Efrem Kamen Form 3 MedMen Enterprises / Efrem Kamen ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

PURA VIDA INVESTMENTS, LLC

(Last)

(First)

(Middle)

512 W 22ND STREET

7TH FLOOR

(Street)

NEW YORK

10011

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/23/2020

3. Issuer Name and Ticker or Trading Symbol
MedMen Enterprises, Inc. [ MMNFF ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Senior Secured Convertible Note	⁽¹⁾	04/23/2022	Class B Subordinate Voting Shares	1,168,132⁽²⁾	2.55	I	Pura Vida Master Fund, LTD.⁽³⁾⁽⁴⁾
Senior Secured Convertible Note	⁽¹⁾	04/23/2022	Class B Subordinate Voting Shares	339,079⁽²⁾	2.17	I	Pura Vida Master Fund, LTD.⁽³⁾⁽⁴⁾
Senior Secured Convertible Note	⁽¹⁾	04/23/2022	Class B Subordinate Voting Shares	420,217⁽²⁾	1.28	I	Pura Vida Master Fund, LTD.⁽³⁾⁽⁴⁾
Senior Secured Convertible Note	⁽¹⁾	04/23/2022	Class B Subordinate Voting Shares	366,218⁽²⁾	0.778	I	Pura Vida Master Fund, LTD.⁽³⁾⁽⁴⁾
Senior Secured Convertible Note	⁽¹⁾	04/23/2022	Class B Subordinate Voting Shares	20,160,339⁽²⁾	0.26	I	Pura Vida Master Fund, LTD.⁽³⁾⁽⁴⁾
Senior Secured Convertible Note	⁽¹⁾	04/23/2022	Class B Subordinate Voting Shares	24,783,779⁽²⁾	0.34	I	Pura Vida Master Fund, LTD.⁽³⁾⁽⁴⁾
Senior Secured Convertible Note	⁽¹⁾	04/23/2022	Class B Subordinate Voting Shares	4,051,194⁽²⁾	0.2	I	Pura Vida Master Fund, LTD.⁽³⁾⁽⁴⁾
Senior Secured Convertible Note	⁽¹⁾	04/23/2022	Class B Subordinate Voting Shares	697,189⁽²⁾	0.2845	I	Pura Vida Master Fund, LTD.⁽³⁾⁽⁴⁾
Senior Secured Convertible Note	⁽¹⁾	04/23/2022	Class B Subordinate Voting Shares	368,883⁽²⁾	2.55	I	Pura Vida Pro Special Oppportunity Master Fund, LTD.⁽³⁾⁽⁴⁾
Senior Secured Convertible Note	⁽¹⁾	04/23/2022	Class B Subordinate Voting Shares	107,077⁽²⁾	2.17	I	Pura Vida Pro Special Oppportunity Master Fund, LTD.⁽³⁾⁽⁴⁾
Senior Secured Convertible Note	⁽¹⁾	04/23/2022	Class B Subordinate Voting Shares	132,700⁽²⁾	1.28	I	Pura Vida Pro Special Oppportunity Master Fund, LTD.⁽³⁾⁽⁴⁾
Senior Secured Convertible Note	⁽¹⁾	04/23/2022	Class B Subordinate Voting Shares	115,647⁽²⁾	0.778	I	Pura Vida Pro Special Oppportunity Master Fund, LTD.⁽³⁾⁽⁴⁾
Senior Secured Convertible Note	⁽¹⁾	04/23/2022	Class B Subordinate Voting Shares	6,366,423⁽²⁾	0.26	I	Pura Vida Pro Special Oppportunity Master Fund, LTD.⁽³⁾⁽⁴⁾
Senior Secured Convertible Note	⁽¹⁾	04/23/2022	Class B Subordinate Voting Shares	7,826,456⁽²⁾	0.34	I	Pura Vida Pro Special Oppportunity Master Fund, LTD.⁽³⁾⁽⁴⁾
Senior Secured Convertible Note	⁽¹⁾	04/23/2022	Class B Subordinate Voting Shares	1,279,324⁽²⁾	0.2	I	Pura Vida Pro Special Oppportunity Master Fund, LTD.⁽³⁾⁽⁴⁾
Senior Secured Convertible Note	⁽¹⁾	04/23/2022	Class B Subordinate Voting Shares	220,165⁽²⁾	0.2845	I	Pura Vida Pro Special Oppportunity Master Fund, LTD.⁽³⁾⁽⁴⁾

1. Name and Address of Reporting Person^*

PURA VIDA INVESTMENTS, LLC

(Last)

(First)

(Middle)

512 W 22ND STREET

7TH FLOOR

(Street)

NEW YORK

10011

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Pura Vida Master Fund, LTD

(Last)

(First)

(Middle)

C/O WALKERS CORPORATE LIMITED

190 ELGIN AVENUE

(Street)

GEORGE TOWN, GRAND CAYMAN

KY1-9008

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Kamen Efrem

(Last)

(First)

(Middle)

C/O PURA VIDA INVESTMENTS, LLC

512 W 22ND STREET, 7TH FLOOR

(Street)

NEW YORK

10011

(City)

(State)

(Zip)

Explanation of Responses:

1. Currently exercisable. This Form 3 is reporting securities held as of the reporting date of October 23, 2020, and includes securities that may have subsequently expired or terminated or been transferred.

2. Represents the number of Class B Subordinate Voting Shares (the "Shares") issuable upon conversion of the outstanding principal amount of the Senior Secured Convertible Note (the "Note"). The ultimate number of Shares issuable upon conversion may vary based on the accrued interest payable on the Note at the time of conversion.

3. The reporting persons (the "Reporting Persons") are Pura Vida Investments, LLC ("PVI"), Pura Vida Master Fund, LTD ("PV Master Fund"), and Efrem Kamen. PVI serves as the investment manager to the PV Master Fund. Pura Vida Pro, LLC ("PVP") serves as the investment manager to Pura Vida Pro Special Opportunity Master Fund, LTD. PVP is a relying adviser of PVI. Efrem Kamen serves as the managing member of both PVI and PVP.

4. This report shall not be deemed an admission that PVI and Efrem Kamen are beneficial owners of the securities for purposes of Sections 13 and 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Each of PVI and Efrem Kamen disclaims beneficial ownership of the Securities reported herein except to the extent of the Reporting Person's pecuniary interest, if any, therein.

Remarks:

This is number one of two Form 3s filed on April 29, 2022 to report the beneficial ownership of the Reporting Persons.

	/s/ Efrem Kamen	04/29/2022
	/s/ Efrem Kamen	04/29/2022
	/s/ Efrem Kamen	04/29/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Efrem Kamen Form 3MedMen Enterprises / Efrem Kamen ownership change