Forbidden Distillery Inc. entered into a binding non-arm's length amalgamation agreement to acquire Spartan Acquisition Corp. (TSXV:VDKA.P) in a reverse merger transaction for CAD 12.1 million on November 20, 2020. Each common share in the capital of Spartan outstanding immediately prior to the amalgamation (other than Spartan Shares held by shareholders who exercise their dissent rights) shall be converted into one common share in the capital of the resulting issuer. As a result of the amalgamation, the current shareholders of Forbidden would own a majority of the issued and outstanding resulting issuer shares. Upon completion of the amalgamation, former holders of Spartan Shares will hold an aggregate of 4.7885 million resulting issuer shares representing approximately 8.39% of the outstanding resulting issuer shares (7.97% assuming the Maximum Financing is fully subscribed) and the former holders of Forbidden Shares will hold an aggregate of 40.296 million resulting issuer shares representing approximately 70.59% of the outstanding resulting issuer shares (67.07% assuming the Maximum Financing is fully subscribed). Upon completion of the amalgamation, the resulting issuer will be named as Forbidden Spirits Distilling Corp. and will be listed on the TSX Venture Exchange under the ticker symbol “VDKA”. On February 11, 2021 Forbidden has completed a first tranche of its private placement of subscription receipts for aggregate gross proceeds of approximately CAD 1.35 million. On March 8, 2021 Forbidden has completed a second tranche of the private placement of subscription receipts for aggregate gross proceeds of approximately CAD 330,750 and the repayment of CAD 309,651 in debt. On April 28, 2021 Forbidden completed its private placement (the “Concurrent Financing”) of subscription receipts for total aggregate gross proceeds of approximately CAD 3,600,000, including the repayment of a total of CAD 607,594 in debt. Forbidden has issued an aggregate total of 12,000,000 Subscription Receipts at a purchase price of CAD 0.30 per Subscription Receipt. As of July 5, 2021, Forbidden announces an amendment to its previously announced private placement of subscription receipts. The total amended aggregate gross proceeds raised is approximately CAD 3,477,500 which includes the unchanged repayment of a total of CAD 607,594 in debt. Forbidden also announced the passing of an extraordinary resolution at a Special Meeting of holders of Subscription Receipt held on July 5, 2021 to amend the Subscription Receipt Agreement to extend the deadline applicable for the consummation of the business combination between Forbidden and the Spartan until 5:00 p.m. (Kelowna time) on August 31, 2021 or September 30, 2021.

Blair Wilson will serve as Director, President and Chief Executive Officer, Terese Gieselman will serve as Chief Financial Officer and Director, Kelly Wilson will serve as Corporate Secretary and Eugene Hodgson, Kristi Miller and Maya Kanigan will serve as Directors of the resulting issuer. Upon completion of the Amalgamation, it is anticipated that Karen Danard will resign as a director of Spartan. As of November 23, 2021, special meeting of holders of common shares in the capital of Spartan to be held at the offices of Pushor Mitchell LLP, 301 1665 Ellis Street, Kelowna, British Columbia V1Y 2B3, at 11:00 a.m on December 15, 2021. The TSX Venture Exchange Inc. has conditionally accepted the Amalgamation and the listing of the Resulting Issuer Shares to be issued pursuant to the Amalgamation, subject to satisfaction of certain conditions.

The amalgamation must be approved by not less than 662/3% of the votes cast at the meeting of Spartan Shareholders. In addition, the “Majority of the Minority” approval will be required from disinterested Spartan shareholders. The completion of the amalgamation is subject to the completion of the concurrent financing to ne undertaken on a non-brokered private placement, the approval by the shareholders of Spartan to complete the amalgamation; approval of listing of consideration shares on TSVX, dissenters rights limited to 10%, resignations of Spartan Directors, execution of escrow agreements, approval of Board of Spartan and Forbidden, the approval by the shareholders of Forbidden to complete the amalgamation and receipt of all requisite regulatory, stock exchange, court, or governmental authorizations and consents, including the exchange. The transaction is expected to close on or before March 31, 2021. Eugene Hodgson of Pushor Mitchell LLP acted as legal advisor to Spartan in the transaction.