of nine stores will make Captor one of the largest retailers in northern California," said Captor Capital CEO John Zorbas. "We are confident that, with Adam Wilks leading our fantastic operations, this acquisition will strengthen Captor's position as one of California's leading cannabis retailers."

Upon Captor and Three Habitat making their contributions in accordance with the contribution agreement, Captor intends to move its Mellow Extracts business into the One Plant location in Antioch, Calif. As such, the licensing efforts in Costa Mesa, Calif., the current location of Mellow Extracts, have been abandoned. It is intended that all extraction- and edible-making equipment that belongs to Mellow Extracts will be moved into a 10,000-square-foot space attached to the One Plant location in Antioch. That location is currently zoned to allow cannabis manufacturing and processing, and Captor will commence the licensing application process once the extraction- and edible-making equipment has been moved to Antioch. Captor will retain 100-per-cent ownership of Mellow Extracts and its ownership will not be transferred to CRG as part of the joint venture.

CEO of Captor Mr. Zorbas stated: "The decision to move Mellow Extracts to Antioch is a strategic one. We wanted to create a centralized hub for retail, manufacturing and distribution that is within a 90-minute drive to majority of the future CRG dispensary locations. We intend Mellow to be a main supplier of oils, concentrates and edibles to all of our dispensaries, and it made sense for us to move Mellow from southern to northern California."

There can be no assurance of when the manufacturing and processing licences will be received by Mellow Extracts, or if they will be received at all.

About Captor Capital Corp.

Captor Capital is a Canadian cannabis company listed on the Canadian Securities Exchange, the OTC, and the Frankfurt and Stuttgart stock exchanges. Captor provides recreational and marijuana-based products to consumers, as well as other high-demand cannabis-based goods for consumption. The company follows a strategy of acquiring cash-flowing, established companies and organizations with growth potential that require capital to scale. Captor currently has a number of revenue-generating cannabis assets including the Chai Cannabis Co. dispensaries in Santa Cruz and Monterey, Calif. The company also owns Mellow Extracts, based in Costa Mesa, Calif. (launch date to be determined).

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