Michael Serruya - 04 Mar 2022 Form 4 Insider Report for MedMen Enterprises, Inc.

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
09 Mar 2022, 19:21:15 UTC
Prior SEC filing
13 Jan 2022
Next SEC filing
31 Mar 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Michael Serruya

Key filing fact

Michael Serruya filed Form 4 for MedMen Enterprises, Inc. on 09 Mar 2022.

Key facts

  • This page summarizes Michael Serruya's Form 4 filing for MedMen Enterprises, Inc..
  • 1 reported transaction and 1 derivative row are listed below.
  • Accepted by SEC: 09 Mar 2022, 19:21.

Change

  • Previous filing in this sequence was filed on 13 Jan 2022.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

MMNFF transaction Derivative

Top-Up Warrant

Other

Transaction value
$0
Shares
+1,565,140
Change %
Price
$0.000000
Shares after
1,565,140
Date
04 Mar 2022
Ownership
See footnotes
Underlying class
Class B Subordinate Voting Shares
Underlying amount
1,565,140
Exercise price
$0.1615
Footnotes
F1, F2, F3, F4
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 4 footnotes

Footnote F1

Top-Up Warrants exercisable for Class B Subordinate Voting Shares ("Shares") were issued by MedMen Enterprises Inc. ("MedMen") pursuant to the terms of the Fourth Amended and Restated Securities Purchase Agreement dated August 17, 2021 (the "Convertible Facility") in connection with the issuance of Shares by MedMen as part of the Sixth Modification to its Senior Secured Commercial Loan Agreement, which automatically triggered the right of holders of convertible notes issued under the Convertible Facility to be issued on an involuntary basis five-year warrants in order to maintain their pro rata ownership interest (on a partially diluted basis) in Shares.

Footnote F2

The Top-Up Warrants expire on the earlier of the date that is (i) February 2, 2027, and (ii) the date that is the later of (A) 90 days after the Triggering Event (as defined in the Convertible Facility), or (B) if later than the date determined pursuant to the immediately preceding clause (A), 90 days after the issuance of all Shares issued pursuant to the Top-Up Warrant Triggering Event (as defined therein).

Footnote F3

The Top-Up Warrants are owned directly by Superhero Acquisition L.P. ("LP"). Superhero Acquisition Corp. ("Corp.") is the general partner of LP. MOS Holdings Inc. ("MOS") owns approximately one-third of the outstanding equity interests in Corp. S5 Holdings Limited Liability Company, which is controlled by Michael Serruya, has an 8% in LP. Accordingly, for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, Mr. Serruya and MOS may each be deemed a beneficial owner with respect to securities held of record by LP and has shared voting and investment power with respect to such securities. Securities reported represent the proportionate amount attributed to Mr. Serruya and MOS.

Footnote F4

Each reporting person disclaims beneficial ownership of these securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

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