cbdMD, Inc. Announces Acceptance of Compliance Plan by NYSE American

Rhea-AI Summary

cbdMD, Inc. (NYSE American: YCBD) has received acceptance from NYSE American for its plan to regain compliance with continued listing standards by December 5, 2025. The company, known for its CBD brands cbdMD and Paw CBD, along with functional mushroom brand ATRx Labs, was previously found non-compliant with Section 1003(a)(ii) of the NYSE American Company Guide due to insufficient stockholders' equity and reported losses. cbdMD reported a stockholders' deficit of $3.1 million as of March 31, 2024, and losses in three of its four most recent fiscal years ended September 30, 2023.

During the plan period, cbdMD will undergo quarterly reviews to assess progress. If compliance is not achieved by the deadline or sufficient progress is not made, NYSE American may initiate delisting proceedings. The company's CEO, T. Ronan Kennedy, views this as a critical step in addressing capital structure challenges and re-engaging with Series A preferred shareholders.

Positive

• NYSE American accepted cbdMD's compliance plan, granting a period until December 5, 2025 to regain compliance
• The company's preferred and common stock will continue to be listed on NYSE American during the plan period

Negative

• cbdMD reported a stockholders' deficit of $3.1 million as of March 31, 2024
• The company has had losses from continuing operations and/or net losses in three of its four most recent fiscal years
• Risk of delisting if compliance is not regained or sufficient progress is not made by December 5, 2025
• Ongoing capital structure challenges and issues with accrued dividends for Series A preferred shareholders

Insights

Financial Analyst

The NYSE American's acceptance of cbdMD's compliance plan is a mixed signal for investors. While it provides a grace period until December 2025, it also highlights significant financial challenges. The company's stockholders' deficit of $3.1 million and continued losses are concerning. The potential for delisting remains if progress isn't made, which could impact stock liquidity and valuation. However, the CEO's mention of progress in Q3 and Q4 suggests possible improvement. Investors should closely monitor quarterly reports for signs of turnaround, particularly focusing on revenue growth and cost management strategies to address the stockholders' deficit.

Legal Expert

The NYSE American's decision grants cbdMD important breathing room, but it comes with strings attached. The company must demonstrate consistent progress towards compliance during quarterly reviews. Failure to do so could trigger delisting proceedings, a significant legal and financial risk. The mention of "ongoing capital structure challenges" and need to "re-engage Series A preferred shareholders" suggests potential corporate restructuring or refinancing ahead. Investors should be aware that such actions could dilute existing shareholdings or alter the company's debt profile. The lack of assurances provided by the company underscores the precarious nature of its position and the need for careful scrutiny of future SEC filings.

Market Research Analyst

cbdMD's situation reflects broader challenges in the CBD industry. Despite being a leading brand, the company's financial struggles indicate market saturation and regulatory uncertainties affecting profitability. The extended compliance period provides an opportunity for cbdMD to capitalize on its brand strength and diversify with products like ATRx Labs' functional mushrooms. However, investors should consider the competitive landscape and potential regulatory changes that could impact the CBD market. The company's ability to innovate and adapt its product mix will be crucial. Watch for shifts in consumer preferences and any regulatory developments that could affect cbdMD's recovery plan and long-term viability in this evolving market.

Charlotte, North Carolina--(Newsfile Corp. - August 26, 2024) - cbdMD, Inc. (NYSE American: YCBD) (NYSE American: YCBD-PA), one of the nation's leading and most highly trusted and recognized CBD companies, and operator of the leading CBD brands cbdMD and Paw CBD, along with its functional mushroom brand ATRx Labs, today announced that it received notice from the NYSE American LLC that it had accepted the Company's plan to regain compliance with the NYSE American continued listing standards and granted a plan period through December 5, 2025. As previously disclosed on June 5, 2024, the Company received a letter from the NYSE American stating that the Company was not in compliance with the continued listing standards set forth in Sections 1003(a)(ii) of the NYSE American Company Guide. Section 1003(a)(ii) requires a listed company to have stockholders' equity of $4 million or more if the listed company has reported losses from continuing operations and/or net losses in three of its four most recent fiscal years. The Company reported a stockholders' deficit of $3.1 million as of March 31, 2024, and has had losses from continuing operations and/or net losses in three of its four most recent fiscal years ended September 30, 2023.

