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Charlotte's Web Holdings Inc T.CWEB

Alternate Symbol(s):  CWBHF

Charlotte's Web Holdings, Inc. (Charlotte’s) is engaged in providing hemp extract wellness products under a family of brands which includes Charlotte’s Web, CBD Medic, CBD Clinic, and Harmony Hemp. Charlotte’s Web branded products start with its hemp genetics that are 100% North American farm grown and manufactured into hemp extracts containing naturally occurring phytocannabinoids, including cannabidiol (CBD), cannabichromene (CBC), cannabigerol (CBG), cannabinol (CBN), terpenes, flavonoids and other beneficial hemp compounds. Charlotte’s Web product categories include full spectrum hemp extract oil tinctures (liquid products), gummies (sleep, calm, immunity, exercise recovery, daily wellness, THC-free), capsules, topical creams and lotions, as well as CBD pet products for dogs. Charlotte’s Web products are distributed to retail outlets and health care practitioners, as well as online through the Company’s Website at www.Charlottesweb.com.


TSX:CWEB - Post by User

Comment by Moonshot87on Nov 04, 2018 4:11pm
312 Views
Post# 28921671

RE:RE:RE:The only profitable Cbd play

RE:RE:RE:The only profitable Cbd playCWEB is a great company and I own a fair bit, but you need to do some research. There are roughly 15 million trading shares currently, but this does not mean that these represent all ownership of the company or show a true market cap. 

"Upon completion of the Offering, the Company’s share capital will consist of two classes of issued and outstanding shares: Common Shares and proportionate voting shares (the ‘‘Proportionate Voting Shares’’) (collectively, the ‘‘Shares’’); and one authorized class of preferred shares issuable in series, none of which will be issued and outstanding. Generally, the Common Shares and Proportionate Voting Shares have the same rights, are equal in all respects and are treated by the Company as if they were shares of one class only. Proportionate Voting Shares, or fractions thereof, may at any time, subject to the FPI Condition, at the option of the holder and subject to certain restrictions, be converted into Common Shares at a ratio of 400 Common Shares per Proportionate Voting Share. Prior to conversion, each Proportionate Voting Share, or fraction thereof, carries 400 votes per share (compared to one vote per Common Share) and is entitled to dividends and liquidation distributions in an amount equal to 400 times the amount distributed in respect of each Common Share. The Common Shares may at any time, at the option of the holder and with the consent of the Company, be converted into Proportionate Voting Shares at a ratio of 400 Common Shares for one Proportionate Voting Share. Upon completion of the Offering and the Reorganization, assuming no exercise of the Over-Allotment Option and excluding the Private Placement (as defined below), the Company will have an aggregate of 14,300,000 Common Shares and 194,178.15 Proportionate Voting Shares issued and outstanding."

"Immediately after the completion of the Offering and the Reorganization (assuming no exercise of the Over-Allotment Option and assuming the Private Placement is fully subscribed), the former CWB Shareholders, including the Selling Shareholders, will collectively own an equivalent of 77,671,258 Common Shares (assuming the conversion of all Proportionate Voting Shares to Common Shares on the basis of 400 Common Shares for one Proportionate Voting Share) on a non-diluted basis, representing an 83.7% equity and voting interest in the Company (85.7% on a fully-diluted basis), and if the Over-Allotment Option is exercised in full and assuming the Private Placement is fully subscribed, the former CWB Shareholders, including the Selling Shareholders, will collectively own an equivalent of 75,526,258 Common Shares (assuming the conversion of all Proportionate Voting Shares to Common Shares on the basis of 400 Common Shares for one Proportionate Voting Share), representing an 81.4% equity and voting interest in the Company (83.7% on a fully-diluted basis)."
  

These are from the final prospectus and show the true capitalization of the company. The over-allotment option was exercised in full and so the total proportionate voting shares outstanding is currently 15,175,137. This gives a total shares outstanding (as convereted into proportionate voting shares) of 92,846,395. Keep in mind that 2,592,500 common shares (trading shares) are owned by Corriente as of the end of October. The fund picked up another roughly 450,000 shares during as the share price declined through the end of the month.

The proportionate voting shares are locked-up for 180 after the go-public transaction, meaning them will be released in March 2019, after which we may see conversions into common shares and the number of trading shares increase. Again, from the Final Prospecuts:

"Prior to the Offering, there has been no public market for the Common Shares. The sale of a substantial number of the Common Shares in the public market after the Offering, or the perception that such sales may occur, could adversely affect the prevailing market price of the Common Shares. See ‘‘Risk Factors — Risks Related to the Offering — No Prior Public Market’’. Furthermore, because the Company has agreed that it will not offer or sell any equity securities of the Company (or other securities convertible into, or exchangeable or exercisable for, equity securities of the Company) during the Lock-Up Period, the sale of a substantial number of Common Shares in the public market after these restrictions lapse could adversely affect the prevailing market price of the Common Shares."
       
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