MedMen Announces $73 Million Investment from AWH into MedMen’s New York Operations

Investment enables MedMen to deleverage balance sheet in accordance with turnaround plan

New York & Los Angeles – (Feb. 25, 2021) – MedMen Enterprises Inc. (“MedMen” or the “Company”) (CSE: MMEN) (OTCQX: MMNFF), a cannabis retailer with operations across the U.S., today announced the signing of a definitive investment agreement (the “Investment Agreement”) with Ascend Wellness Holdings, LLC (“AWH”), whereby, subject to approval from the New York State Department of Health and other applicable regulatory bodies, AWH will complete an investment (the “Investment”) totaling up to approximately $73 million in MedMen NY Inc. (“MMNY”), MedMen’s subsidiary in the state of New York. In connection with the Investment, and subject to regulatory approval, MMNY will engage the services of AWH pursuant to a management agreement (the “Management Agreement”) under which AWH will advise on MMNY’s operations pending regulatory approval of the Investment transaction.

“We believe the proposed transaction will bring fresh capital and a new perspective to New York’s medical marijuana program and its patients,” said Abner Kurtin, Founder of AWH.

Agreement Terms

Under the terms of the Investment, at closing, MMNY will assume up to approximately $73 million of MedMen’s existing secured debt, AWH will invest $35 million in cash in MMNY, and AWH New York, LLC will issue a senior secured promissory note in favor of MMNY’s senior secured lender in the principal amount of $28 million, guaranteed by AWH, which cash investment and note will be used to reduce the amounts owed to MMNY’s senior secured lender. Following its investment, AWH will hold a controlling interest in MMNY equal to approximately 86.7% of the equity in MMNY, and be provided with an option to acquire MedMen’s remaining interest in MMNY in the future. AWH must also make an additional investment of $10 million in exchange for additional equity in MMNY, which investment will also be used to repay MMNY’s senior secured lender if adult-use cannabis sales commence in MMNY’s dispensaries.

The transactions contemplated by the Investment Agreement are subject to customary closing conditions, including approval from the New York State Department of Health and other applicable regulatory bodies.

Advisors

Moelis & Company LLC served as exclusive financial advisor to MedMen. Foley Hoag LLP served as legal counsel for AWH.

About MedMen

MedMen is a U.S. cannabis retailer with flagship locations in Los Angeles, Las Vegas, Chicago, 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, an industry-first 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.

About AWH

AWH is a vertically integrated operator with assets and partners in Illinois, Michigan, Ohio, Massachusetts and New Jersey. AWH owns and operates state-of-the-art cultivation facilities, growing award winning strains and producing curated selection of products with effect-based categorization. AWH produces and distributes Ozone branded products. For more information, visit www.awholdings.com.

Cautionary Note Regarding Forward-Looking Information and Statements:

This press release contains certain “forward-looking information” within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only MedMen’s beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of MedMen’s control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as “expects”, “believes”, “plans”, “intends”, “anticipates” or variations of words and phrases implying that certain actions, events or results “may”, “could”, “would”, “might”, “will be taken”, “will continue”, “will occur” or “will be achieved”. This forward-looking information is based on certain assumptions made by management and other factors used by management in developing such information. The forward-looking statements contained in this release include, without limitation, statements that assume MMNY is capable of obtaining consent to the Investment from applicable regulatory authorities; statements regarding the amount of MedMen’s secured debt that will be assumed by MMNY; and MedMen’s ownership of MMNY upon completion of the Investment.

Forward-looking information and statements are not a guarantee of future performance and are based upon estimates and assumptions of management at the date the statements are made, including among other things, estimates and assumptions about the transaction with AWH being completed on current terms and current contemplated timelines; the occurrence of any event, change or other circumstances that could give rise to the termination of the Investment Agreement; the inability of either party to consummate the Investment Agreement due to the failure to satisfy conditions and covenants; the inability to obtain required regulatory approvals and third-party consents in order to consummate the transactions contemplated by the Investment Agreement; the inability of AWH to access sufficient capital from internal and external sources to complete the Investment or pay any break fees or similar expenses required under the Investment Agreement; the inability of MedMen to access sufficient capital to reimburse AWH with respect to any deposits under the Investment Agreement; risks related to the disruption of management’s attention from the Company’s ongoing business operations due to the proposed transaction and the effect of the announcement of the proposed transaction on the Company’s relationships with its customers, suppliers and business generally; the inability of management to successfully execute on, and achieve the anticipated results of, MedMen’s strategic plans on the planned timetable or at all; the ability to satisfy operational and financial covenants under MedMen’s existing debt obligations; uncertainties related to the outbreak of COVID-19 and the impact it may have on the global economy and retail sector, particularly the cannabis retail sector in the states in which MedMen operates and on regulation of MedMen’s activities in the states in which it operates; changes in general economic, business and political conditions, including changes in the financial markets; changes in applicable laws generally and adverse future legislative and regulatory developments involving medical and recreational marijuana; the risks of operating in the marijuana industry in the United States, and those other risk factors discussed in MedMen’s Form 10 (as amended), and other continuous disclosure filings, all available under MedMen’s profile on www.sedar.com and at www.sec.gov

Although MedMen believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee cane be given that such forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. Should assumptions underlying the forward-looking statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected.

The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and MedMen does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws.

Forward-looking statements contained in this news release are expressly qualified by this cautionary note.

