MedMen Archives - Green Market Report

Debra BorchardtJune 19, 2023
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4min00

After the markets closed on Friday, MedMen Enterprises Inc.  (CSE: MMEN) (OTCQX: MMNFF) announced the resignation of Ana Bowman as Chief Financial Officer, effective June 29, 2023. Bowman has served as CFO since 2022 and MedMen has begun a formal search for a new CFO.

“We thank Ana for her leadership and guidance during MedMen’s restructuring. Ana was instrumental in helping us achieve positive adjusted EBITDA for the last two quarters,” said Ed Record, MedMen’s CEO. “We wish her all the best in her future endeavors.” Prior to MedMen Bowman was Vice President of Financial Reporting and FP&A of Tilray Brands (Nasdaq: TLRY).

Bowman took over the role in February 2022 following the previous CFO Reece Fulgham. Fulghum started the job in 2020 replacing Zeeshan Hyder. At that time, Bowman was the company’s fourth CFO in just four years.

At the time, Green Market Report wrote that beginning in August 2019, MedMen was churning through CFO’s like tinder dates. Jim Miller had been appointed interim CFO after former CFO James Parker resigned. Parker filed a tell-all lawsuit against the company, which he lost.

Miller was replaced by Michael Kramer in December 2018, who was terminated in October 2019. Zeeshan Hyder was named the new CFO in October 2019. Hyder only lasted a little over a year before leaving in December 2020. Reece Fulgham became the new interim CFO and remained in that role until Bowman was appointed.

CFO Churn

Here is the CFO timeline for Medmen:

  • February 2022 – June 2023: Ana Bowman
  • December 2020 – February 2022: Reece Fulghum
  • October 2019 – December 2020: Zeeshan Hyder
  • December 2018 – October 2019: Michael Kramer
  • January 2018 – December 2018: Jim Miller
  • February 2018 – November 2018: James Parker

Financial Trouble

Last month, Green Market Report wrote that MedMen was facing major headwinds and remained a going concern, according to its latest quarterly earnings report for its fiscal 2023 third quarter.

“As of March 25, 2023, the Company had cash and cash equivalents of $7.6 million and working capital deficit of $383.2 million,” MedMen reported, adding that net losses were $31.2 million for the quarter and $70.6 million from continuing operations for the first nine months of the fiscal year. Including discontinued operations, MedMen’s net loss for 2023 so far was $48.4 million, down from the $111 million it had lost in the first three quarters of fiscal 2022.

The company said it planned to keep operations running through various cost-cutting measures, up to and perhaps “including the potential divesture of one or more of its non-core states,” such as Arizona, Nevada, Massachusetts, or Illinois. MedMen currently has 23 dispensaries in six states, with the bulk located in California.

“The Company has been in active ongoing discussions with interested parties for the potential dispositions of its retail stores in Emeryville, California; Fenway, Massachusetts; and Nevada, as well as its retail stores and cultivation facility in Arizona,” MedMen reported.

 


StaffMay 30, 2023
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4min00

The Daily Hit is a recap of the top financial news stories for May 30, 2023.

On The Site

Two Dozen Publicly Traded U.S. Cannabis Companies Lost $4 Billion Last Year

Two dozen of the top plant-touching publicly traded marijuana companies in the United States posted a cumulative financial loss of more than $4 billion in 2022 against nearly $9 billion in revenue, according to analysis of filings by Green Market Report. Read more here.

New York Cannabis Regulators Propose Settlement for Lawsuit Hindering Retail Licensing

New York marijuana industry regulators on Tuesday gave initial approval to a settlement deal that is intended to end a legal fight that has stalled retail cannabis permits in the Finger Lakes Region. Read more here.

Numinus Wellness Shares Soar as Landmark Clinical Study of Psilocybin Therapy Begins

Numinus Wellness Inc. (TSX: NUMI) announced on Tuesday that its subsidiary, Cedar Clinical Research, has begun studying a potential new therapy for treatment-resistant depression (TRD) using COMP360 psilocybin. As a result, shares of NUMI jumped more than 30% to lately sell at 19 cents on the news as of the Phase 3 trial was released on Tuesday morning. Read more here.

Entourage Health Revenue Rises on Pre-Rolls, Medical Marijuana

Entourage Health Corp. (TSX-V: ENTG) (OTCQX: ETRGF) announced Tuesday a 24% sequential increase in revenue for the first quarter of 2023 ending March 31, with a significant contribution from its medical cannabis stream and adult-use pre-roll sales. Read more here.

YourWay Cannabis Can’t Find An Auditor For Filings

YourWay Cannabis Brands Inc. (CSE: YOUR)(OTC: YOURF) has been delayed in issuing its financial reports because it can’t find an auditor. The company said that since the resignation of its previous auditor Macias Gini & O’Connell LLP in December 2022, it hasn’t been able to find a replacement. Read more here.

In Other News

Minnesota

Surrounded by dozens of cheering people in green clothes, Minnesota Democratic Gov. Tim Walz signed a bill Tuesday to legalize recreational marijuana for people over the age of 21, making Minnesota the 23rd state to legalize the substance for adults. Read more here.

