UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) December 24, 2020
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MEDMEN ENTERPRISES INC |
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(Exact Name of Registrant as Specified in Its Charter) |
British Columbia
(State or Other Jurisdiction of Incorporation)
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000-56199 |
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98-1431779 |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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10115 Jefferson Boulevard, Culver City, CA |
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90232 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
(424) 330-2082
(Registrant’s Telephone Number, Including Area Code)
__________________________________________
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Item 7.01. Regulation FD Disclosure.
On December 24, 2020, MedMen Enterprises Inc. (the “Company”) issued a press release announcing the cancellation of the remaining 815,295 Class A Super Voting Shares that had been held by Andrew Modlin and the concurrent expiration of the proxy related to the shares granted to Benjamin Rose. The press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is hereby furnished pursuant to this Item 7.01. The information disclosed under this Item 7.01, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 8.01. Other Events.
On December 24, 2020, the Company announced that effective as of December 10, 2020, the remaining 815,295 Class A Super Voting Shares that had been held by Andrew Modlin were automatically cancelled, and concurrently, the proxy that Mr. Modlin had granted to Benjamin Rose in respect of the voting of such shares expired. As a result of the share cancellation, the Company has only one class of outstanding shares, being the Class B Subordinate Voting Shares.
Item 9.01. Financial Statements and Exhibits.
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Exhibit No. |
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Exhibit |
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2 |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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MEDMEN ENTERPRISES INC |
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Date: December 28, 2020 |
By: |
/s/ Tom Lynch |
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Name: |
Tom Lynch |
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Title: |
Interim Chief Executive Officer |
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EXHIBIT 99.1
December 24, 2020
MedMen Announces Cancellation of 815,295 Class A Super Voting Shares
LOS ANGELES--(BUSINESS WIRE)-- MedMen Enterprises Inc. (CSE: MMEN) (OTCQX: MMNFF) (“MedMen” or the “Company”), a cannabis retailer with operations across the U.S., today announced that effective as of December 10, 2020, pursuant to the terms and conditions contained in a purchase agreement between MedMen and Andrew Modlin dated January 30, 2020, the remaining 815,295 Class A super voting shares that had been held by Mr. Modlin were automatically cancelled. Concurrently, the proxy that Mr. Modlin had granted to Benjamin Rose in respect of the voting of such shares expired. As a result of the share cancellation, the Company has only one class of outstanding shares, being the Class B subordinate voting shares.
ABOUT MEDMEN:
MedMen is a cannabis retailer with flagship locations in California, Nevada, Illinois, Florida, and New York. MedMen offers a robust selection of high-quality products, including MedMen-owned brands [statemade], LuxLyte, and MedMen Red through its premium retail stores, proprietary delivery service, as well as curbside and in-store pick up. MedMen Buds, the Company’s loyalty program, provides exclusive access to promotions, product drops and content. MedMen believes that a world where cannabis is legal and regulated is safer, healthier and happier. Learn more about MedMen and The MedMen Foundation at www.medmen.com.
MEDIA CONTACT:
Julian Labagh
Email: communications@medmen.com
INVESTOR RELATIONS CONTACT:
Reece Fulgham
Email: investors@medmen.com