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Tilray eyes U.S. cannabis market with MedMen move, stock gains

By Jeremy C. Owens

Canadian pot company buying convertible notes of downtrodden U.S. brand as Tilray seeks approval to issue more shares for deal

Canadian cannabis company Tilray Inc. has its eyes on the U.S.

Tilray (TLRY) announced Tuesday afternoon that it has agreed to purchase convertible bonds put forward by U.S. pot company MedMen Enterprise Inc. (MMNFF) as it sought to avoid insolvency. The deal could eventually give Tilray a path to own MedMen if marijuana is federally legalized in the U.S.

"The investment we are announcing in MedMen securities today, one of the most recognized brands in the $80 billion U.S. cannabis market, is a critical step toward delivering on our objective as we work to enable Tilray to lead the U.S. market when legalization allows," Tilray Chief Executive Irwin Simon said in a statement.

The maneuver is similar to what Canopy Growth Corp. (WEED.T)pulled off in 2019 with Acreage Holdings Inc (link).. Canadian cannabis companies cannot own U.S. properties outright because the drug is still illegal at the federal level in the U.S., so they tend to buy equity stakes that can turn into ownership in the event of a change in U.S. law.

Tilray has just undergone a merger with former rival Aphria, which the combined company says makes it the largest pot seller by revenue (link). MedMen was a hot property early in the cannabis-stock craze, but has struggled in recent years with large losses, at one point using its shares to pay its bills (link). Valued at more than $600 million in 2019, the company's market cap stood at less than $200 million as of Tuesday's close.

See also: Want to invest in U.S. pot stocks? Here's what you need to know (link)

"Our management team has spent the past 18 months executing a disciplined turnaround plan," MedMen CEO Tom Lynch said in a statement. "We are grateful to our stakeholders for their patience and support as we worked to fix the business and rebuild trust and credibility."

Tilray said it and select investors acquired $165.8 million of notes and warrants from funds affiliated with Gotham Green Partners, which originally invested in an effort to rescue MedMen from a cash crunch. If converted, the notes and warrants would equal about 21% of MedMen's equity, the parties disclosed.

Tilray expects to also issue 9 million shares of its own stock to Gotham Green in the deal, but that part of the deal is contingent on shareholders approving the creation of more shares in a coming vote; otherwise, Gotham Green could receive cash.

Read: Canadian cannabis companies are still not profitable almost three years into full legalization (link)

"Our ability to maximize value from this game-changing transaction rests on the support of our shareholders at the upcoming special meeting to vote on our Authorized Shares Proposal, which will increase the number of authorized shares Tilray has available to not only complete this transaction, but also to execute on other strategic acquisitions," Tilray CEO Simon said in Tuesday's announcement. "I cannot stress enough the importance of making our shareholders' voices count to enable us to maximize our potential to create substantial value for our shareholders in the near-term and in the future."

MedMen separately announced a deal for another $100 million in funding (link) from a group of investors led by Serruya Private Equity.

Tilray shares rose more than 5% in after-hours trading following the announcement, then extended gains to 7.9% in Wednesday's premarket. The stock closed Tuesday at $13.12, and has gained 58.8% so far this year, as the S&P 500 index has increased 19.3%.

-Jeremy C. Owens

(END) Dow Jones Newswires

08-18-21 0724ET

Copyright (c) 2021 Dow Jones & Company, Inc.
Sours: https://www.morningstar.com/news/marketwatch/20210818258/tilray-eyes-us-cannabis-market-with-medmen-move-stock-gains

After-Hours Stock Movers 08/17: (GLG) (TLRY) (MRNS) Higher, (CREE) (PFMT) Lower


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TD Holdings, Inc. (NASDAQ: GLG) +31%; today announced its financial results for the second quarter ended June 30, 2021.

Tilray, Inc. (NASDAQ: TLRY) +4.3%; acquired the majority of the outstanding senior secured convertible notes (the “Notes”) of MedMen that were originally held by certain funds affiliated with Gotham Green Partners, LLC and other funds (collectively, “GGP”). The acquisition provides Tilray with a path, subject to necessary regulatory approvals, to obtain a significant equity position in MedMen through conversion of the Notes and exercise of associated warrants.