Ohio

Ohioans 21 and older would be able to cultivate, purchase and possess marijuana if a bipartisan bill passes in the Ohio Statehouse, possibly circumventing a ballot measure campaign to force legalization through. Read more here.

North Carolina

A North Carolina state House of Representatives committee has taken up a medical marijuana legalization bill already approved by the state Senate, and activists are hopeful this year the state may embrace MMJ. Read more here.


Debra BorchardtMarch 28, 2023
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7min00

MedMen (OTC: MMNFF) will have to pony up more than $3 million for its co-founder and former CEO Adam Bierman.

An arbitrator ruled that Bieman was entitled to $3,063,300, plus costs of $49,243.34, for a total award of $3,112,543.34 related to his separation from the company. The base award represents the value of Bierman’s super voting shares and a bonus of 12 million common shares, as of August 2020.

Beleaguered MedMen was once billed as the first unicorn of cannabis, meaning the company had a billion-dollar valuation before going public, but now it is selling off parts and drowning in debt.

“After three long years, I’m glad the truth has come out and that I can finally share my story,” Bierman said. “The court found MedMen, as well as the former executive chairman, guilty of fraud. This judgment completes the factual narrative as I passionately chased the end of prohibition.”

However, the win could be cold comfort for Bierman as MedMen recently reported that it has a working capital deficit of a whopping $137 million and noted that it is a going concern. Medmen stated that it had already defaulted on debt with a senior lender and would need to obtain an extension or refinance.

The company has just $15 million in cash and equivalents on the books and a market cap of only $25 million. The stock was selling for less than two cents a share.

$2 Billion

According to the court document, MedMen went public on May 29, 2018, with its stock first listed on the Canadian Securities Exchange.

Days before the IPO, Bierman, as CEO of MedMen, executed an employment agreement for himself, which provided among its benefits:

  • $1.5 million in base salary.
  • An equity grant based on a time vesting schedule.
  • A special IPO bonus of $4 million if the company reached a $2 billion valuation.

Bierman received the valuation bonus in September 2018.

However, the company never revisited those lofty valuations. The stock was selling at roughly $3.54 at the beginning of 2019 but plunged to just roughly 53 cents by the end of 2019.

MedMen Falls

During this time, however, MedMen experienced some setbacks.

Before the IPO, MedMen agreed to buy PharmaCann, but the deal ultimately fell apart in fall 2019. MedMen’s stock fell, and the company needed to restructure as it cycled through several chief financial officers.

The final award statement claims that it was the failure of that deal that caused the stock price to fall, but the company also was reporting heavy losses and not paying its vendors. In addition, the co-founders were accused of enriching themselves as the company struggled.

“In December 2019, an investor died before completing his $20 million investment into the company. Initially, Ben Rose committed that Wicklow Capital, MedMen’s then-largest equity investor, would make up this shortfall. Rose was both a representative of Wicklow and executive chairman of MedMen. But the commitment soon morphed into an ultimatum: To obtain the cash infusion on Christmas, Bierman, Modlin, and Ganan had to sign personal guarantees on the money, or Wicklow would allow MedMen to miss payroll and other obligations. In May 2019, Bierman reduced his salary to $50,000 and changed his equity grant to be discretionary and based on performance, for ‘investor sentiment morale,'” the statement read.

Bierman’s Fiery Exit

According to the statement, on Jan. 24, 2020, Bierman called Rose to tell him he was thinking of stepping down as CEO.

“The next Monday (Jan. 27), Bierman met with Rose and John McCarthy, Wicklow’s general counsel, at MedMen’s offices to negotiate the terms of Bierman’s exit. … At times Rose chastised and cursed at Bierman. And at some point, the negotiations became so contentious that Ganan had to physically restrain Rose when he got up and moved as though he was going to strike Bierman.”

However, despite an oral agreement between Rose and Bierman for 18 million shares, the written separation agreement made no mention of Bierman’s right to a specified number.

According to the board minutes, it was determined that the consideration MedMen would pay Bierman to surrender his super voting shares would be put “through a more rigorous valuation process.”

Super Voting Value

According to the final award statement, Equity Methods valued the super voting shares at $951,300. FW Cook, on the other hand, valued the 2019 excess contribution at about negative $4.9 million, essentially concluding that no compensation was owed to Bierman for this portion.

Bierman contended that MedMen breached the separation agreement in three main ways:

  • Relying on the Equity Methods report, which contained manifest errors, to value the super voting shares.
  • Relying on the FW Cook report, again with manifest errors, to value the 2019 excess contribution.
  • Failing to issue any shares or cash for the super voting shares.

The arbitrator ruled that the Equity Methods report did not contain manifest errors and also denied Bierman’s request for “a multiple of two and a half times the 3.7 million shares” owed to him, because the claimed fraud was not “proven by clear and convincing evidence.”

With this case behind him, Bierman said he is looking at getting back into the cannabis game, noting that he is working on a few projects. One is a new retail concept based on the convenience store model with low overhead and higher margins.


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