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MedMen Opportunity Fund II, LP Distributes to Partners Shares Redeemable for Class B Subordinate Voting Shares of MedMen Enterprises Inc.

LOS ANGELES--(BUSINESS WIRE)--

MedMen Opportunity Fund II, LP (the “Securityholder”), located at 10115 Jefferson Blvd, Culver City, CA 90232, announced today that it disposed of today, by way of distribution in accordance with its constating documents to the partners of the Securityholder, 55,774,145 Class B Common Shares (“Class B Shares”) of MM Can USA, Inc. (“PC Corp”), a subsidiary of MedMen Enterprises Inc. (the “Issuer”), which is located at 10115 Jefferson Blvd, Culver City, CA 90232.

Pursuant to the articles of incorporation of PC Corp and the Support Agreement dated as of May 28, 2018 between the Issuer, PC Corp and MM Enterprises USA, LLC (the “LLC”), and subject to the terms and conditions thereof, such distributed Class B Shares (the “Distributed Shares”) may be redeemed from time to time by the holders thereof for cash or an equivalent number of Class B Subordinate Voting Shares (the “Subordinate Voting Shares”) of the Issuer, with the form of such redemption consideration being at the option of PC Corp.

The Distributed Shares represent ownership and control of approximately 37.2% of the Issuer’s issued and outstanding Subordinate Voting Shares on a partially-diluted basis and approximately 10.2% on a fully-diluted basis. The Securityholder currently owns 4,628,469 Class B Shares, representing ownership and control of approximately 4.7% of the Issuer’s issued and outstanding Subordinate Voting Shares on a partially-diluted basis and approximately 0.8% on a fully-diluted basis.

31,321,732 of the 55,774,145 total Distributed Shares (the “Locked Up Shares”) are subject to a lock-up agreement entered into by the Securityholder with PC Corp, pursuant which they are not permitted to be sold, transferred or otherwise disposed of until November 25, 2019, at which time, the restrictions on resale pursuant to such agreement will be immediately lifted as to one-twelfth of the Locked Up Shares and thereafter in increments over an 11-month period as to the remaining Locked Up Shares. As a condition to distributing the Distributed Shares to the Securityholder’s partners, the partners executed acknowledgements pursuant to which they are bound by the terms of such lock-up agreement in respect of the Locked Up Shares. 24,452,413 of the 55,774,145 total Distributed Shares are not subject to such lock-up agreement.

The distribution by the Securityholder to its partners of the Distributed Shares was made in connection with the ongoing operations of the Securityholder.

For further information, please contact Investor Relations, MedMen Enterprises, at investors@medmen.com.

This press release is issued pursuant to National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which requires a report to be filed on SEDAR (www.sedar.com) containing additional information with respect to the foregoing matters. A copy of this report may be obtained by contacting Investor Relations, MedMen Enterprises, at investors@medmen.com.

Source: MedMen Enterprises

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