CBD BRANDS, INC.
725 N. Hwy A1A, Suite C-106
Jupiter, FL 33477
September 3, 2019
United States
Securities and Exchange Commission
Washington, D.C. 20549
Attn: Sherry Haywood, Staff Attorney, Division of Corporate Finance
Office of Manufacturing and Construction
Re: CBD Brands, Inc.
Offering Statement on Form 1-A
Amendment No. 2
Filed August 19, 2019
File No. 024-11021
Dear Ms. Haywood:
Thank you for your telephone call today to our attorney, Harold H. Martin, regarding CBD Brands, Inc.’s (the “Company”) Offering Statement on Form 1-A, Amendment No. 2 (the “Offering Statement”), in which you stated that the Staff has no further comments on the Offering Statement. Accordingly, we hereby request acceleration of qualification of the Offering Statement to be effective prior to 5:00 p.m. Eastern Daylight Time on Thursday, September 5, 2019, or as soon as practicable thereafter.
The Company hereby acknowledges that:
(i) | should the Securities Exchange Commission (the “Commission”) or the Staff, acting pursuant to delegated authority, qualify the Offering Statement, it does not foreclose the Commission from taking any action with respect to the Offering |
Statement;
(ii) | the action of the Staff, acting pursuant to delegated authority, in qualifying the Offering Statement, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the Offering Statement; and |
(iii) | the Company may not assert comments of the Commission or the Staff and the declaration of qualifying the Offering Statement as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. |
The Company confirms that it is authorized to offer and sell its securities qualified under the Offering Statement pursuant to qualification, registration or exemption therefrom in at least one state.
Sincerely,
CBD BRANDS, INC.
By: /s/ Brian S. John
Brian S. John
Chief Executive Officer
cc: Harold H. Martin, Esq.
(1) |