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cbdMD, Inc. Announces Proposed Public Offering of Common Stock

CHARLOTTE, N.C.–(BUSINESS WIRE)–cbdMD, Inc. (NYSE American: YCBD), the owner and operator of the
nationally recognized consumer cannabidiol (CBD) brand cdbMD, today
announced that it intends to offer and sell shares of its common stock
in an underwritten public offering. cbdMD, Inc. expects to grant the
underwriters a 45-day option to purchase additional shares of common
stock offered in the public offering. The offering is subject to market
conditions, and there can be no assurance as to whether or when the
offering may be completed, or as to the actual size or terms of the
offering.

cbdMD, Inc. intends to use the net proceeds from the proposed offering
for working capital.

ThinkEquity, a division of Fordham Financial Management, Inc., is acting
as representative of the underwriters in the offering.

A shelf registration statement on Form S-3 (File No. 333-228773)
relating to the shares of common stock to be issued in the proposed
offering was filed with the Securities and Exchange Commission (SEC) and
is effective. This press release shall not constitute an offer to sell
or the solicitation of an offer to buy nor shall there be any sale of
these securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.

A preliminary prospectus supplement and accompanying prospectus
describing the terms of the proposed offering will be filed with the
SEC. The securities may be offered only by means of a prospectus,
including a prospectus supplement, forming a part of the effective
registration statement. Copies of the preliminary prospectus supplement
and the accompanying prospectus relating to the securities being offered
may also be obtained from ThinkEquity, a division of Fordham Financial
Management, Inc., 17 State Street, 22nd Floor, New York, New
York 10004, by telephone at (877) 436-3673, by email at [email protected].
Electronic copies of the preliminary prospectus supplement and
accompanying prospectus will also be available on the SEC’s website at http://www.sec.gov.

Safe Harbor

This press release contains forward-looking statements regarding the
proposed public offering and the intended use of proceeds from the
offering. The offering is subject to market and other conditions and
there can be no assurance as to whether or when the offering may be
completed or as to the actual size or terms of the offering.
Forward-looking statements involve known and unknown risks,
uncertainties and other factors that could cause actual results to
differ materially, including those risks disclosed in under the caption
“Risk Factors” in the preliminary prospectus supplement related to the
offering and our Annual Report on Form 10-K filed with the SEC on
December 12, 2018, our Quarterly Report on Form 10-Q/A filed with the
SEC on April 26, 2019 and our other filings with the SEC. cbdMD, Inc.
cautions readers not to place undue reliance on any forward-looking
statements and it does not undertake, and specifically disclaims any
obligation, to update or revise such statements to reflect new
circumstances or unanticipated events as they occur.

Contacts

Mark Elliott
[email protected]

leverton

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