Barak’s Israeli Pot Firm to List on Nasdaq via REIT

InterCure Ltd., the Israeli cannabis producer whose chairman is former Prime Minister Ehud Barak, agreed to be acquired by blank-check company Subversive Real Estate Acquisition REIT LP with the intent of listing its shares on the Nasdaq.

The transaction will value Tel Aviv-listed InterCure, doing business as Canndoc, at $300 million and is scheduled to be completed in April, Subversive said in a statement. The REIT said it has received private placement commitments of $65 million, which it intends to use to fund the merger and the growth of Canndoc after the deal.

“While Israel has had a medical regime like in Canada, it’s never had a well-funded global player until now,” Michael Auerbach, the founder of Subversive Capital, said in a phone interview about the deal. Canndoc’s strong balance sheet and access to Israel’s advanced research into cannabis-based medicine will position it to capitalize on the expected legalization of recreational cannabis in Israel this year or in 2022, he said.

The Nasdaq listing will help Canndoc access a more liquid market than the Tel Aviv exchange and give U.S. investors an option to invest in an international company that’s federally legal in its own jurisdiction.

The plan is the second recent cannabis deal by Auerbach, whose other blank-check firm -- Subversive Capital Acquisition Corp. -- recently named rapper Shawn “Jay-Z” Carter as its chief visionary officer. Cannabis firms have increasingly been using special-purpose acquisition companies, or SPACs, to reach the public markets because they still have a hard time accessing capital due to the U.S. federal prohibition on pot.

While regulatory headway for the industry is widely expected this year now that Democrats control the U.S. Senate, consolidation is still predicted in an industry with many small players.

Subversive Real Estate’s deal is an example of how much more global the cannabis business is becoming. Since the Israeli government allowed cannabis to be imported in 2019, Canndoc led the way with product from Tilray Inc. It also has partnerships with companies including Aphria Inc., Organigram Holdings Inc. and Charlotte’s Web Inc.

Subversive Real Estate recently became the second publicly traded cannabis real-estate investment trust -- a corporate structure that brings tax benefits. It announced a pact to merge with Inception REIT last year, which it later withdrew. Subversive Real Estate trades on the U.S. over-the-counter market and Canada’s NEO Exchange.

The closing of the transaction is subject to listing approval from the Nasdaq and approval of InterCure shareholders, among other conditions. Canaccord Genuity Corp. and Cowen Inc. advised Subversive Real Estate.

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