Gotham Green Partners LLC - 17 Aug 2021 Form 4/A - Amendment Insider Report for MedMen Enterprises, Inc.

Role
10%+ Owner
Signature
/s/ Jason Adler, Managing Member
Issuer symbol
N/A
Transactions as of
17 Aug 2021
Net transactions value
-$141,788,943
Form type
4/A - Amendment
Filing time
01 Sep 2021, 17:38:27 UTC
Date Of Original Report
19 Aug 2021
Next filing
08 Mar 2022
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MMNFF Class B Subordinate Voting Shares Sale -2,685,240 -100% 0 18 Aug 2021 See footnote 3. F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction MMNFF Convertible Note Other $39,465,521 $13,155,174 17 Aug 2021 Class B Subordinate Voting Shares 258,113,285 $0.1529 See footnote 7. F4, F5, F6, F7
transaction MMNFF Convertible Note Other $8,586,065 $2,862,022 17 Aug 2021 Class B Subordinate Voting Shares 53,383,489 $0.1608 See footnote 7. F5, F6, F7
transaction MMNFF Convertible Note Other $32,347,544 $10,782,515 17 Aug 2021 Class B Subordinate Voting Shares 190,279,668 $0.1700 See footnote 7. F4, F5, F6, F7
transaction MMNFF Convertible Note Other $1,315,803 $438,601 17 Aug 2021 Class B Subordinate Voting Shares 4,624,967 $0.2845 See footnote 7. F4, F5, F6, F7
transaction MMNFF Convertible Note Other $60,074,009 $20,024,670 17 Aug 2021 Class B Subordinate Voting Shares 176,688,263 $0.3400 See footnote 7. F4, F5, F6, F7
transaction MMNFF Warrant Other -265,152 -65% 142,775 17 Aug 2021 Class B Subordinate Voting Shares 265,152 $4.29 See footnote 7. F5, F6, F7
transaction MMNFF Warrant Other -917,832 -65% 494,218 17 Aug 2021 Class B Subordinate Voting Shares 917,832 $3.72 See footnote 7. F5, F6, F7
transaction MMNFF Warrant Other -894,886 -65% 481,862 17 Aug 2021 Class B Subordinate Voting Shares 894,886 $4.29 See footnote 7. F4, F5, F6, F7
transaction MMNFF Warrant Other -3,097,684 -65% 1,667,984 17 Aug 2021 Class B Subordinate Voting Shares 3,097,684 $3.72 See footnote 7. F4, F5, F6, F7
transaction MMNFF Warrant Other -341,328 -65% 183,792 17 Aug 2021 Class B Subordinate Voting Shares 341,328 $3.64 See footnote 7. F4, F5, F6, F7
transaction MMNFF Warrant Other -1,181,520 -65% 636,204 17 Aug 2021 Class B Subordinate Voting Shares 1,181,520 $3.16 See footnote 7. F4, F5, F6, F7
transaction MMNFF Warrant Other -426,560 -65% 229,687 17 Aug 2021 Class B Subordinate Voting Shares 426,560 $1.17 See footnote 7. F4, F5, F6, F7
transaction MMNFF Warrant Other -1,476,555 -65% 795,068 17 Aug 2021 Class B Subordinate Voting Shares 1,476,555 $1.01 See footnote 7. F4, F5, F6, F7
transaction MMNFF Warrant Other -40,413,468 -65% 21,761,099 17 Aug 2021 Class B Subordinate Voting Shares 40,413,468 $0.1608 See footnote 7. F5, F6, F7
transaction MMNFF Warrant Other -42,511,445 -65% 22,890,778 17 Aug 2021 Class B Subordinate Voting Shares 42,511,445 $0.1529 See footnote 7. F4, F5, F6, F7
transaction MMNFF Warrant Other -10,627,861 -65% 5,722,695 17 Aug 2021 Class B Subordinate Voting Shares 10,627,861 $0.1529 See footnote 7. F5, F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Shares sold were held indirectly by the following affiliated funds: Gotham Green Fund 1 L.P., Gotham Green Fund I (Q) L.P., Gotham Green Fund II L.P., and Gotham Green Fund II (Q) L.P. See also footnotes 3 and 7.
F2 The shares were sold in a private sale for total consideration of $200,000.
F3 Gotham Green Partners, LLC is the SEC registered investment adviser to the Gotham funds. Gotham Green GP 1, LLC is the general partner of Gotham Green Fund 1, L.P. and Gotham Green Fund 1(Q), L.P. Gotham Green GP II, LLC is the general partner to Gotham Green Fund II, L.P. and Gotham Green Fund II(Q), L.P. Gotham Green Partners SPV IV GP, LLC is the general partner of Gotham Green Partners SPV IV, L.P., and Gotham Green Partners SPV VI GP, LLC is the general partner of Gotham Green Partners SPV VI, L.P.
F4 On August 19, 2021, the Reporting Person filed a Form 4 which inadvertently included amounts held by other parties. This amendment reports the amounts for the Reporting Person and its affiliated funds.
F5 In connection with the disposition of the securities, the parties entered into a Fourth Amended and Restated Securities Purchase Agreement dated August 17, 2021, pursuant to which amended and restated Convertible Notes and Warrants were issued.
F6 Convertible Notes and Warrants reported on this Form 4 were sold for aggregate consideration of $45.2 million plus Tilray, Inc. agreed to issue an aggregate of 7,685,140 shares of its common stock subject to adjustment, provided that if certain stockholder approval is not obtained, the Reporting Person may elect to receive cash.
F7 Amounts reported are held indirectly by the following affiliated funds: Gotham Green Fund 1, L.P, Gotham Green Fund 1(Q), L.P., Gotham Green Fund II, L.P., Gotham Green Fund II(Q), L.P., Gotham Green Partners SPV IV, L.P. and Gotham Green Partners SPV VI, L.P., each of which is the sole member of the following entities, respectively: Gotham Green Fund 1 HoldCo, LLC, Gotham Green Fund 1(Q) HoldCo, LLC, Gotham Green Fund II HoldCo, LLC, Gotham Green Fund II(Q) HoldCo, LLC, Gotham Green Partners SPV IV HoldCo, LLC, and Gotham Green Partners SPV VI HoldCo, LLC. See also footnote 3.