Mercer Park CB, L.P. Files Early Warning Report Related to Incentive Award Grant by Ayr Strategies to Jonathan Sandelman, CEO

Incentive Share Grant Recently Approved by Board’s Compensation Committee Vests Over Two Years and Increases Mr. Sandelman’s Holdings

TORONTO, Jan. 07, 2021 (GLOBE NEWSWIRE) -- Mercer Park CB, L.P. has filed an early warning report related to the ownership interests of Jonathan Sandelman, CEO in Ayr Strategies (CSE: AYR.A, OTCQX: AYRWF, “Ayr” or “the Company”), a leading vertically integrated cannabis multi-state operator.

Item 1 – Security and Reporting Issuer

This press release relates to Multiple Voting Shares (the “Multiple Voting Shares”), Subordinate, restricted and limited voting shares (the “Subordinate Shares”), Warrants (which are each exercisable for one Subordinate Share for a price of Cdn. $11.50), and Rights (which are each automatically convertible into one-tenth (1/10) of one Subordinate Share without additional consideration) of Ayr Strategies Inc.

The Issuer’s head office address is:

Ayr Strategies Inc.
590 Madison Avenue, 26th Floor
New York, NY 10022

The transaction that triggered the requirement to file this press release represents a grant (the “Incentive Awards”) of incentive compensation by the Company in favor of Mr. Jonathan Sandelman, the President, Chief Executive Officer and Chairman of the Board of the Company and the indirect controlling shareholder of Mercer Park CB, L.P.

Item 2 – Identity of the Acquiror

Mercer Park CB, L.P. (the “Sponsor,” and, together with Jonathan Sandelman and Mercer Park CB GP, LLC (the general partner of the Sponsor), the “Filer”) announced its beneficial ownership or control in the Company, following the grant of the Incentive Awards. Jonathan Sandelman has been granted an award of 1,044,000 restricted exchangeable shares of CSAC Acquisition Inc., each of which is exchangeable for one Subordinate Share of Ayr Strategies Inc. The awards will, subject to certain exceptions, become vested as to one-half on each of the first two anniversary dates of the grant date. Notwithstanding the foregoing, if a relevant anniversary date falls within a “blackout period,” the applicable award will not vest until the expiration thereof.

The Incentive Awards represent beneficial ownership and control over an aggregate of 1,044,000 Subordinate Shares, representing approximately 3.8% of the issued and outstanding Subordinate Shares as at December 31, 2020.

The Filer holds its Multiple Voting Shares, Subordinate Shares, Warrants and Rights for investment purposes. The Filer may acquire further securities of the Company or dispose of its holdings of securities of the Company, both as investment conditions warrant.