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SEC Company Response from cbdMD, Inc. (YCBD) (CIK 0001644903) (YCBD) — Feb 5, 2019

cbdMD, Inc. (YCBD) (CIK 0001644903)
Date: Feb. 5, 2019 · CIK: 0001644903 · Accession: 0001654954-19-001058

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File numbers found in text: 333-228773

Referenced dates: February 4, 2019

Date
Feb. 5, 2019
Author
/s/ Mark S. Elliott
Form
CORRESP
Company
cbdMD, Inc. (YCBD) (CIK 0001644903)

Letter

Blueprint

Level Brands, Inc.

4521 Sharon Road, Suite 450

Charlotte, NC 28211

Telephone (704) 362-6345

'CORRESP'

February 5,

Division of Corporation Finance

United States Securities and Exchange Commission

100 F Street N.E.

Washington, DC 20549

Attention:

Jay E. Ingram, Legal Branch Chief

Sergio Chinos, Staff Attorney

Re:

Level Brands, Inc. (the "Company")

Registration Statement on Form S-3

Filed December 13, 2018

File No. 333-228773

Ladies and Gentlemen:

The Company is in receipt of the staff’s letter of comment dated February 4, 2019 on the above-captioned registration statement. Below is the Company’s response to the staff’s comment.

Form S-3 filed December 13, 2018

General

1.

You filed a Form 8-K on December 20, 2018 indicating that you intend to file by amendment the required interim financial statements and pro forma financial information of Cure Base Development for the periods required pursuant to Rule 8-04(b) and Rule 8-05 of Regulation S-X. We remind you that you are required to include or incorporate by reference this information before your registration statement is declared effective.

RESPONSE: The Company confirms that it will file by amendment the required interim financial statements and pro forma financial information of Cure Base Development for the periods required pursuant to Rule 8-04(b) and Rule 8-05 of Regulation S-X.

We trust the foregoing sufficient responds to the staff’s comment. In accordance with the conversation between Mr. Chinos and Brian A. Pearlman, Esq., counsel to the Company, earlier today, following the filing of the Current Report on Form 8-K/A containing the aforedescribed financial information we will submit a request for acceleration of the above captioned registration statement in accordance with Rules 460 and 461.

Sincerely,
/s/ Mark S. Elliott

Show Raw Text
CORRESP
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filename1.htm

Blueprint

Level Brands, Inc.

4521 Sharon Road, Suite 450

Charlotte, NC 28211

Telephone (704) 362-6345

'CORRESP'

February 5,
2019

Division
of Corporation Finance

United
States Securities and Exchange Commission

100 F
Street N.E.

Washington,
DC 20549

Attention:

Jay E. Ingram,
Legal Branch Chief

Sergio
Chinos, Staff Attorney

Re:

Level
Brands, Inc. (the "Company")

Registration
Statement on Form S-3

Filed
December 13, 2018

File
No. 333-228773

Ladies
and Gentlemen:

The
Company is in receipt of the staff’s letter of comment dated
February 4, 2019 on the above-captioned registration statement.
Below is the Company’s response to the staff’s
comment.

Form S-3 filed December 13, 2018

General

1.

You filed a Form 8-K on December 20, 2018 indicating that you
intend to file by amendment the required interim financial
statements and pro forma financial information of Cure Base
Development for the periods required pursuant to Rule 8-04(b) and
Rule 8-05 of Regulation S-X. We remind you that you are required to
include or incorporate by reference this information before your
registration statement is declared effective.

RESPONSE:
The Company confirms that it will file by amendment the required
interim financial statements and pro forma financial information of
Cure Base Development for the periods required pursuant to Rule
8-04(b) and Rule 8-05 of Regulation S-X.

We
trust the foregoing sufficient responds to the staff’s
comment. In accordance with the conversation between Mr. Chinos and
Brian A. Pearlman, Esq., counsel to the Company, earlier today,
following the filing of the Current Report on Form 8-K/A containing
the aforedescribed financial information we will submit a request
for acceleration of the above captioned registration statement in
accordance with Rules 460 and 461.

Sincerely,

/s/ Mark S. Elliott

Mark S.
Elliott

Chief Financial
Officer and Chief Operating Officer

cc:

Brian A. Pearlman,
Esq.