Marinus Pharma (NASDAQ: MRNS) +2%; today announced topline data from its open-label Phase 2 trial evaluating safety and efficacy of adjunctive oral ganaxolone treatment in 23 patients with seizures associated with tuberous sclerosis complex (TSC).

Performant Financial (NASDAQ: PFMT) -11%; today announced that it has commenced a proposed underwritten registered public offering of shares of its common stock.

Cree (NASDAQ: CREE) -4.2%; reported Q4 EPS of ($0.23), $0.01 better than the analyst estimate of ($0.24). Revenue for the quarter came in at $145.8 million versus the consensus estimate of $145.17 million. GUIDANCE: Cree sees Q1 2022 EPS of ($0.21)-($0.25), versus the consensus of ($0.23). Cree sees Q1 2022 revenue of $144-154 million, versus the consensus of $153.4 million.





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After Hours

Tilray Has Found a Partner for Its Expansion Into the U.S. Pot Market

The U.S. marijuana market remains illegal and off-limits to Canadian cannabis producers. Although states continue to pass legislation related to marijuana use, federally, nothing has changed. There is hope that there could be some reform coming soon, especially now that Democrats control both the House and Senate, but outright legalization is by no means a guarantee. President Biden hasn't suggested that legalization is a pressing item on his agenda.

However, that hasn't stopped Canadian-based cannabis companies from preparing for themselves for the moment the market opens up. Canopy Growth has had a deal in place with Acreage Holdings since 2019 -- although the companies can't complete it given the federal ban on pot. Tilray (NASDAQ:TLRY) made headlines last week when it announced that it had also found a partner south of the border: MedMen (OTC:MMNFF).

A farmer holding a tablet in a hemp field.

Image source: Getty Images.

Tilray acquires convertible notes of the multistate operator

Unlike the Canopy Growth's deal involving Acreage, which is tentative and for 100%, Tilray has acquired the majority of MedMen's senior secured convertible notes. Once the path is clear (e.g. legalization takes place) for Tilray to convert the notes and exercise the related warrants, the Canadian company will hold a 21% stake in the multistate operator. And if legalization takes place, that could just be the start. Tilray CEO Irwin Simon told BNN Bloomberg that his company could end up acquiring the rest of MedMen -- once it is legal to do so.

Is this a good move for Tilray?

MedMen has 25 retail locations in the U.S., in hot markets like Los Angeles and Las Vegas, which could provide Tilray with some exciting opportunities to tap into in the future. It is a bit of an interesting move for the company, however, given that MedMen has been burning through cash and incurring losses quarter after quarter. Over the past 12 months, its losses have totaled $242 million and its cash burn from operations was $61 million.

Tilray, meanwhile, reported a profit in its latest quarterly earnings for the period ending May 31 -- which was the first to include results from both Tilray and Aphria since the completion of their business combination earlier this year. It was also the ninth consecutive period in which the company reported a positive earnings before interest, taxes, depreciation, and amortization (EBITDA). MedMen has incurred an adjusted EBITDA loss totaling $34 million over the past nine months.

Overall, I would hesitate to call this a good move for Tilray as the multistate operator hasn't been generating much quarter-over-quarter sales growth (just 3.8% in its latest earnings report). Further, a high debt load makes this a fairly risky buy. The company's cash and cash equivalents as of the period ending March 27 totaled just $21.3 million -- nearly one-tenth its notes payable balance of $190 million at the time. Interest expense of more than $10 million during the quarter was more than 31% of the revenue the company generated.

Does this make Tilray a buy?

Tilray positioning itself for entry into the U.S. market will likely have many company investors excited about this recent news. However, I'm not a fan of it for a couple of reasons.

For one, I don't think that MedMen is a great partner for Tilray. The company faces many challenges and its long-term future is questionable. Acquiring it could drag down Tilray's strong bottom line and turn off many investors who bought the stock because it was one of the safer ones in the Canadian pot market. 

Secondly, I'm not sold on the idea that the U.S. pot market will open up for Canadian cannabis producers anytime soon. According to a recent report from TheNew York Times, Biden is not known for making quick decisions and obsesses about details. And given that Senate Majority Leader Chuck Schumer is looking for big changes to marijuana, more than just some modest reform -- my bet is it will take some time for the bill or some version of it to pass (assuming it does at all). And that means there's no rush to make a deal like this, especially with a struggling company like MedMen. 