NYSE American has accepted the Company's plan and granted a plan period through December 5, 2025. During the plan period, the Company will be subject to quarterly review to determine if it is making progress consistent with the plan. If the Company does not regain compliance with the NYSE American listing standards by December 5, 2025, or if the Company does not make sufficient progress consistent with its plan, then the NYSE American may initiate delisting proceedings.

The Company's preferred stock and common stock will continue to be listed on the NYSE American during the plan period pursuant to an extension. The Company's receipt of such notification from the NYSE American does not affect the Company's business, operations or reporting requirements with the U.S. Securities and Exchange Commission.

"We appreciate the NYSE American's acceptance of our plan and are encouraged with the progress of our business in the third and fourth fiscal quarters. The acceptance of the plan is the next critical step to addressing our ongoing capital structure challenges and lets us re-engage our Series A preferred shareholders to help create a solution involving the accrued dividend," says T. Ronan Kennedy the Company's CEO.

The Company can provide no assurances that it will be able to make progress with respect to its plan that NYSE American will determine to be satisfactory, that it will regain compliance with Section 1003(a)(ii) of the Company Guide on or before the expiration of the plan period, or that developments and events occurring subsequent to the Company's formulation of the plan or its acceptance by the NYSE American will not adversely affect the Company's ability to make sufficient progress and/or regain compliance with Section 1003(a)(ii) of the Company Guide on or before the expiration of the plan period or result in the Company's failure to be in compliance with other NYSE American continued listing standards.

About cbdMD

cbdMD, Inc. is one of the leading and most highly trusted and most recognized Cannabidiol (CBD) brands with a comprehensive line of U.S. produced, THC-free¹ CBD products, including NSF Certified for Sport® products, as well as a wide array of Full Spectrum products. Our cbdMD brand currently includes high-grade, premium CBD products including CBD tinctures, CBD gummies, CBD topicals, CBD capsules, CBD sleep aids, and a growing collection of Farm Act compliant Delta 9 products. Our Paw CBD brand of pet products includes veterinarian-formulated products including tinctures and chews in varying strengths, and our ATRx Labs brand of natural functional mushroom support. To learn more about cbdMD and our comprehensive line of U.S. grown, THC-free¹ CBD oil and Full Spectrum products as well as our other brands, please visit www.cbdmd.com, www.pawcbd.com, or ATRxLabs.com, follow cbdMD on Instagram and Facebook, or visit one of the thousands of retailers nationwide that carry cbdMD's products.

Forward-Looking Statements

This communication contains "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, including with regard to the ability of the Company to regain compliance with Section 1003(a)(ii) of the Company Guide on or before the expiration of the plan period, or that developments and events occurring subsequent to the Company's formulation of the plan or its acceptance by the NYSE American will not adversely affect the Company's ability to make sufficient progress and/or regain compliance with Section 1003(a)(ii) of the Company Guide on or before the expiration of the plan period or result in the Company's failure to be in compliance with other NYSE American continued listing standards. These forward-looking statements are based on management's beliefs and assumptions and information currently available. The words "believe," "expect," "anticipate," "intend," "estimate," "project" and similar expressions that do not relate solely to historical matters identify forward-looking statements. Investors should be cautious in relying on forward-looking statements because they are subject to a variety of risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed in any such forward-looking statements. These factors include, but are not limited to those described in our Form 10-K and other filings with the U.S. Securities and Exchange Commission. All information set forth in this press release is as of the date hereof. You should consider these factors in evaluating the forward-looking statements included in this press release and not place undue reliance on such statements. We do not assume any obligation to publicly provide revisions or updates to any forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by law.

¹ THC-free is defined as below the level of detection using validated scientific analytical methods.

Contact Information:

cbdMD, Inc.

Ronan Kennedy, CEO & CFO

+1 (704) 445-3064

IR@cbdmd.com

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/221166

FAQ

What is the deadline for cbdMD (YCBD) to regain compliance with NYSE American listing standards?

cbdMD (YCBD) has until December 5, 2025, to regain compliance with NYSE American listing standards.

What was cbdMD's (YCBD) stockholders' deficit as of March 31, 2024?

cbdMD (YCBD) reported a stockholders' deficit of $3.1 million as of March 31, 2024.

What happens if cbdMD (YCBD) fails to regain compliance by the deadline?

If cbdMD (YCBD) fails to regain compliance or make sufficient progress by December 5, 2025, NYSE American may initiate delisting proceedings.

Will cbdMD's (YCBD) stock continue to be listed during the compliance plan period?

Yes, cbdMD's (YCBD) preferred and common stock will continue to be listed on NYSE American during the plan period.