Gotham Green Partners LLC - 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
08 Mar 2022, 14:43:59 UTC
Prior SEC filing
01 Sep 2021
Next SEC filing
28 Jun 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Jason Adler, Managing Member

Key filing fact

Gotham Green Partners LLC filed Form 4 for MedMen Enterprises, Inc. on 08 Mar 2022.

Key facts

  • This page summarizes Gotham Green Partners LLC's Form 4 filing for MedMen Enterprises, Inc..
  • 6 reported transactions and 6 derivative rows are listed below.
  • Accepted by SEC: 08 Mar 2022, 14:43.

Change

  • Previous filing in this sequence was filed on 01 Sep 2021.
  • 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
+31,355
Change %
Price
$0.000000
Shares after
31,355
Date
04 Mar 2022
Ownership
By Gotham Green Fund 1 HoldCo, LLC
Underlying class
Class B Subordinate Voting Shares
Underlying amount
31,355
Exercise price
$0.1615
Footnotes
F1, F2, F3, F4
MMNFF transaction Derivative

Top-Up Warrant

Other

Transaction value
$0
Shares
+125,439
Change %
Price
$0.000000
Shares after
125,439
Date
04 Mar 2022
Ownership
By Gotham Green Fund 1 (Q) HoldCo, LLC
Underlying class
Class B Subordinate Voting Shares
Underlying amount
125,439
Exercise price
$0.1615
Footnotes
F1, F2, F3, F4
MMNFF transaction Derivative

Top-Up Warrant

Other

Transaction value
$0
Shares
+57,859
Change %
Price
$0.000000
Shares after
57,859
Date
04 Mar 2022
Ownership
By Gotham Green Fund II HoldCo, LLC
Underlying class
Class B Subordinate Voting Shares
Underlying amount
57,859
Exercise price
$0.1615
Footnotes
F1, F2, F3, F4
MMNFF transaction Derivative

Top-Up Warrant

Other

Transaction value
$0
Shares
+336,757
Change %
Price
$0.000000
Shares after
336,757
Date
04 Mar 2022
Ownership
By Gotham Green Fund II (Q) HoldCo, LLC
Underlying class
Class B Subordinate Voting Shares
Underlying amount
336,757
Exercise price
$0.1615
Footnotes
F1, F2, F3, F4
MMNFF transaction Derivative

Top-Up Warrant

Other

Transaction value
$0
Shares
+565,890
Change %
Price
$0.000000
Shares after
565,890
Date
04 Mar 2022
Ownership
By Gotham Green Partners SPV IV HoldCo, LLC
Underlying class
Class B Subordinate Voting Shares
Underlying amount
565,890
Exercise price
$0.1615
Footnotes
F1, F2, F3, F4
MMNFF transaction Derivative

Top-Up Warrant

Other

Transaction value
$0
Shares
+354,827
Change %
Price
$0.000000
Shares after
354,827
Date
04 Mar 2022
Ownership
By Gotham Green Partners SPV VI HoldCo, LLC
Underlying class
Class B Subordinate Voting Shares
Underlying amount
354,827
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

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. The Filer disclaims beneficial ownership of these securities except to the extent of the Filer's pecuniary interest therein.

Footnote F4

Amounts reported are held indirectly by the following 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).

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