Tilray doesn't own MedMen yet, and it may be that it doesn't end up converting the debt into shares. But Tilray has given investors insight into the type of business it is targeting for U.S. expansion, and it wouldn't leave me too bullish on the pot stock.

Sours: https://www.fool.com/investing/2021/08/25/tilray-has-found-a-partner-for-its-expansion-into/

Hours medmen after

MedMen Enterprises Inc.

Stocks: Real-time U.S. stock quotes reflect trades reported through Nasdaq only; comprehensive quotes and volume reflect trading in all markets and are delayed at least 15 minutes. International stock quotes are delayed as per exchange requirements. Fundamental company data and analyst estimates provided by FactSet. Copyright 2019© FactSet Research Systems Inc. All rights reserved. Source: FactSet

Indexes: Index quotes may be real-time or delayed as per exchange requirements; refer to time stamps for information on any delays. Source: FactSet

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Stock Movers: Gainers, decliners and most actives market activity tables are a combination of NYSE, Nasdaq, NYSE American and NYSE Arca listings. Sources: FactSet, Dow Jones

ETF Movers: Includes ETFs & ETNs with volume of at least 50,000. Sources: FactSet, Dow Jones

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Currencies: Currency quotes are updated in real-time. Sources: FactSet, Tullett Prebon

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Data are provided 'as is' for informational purposes only and are not intended for trading purposes. FactSet (a) does not make any express or implied warranties of any kind regarding the data, including, without limitation, any warranty of merchantability or fitness for a particular purpose or use; and (b) shall not be liable for any errors, incompleteness, interruption or delay, action taken in reliance on any data, or for any damages resulting therefrom. Data may be intentionally delayed pursuant to supplier requirements.

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Tilray Acquiring Majority Position in Medmen? - TLRY Spikes 10% After Hours, MJ Sector Review AUG 17

MedMen Enterprises Inc. Class B Subordinate Voting Shares

MedMen Enterprises Inc. Class B Subordinate Voting Shares

MedMen Enterprises Inc. Class B Subordinate Voting Shares

Listing Exchange: 

CSE

Industry: 

Life Sciences

CSE Index: 

Currency: 

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.

MedMen Enterprises Inc. Class B Subordinate Voting Shares (MMEN)

SEDAR Information

Capitalization

Issued & Outstanding: 

500,344,220

Reserved for Issuance: 

149,357,759

Total equity shares, as if converted: 

649,701,980

Company Officers

Tom Lynch, Chief Executive Officer

Zeeshan Hyder, Chief Financial Officer

Bulletins

21/09/2021

2021-0925 - Expiry – MedMen Enterprises Inc. - Warrants (MMEN.WT)

le 21 septembre/September 2021

MedMen Enterprises Inc. Warrants listed on September 27, 2018 will expire on September 27, 2021.

Settlement Terms:  All trades September 23 and 24 will settle for cash next day. Trades on September 27 will be for cash same day.

The warrants will be halted at noon and delisted at market close September 27, 2021.

________________________

Les bons de souscription de MedMen Enterprises Inc. inscrits le 27 septembre 2018 expireront le 27 septembre 2021.

Bulletins

21/09/2021

2021-0925 - Expiry – MedMen Enterprises Inc. - Warrants (MMEN.WT)

le 21 septembre/September 2021

MedMen Enterprises Inc. Warrants listed on September 27, 2018 will expire on September 27, 2021.

Settlement Terms:  All trades September 23 and 24 will settle for cash next day. Trades on September 27 will be for cash same day.

The warrants will be halted at noon and delisted at market close September 27, 2021.

________________________

Les bons de souscription de MedMen Enterprises Inc. inscrits le 27 septembre 2018 expireront le 27 septembre 2021.

28/05/2018

2018-0528 - Appointment of Market Maker – MedMen Enterprises Inc. (MMEN)

May 28, 2018

Effective Tuesday, May 29th, pending the assignment of a permanent Market Maker, Caldwell Securities will be the temporary Market Maker responsible for the Guaranteed Fill volume and automatic execution of odd lots for the symbol below.  The CSE is now accepting applications for a permanent Market Maker.

Market Maker:  Caldwell Securities Limited
Dealer number: 043

Symbol: MMEN

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Sours: https://www.thecse.com/en/listings/life-sciences/medmen-enterprises-inc-class-b-subordinate-voting-shares

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