Source: MedMen Enterprises

Contacts

For MedMen:
Media Contact

Tracy McCourt
MedMen
Chief Revenue Officer
Email: [email protected]

Investor Relations Contact
Reece Fulgham
MedMen
Interim Chief Financial Officer
Email: [email protected]

For AWH:
Media Contact

MATTIO Communications
[email protected]

Investor Contact
Sarah Levy
Director, Investor Relations
[email protected]

 


AWH Re-Opens Downtown Montclair Medical-Use Cannabis Dispensary

Debut of storefront on Bloomfield Avenue offers Montclair and northern New Jersey access to an integrated retail cannabis buying experience

MONTCLAIR, NJ – (Feb. 23, 2021) – Ascend Wellness Holdings, LLC (“AWH”), a multi-state cannabis operator, has re-opened its first New Jersey retail operation as Ascend dispensary.

The newly re-branded Ascend dispensary, located at 395 Bloomfield Avenue, is situated across from the historic Wellmont Theater and steps away from the famous Church Street shopping district. It is the only medical-use dispensary to open in Montclair, offering patients easy access to a simplified shopping experience while fulfilling AWH’s mission of “bettering your life with cannabis.”

The 1,500 square-foot dispensary will employ approximately 30 people and features a redesigned open floor plan of sales and operation space. Ascend also offers patients a digitally integrated retail experience with full online ordering capabilities and the ability to schedule pick up times to streamline the shopping process.

“AWH is on a mission to change the way people in New Jersey think about cannabis and our re-branded store in downtown Montclair is dedicated to a consumer-first mindset that is rooted in the spirit of innovation and best-in-class industry practices,” said AWH Founder and CEO Abner Kurtin.

Ascend is committed to meeting patients’ needs by producing some of the highest quality cannabis products, offering an extensive assortment of affordably priced, high-quality, safe, and reliable products across a range of flowers, pre-rolls, vapes, and topicals.

AWH has proudly partnered with the Last Prisoner Project, a nonprofit organization dedicated to cannabis criminal justice reform, to raise a total of $250,000 in customer donations with a company match by July 2021.

Ascend offers online pre-ordering and dispensary pickup in addition to walk in patients. Patients can learn more information about products and place orders at www.letsascend.com.

About AWH

AWH is a vertically integrated operator with assets and partners in Illinois, Michigan, Ohio, Massachusetts and New Jersey. AWH owns and operates state-of-the-art cultivation facilities, growing award winning strains and producing curated selection of products with effect-based categorization. AWH produces and distributes Ozone branded products. For more information, visit www.awholdings.com.


AWH Brings Innovative Product Lines to Illinois Cannabis Consumers in 2021

Introduces pill-form cannabis to state in partnership with 1906

CHICAGO – (Feb. 9, 2021) – Ascend Wellness Holdings, LLC (“AWH”), a multi-state cannabis operator, announced today an agreement with leading cannabis brand 1906 for production and distribution of its bestselling family of swallowable pills known as Drops to the Illinois cannabis market. Drops are just one of several new products AWH is bringing to market in 2021 along with its own line of Ozone PrePacks and Live Resin cartridges.

The introduction of Drops means Illinoisans will finally have access to low-dose, rapid-onset cannabis in a non-combustible format.

“We are proud to partner with 1906 to introduce this unique product line to Illinois and elevating the cannabis experience for our customers,” said AWH Founder and Chief Executive Officer Abner Kurtin.

Drops range from 2.5-5mg of THC and 2.5-25mg of CBD per dose, carry no taste or aroma, have zero calories, and are gluten- and allergen-free. Available in six formulations, Drops address the most important and pervasive wellness needs of Illinois residents: sleep, anxiety, focus, energy, mood, and libido.

“We’re thrilled to partner with AWH to bring our targeted, non-smokable cannabis products to one of the fastest growing adult-use markets in the country. Giving consumers more reliable, high-quality options that easily fit their lifestyle is core to our mission of making cannabis accessible to all,” said Peter Barsoom, 1906’s founder and CEO.

AWH is also launching new PrePacks and Live Resin cartridges through its signature Ozone premium product line. PrePacks are high quality glass pipes prepackaged with .3 grams of top-shelf, hand trimmed flower. They are ready to use, resealable, repackable and recyclable.

Additionally, AWH is also introducing Ozone Reserve Live Resin cartridges that capture the essence of whole flower in a vaporized form. Each strain of premium flower is extracted at the right time in sub- zero conditions to ensure the maximum amount of cannabinoids and terpenes are captured.

All three new products are available at dispensaries throughout Illinois including MOCA and Midway dispensaries in Chicago and Ascend dispensaries in Springfield and Collinsville.

About AWH

AWH is a vertically integrated operator with assets and partners in Illinois, Michigan, Ohio, Massachusetts and New Jersey. AWH owns and operates state-of-the-art cultivation facilities, growing award winning strains and producing curated selection of products with effect-based categorization. AWH produces and distributes Ozone branded products. For more information, visit www.awholdings.com.

About Ozone

Ozone is the premium cannabis product line of AWH, available in a variety of retail locations throughout Illinois. Ozone products are passionately crafted and Inspired by the rich history of heirloom strains and exotic blends. Available in world-class flower, concentrates and vape form, Ozone is crafted to provide a one of a kind elevated experience for true cannabis enthusiasts. For more information about Ozone visit www.liveozone.com

About 1906

1906 is a leader in innovative self-care, creating groundbreaking functional formulations combining cannabis and plant medicines. 1906’s lineup delivers six distinctive experiences that promote sleep, energy, arousal, relaxation, cognitive focus, and a happy mood, all in consistently fast-acting formulations using organically-grown, pesticide-free cannabis. User-friendly, portable and thoughtfully engineered, they deliver curated effects within 20 minutes—faster than any other edible on the market. The rapid-onset formulations help users get the most out of their days and nights while staying pleasantly in control. For more information on 1906, please visit www.1906newhighs.com.

MEDIA CONTACT:

Chris McCloud

[email protected]