YCBD-A cbdMD, Inc. 8.0% Series A Cumulative Convertible Preferred Stock

Dividends on our Series A Convertible Preferred Stock accrue daily and will be cumulative from the first day of the calendar month in which they are issued, and shall be payable monthly in arrears on the 15th day of each calendar month, when, as and if declared by our board of directors, at the rate of 8.0% per annum of its liquidation preference, which is the equivalent to $0.80 per annum per share. The Series A Convertible Preferred Stock has no stated maturity, is not subject to any sinking fund, and will remain outstanding indefinitely unless a holder chooses to convert the Series A Convertible Preferred Stock into shares of our common stock, we elect to automatically convert it into shares of our common stock upon a Market Trigger, on or after October 16, 2023 we elect to redeem it, or a Change of Control occurs resulting in a mandatory redemption. Each share of Series A Convertible Preferred Stock is convertible into shares of our common stock at a conversion price of $6.00 per common share, or 1.667 shares of our common stock, at any time at the option of the holder, subject to certain customary adjustments as described later in this prospectus supplement. The initial conversion price and the conversion price as adjusted are referred to as the “Conversion Price”. We may elect to automatically convert some or all of the Series A Convertible Preferred Stock into shares of our common stock if the closing price of the common stock has exceeded $8.25 (137.5% of the Conversion Price) for at least 20 out of 30 consecutive trading days ending within five trading days prior to the notice of automatic conversion, which we refer to as the Market Trigger. The Series A Convertible Preferred Stock will not be redeemable before October 16, 2023 except as described below upon the occurrence of a Change of Control. Commencing on October 16, 2023, we may redeem, at our option, the Series A Convertible Preferred Stock, in whole or in part, at a cash redemption price of $10.00 per share, plus all accrued and unpaid dividends to, but not including, the redemption date. Holders of the Series A Convertible Preferred Stock will have the right to convert such shares after the optional redemption notice but prior to the redemption date into shares of our common stock at the Conversion Price. In addition, upon the occurrence of a Change of Control (as hereinafter defined) we are required to redeem any or all of the shares of Series A Convertible Preferred Stock at a redemption price of $11.00 per share, plus any accrued but unpaid dividends to, but excluding, the redemption date. Holders of the Series A Convertible Preferred Stock will have the right to convert such shares after the notice of the Change of Control but prior to the redemption date into shares of our common stock at the Conversion Price.  This security was issued by cbdMD, Inc., whose common stock symbol is YCBD.

$4.16  +0.06 (1.46%)
As of 01/26/2023 15:22:11 EST     IEX book   CBOE book


Security Information
Category1:  US Equity
Category2:  Preferred stocks
Category3:  Convertible
GICS sector:  Health Care
Industry:  Drug Manufacturers—Specialty &
Index country:  USA
Country of incorporation:  USA
IPO date:  10/21/2019
Outstanding shares:  2,800,000
Average volume:  4,802
Market cap:   $9,632,000
Current dividend yield:  23.26%    calculation
Coupon rate:    8.000%
Cumulative:    Yes
Liquidation value:   $10.00
Callable after:   10/16/2023
Maturity date:    n/a - perpetual
Prospectus:    Read on SEC.gov
All SEC filings:     SEC Edgar Online
Quarterly filings:   10-Q
Annual filings:      10-K
Sedol:      

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