0001829126-22-005548.txt : 20220308 0001829126-22-005548.hdr.sgml : 20220308 20220308154359 ACCESSION NUMBER: 0001829126-22-005548 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220304 FILED AS OF DATE: 20220308 DATE AS OF CHANGE: 20220308 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gotham Green Partners LLC CENTRAL INDEX KEY: 0001796617 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56199 FILM NUMBER: 22721509 BUSINESS ADDRESS: STREET 1: 1437 4TH STREET CITY: SANTA MONICA STATE: CA ZIP: 90401 BUSINESS PHONE: 212-659-3838 MAIL ADDRESS: STREET 1: 1437 4TH STREET CITY: SANTA MONICA STATE: CA ZIP: 90401 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MedMen Enterprises, Inc. CENTRAL INDEX KEY: 0001776932 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-RETAIL STORES, NEC [5990] IRS NUMBER: 981431779 STATE OF INCORPORATION: A1 FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 10115 JEFFERSON BOULEVARD CITY: CULVER CITY STATE: CA ZIP: 90232 BUSINESS PHONE: 4243302082 MAIL ADDRESS: STREET 1: 10115 JEFFERSON BOULEVARD CITY: CULVER CITY STATE: CA ZIP: 90232 4 1 ownership.xml FORM 4 X0306 4 2022-03-04 0 0001776932 MedMen Enterprises, Inc. MMNFF 0001796617 Gotham Green Partners LLC 1437 4TH STREET SUITE 200 SANTA MONICA CA 90401 0 0 1 0 Top-Up Warrant 0.1615 2022-03-04 4 J 0 31355 0 A 2022-03-04 Class B Subordinate Voting Shares 31355 31355 I By Gotham Green Fund 1 HoldCo, LLC Top-Up Warrant 0.1615 2022-03-04 4 J 0 125439 0 A 2022-03-04 Class B Subordinate Voting Shares 125439 125439 I By Gotham Green Fund 1 (Q) HoldCo, LLC Top-Up Warrant 0.1615 2022-03-04 4 J 0 57859 0 A 2022-03-04 Class B Subordinate Voting Shares 57859 57859 I By Gotham Green Fund II HoldCo, LLC Top-Up Warrant 0.1615 2022-03-04 4 J 0 336757 0 A 2022-03-04 Class B Subordinate Voting Shares 336757 336757 I By Gotham Green Fund II (Q) HoldCo, LLC Top-Up Warrant 0.1615 2022-03-04 4 J 0 565890 0 A 2022-03-04 Class B Subordinate Voting Shares 565890 565890 I By Gotham Green Partners SPV IV HoldCo, LLC Top-Up Warrant 0.1615 2022-03-04 4 J 0 354827 0 A 2022-03-04 Class B Subordinate Voting Shares 354827 354827 I By Gotham Green Partners SPV VI HoldCo, LLC 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. 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). 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. 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). /s/ Jason Adler, Managing Member 2022-03-08