THIRD AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT by and among MEDMEN ENTERPRISES INC. as the Company EACH OTHER CREDIT PARTY SIGNATORY HERETO, THE PURCHASERS PARTY HERETO, as the Purchasers, and GOTHAM GREEN ADMIN 1, LLC as the Collateral...Securities Purchase Agreement • March 8th, 2021 • MedMen Enterprises, Inc. • Retail-retail stores, nec • New York
THIS THIRD AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (as amended, restated, supplemented or otherwise modified and in effect from time to time, this “Agreement”) is entered into as of January 11, 2021, by and among MEDMEN ENTERPRISES INC., a company incorporated under the laws of the Province of British Columbia (the “Company”), MM CAN USA, INC., a California corporation (“Holdings” and, with the Company, collectively, the “Initial Borrowers”, and each is an “Initial Borrower”), each other Credit Party party hereto, each Purchaser (defined herein) party hereto and Gotham Green Admin 1, LLC, a Delaware limited liability company (the “Collateral Agent”).
STRICTLY PRIVATE AND CONFIDENTIALLetter Agreement • March 8th, 2021 • MedMen Enterprises, Inc. • Retail-retail stores, nec • California
Reference is made to: (i) that certain letter agreement dated July 2, 2020 (the “July 2020 Letter”) entered into by and between MM CAN USA, INC. (the “Borrower”) and HANKEY CAPITAL, LLC (the “Lender”); (ii) that certain letter agreement dated December 16, 2020 entered into by and between Borrower and Lender (the “December 2020 Letter”); and (iii) that certain Senior Secured Commercial Loan Agreement between the Borrower and the Lender dated October 1, 2018 (as modified to date, the “Loan Agreement”). Capitalized terms used but not otherwise defined in this letter agreement (this “Letter Agreement”) shall have the meaning set forth in the Loan Agreement. The Borrower and the Lender hereby agree as follows:
INVESTMENT AGREEMENT among MedMen NY, Inc. and MM ENTERPRISES USA, LLC and AWH New York, LLC and Ascend Wellness Holdings, LLC dated as of February 25, 2021Investment Agreement • March 8th, 2021 • MedMen Enterprises, Inc. • Retail-retail stores, nec • New York
This Investment Agreement (this “Agreement”), dated as of February 25, 2021 (the “Agreement Date”), is entered into by and among MedMen NY, Inc., a New York corporation, (the “Company”), MM Enterprises USA, LLC, a Delaware limited liability company (“Company Parent”), AWH New York, LLC, a New York limited liability company (“Investor”) and Ascend Wellness Holdings, LLC, a Delaware limited liability company (“Investor Parent”).
