Cannabinoid Biosciences Inc. (CBDZ) is the first-female controlled Cannabis IPO in the United States and Canada. This is a Secured Convertible Note paying 12% annual interest. A $1,000 Note is convertible into 125 shares of CBDZ Common Stock which is currently being registered with the SEC under Reg. A+, to be sold at $10 per share.
2. About Us
Company Introduction
Cannabinoid Biosciences, Inc. (“CBDZ”) is a biopharmaceutical company, which intends to
engage in the discovery, development and commercialization of cures and novel therapeutics derived from:
• Proprietary Cannabinoid
• Cannabidiol, Endocannabinoids
• Phytocannabinoids
• Synthetic Cannabinoids product platform suitable for specific treatments in a broad range
of disease areas.
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3. 3
Biopharmaceutical
Research and Development
RESEARCH & DEVELOPMENT
Our Business
Details about our business
INVESTMENTS & CONSOLIDATION
Investments into legal-
cannabis businesses and
deriving value from
rollup/consolidation events
that leads to IPO in US or
Canada
FINANCIAL PRODUCTS
Financial products in form of
asset-backed loans, business
property mortgages and other
financial products to qualified
individuals/businesses in the
legal-cannabis businesses
Professional services including top-level
financial reporting, Accounting, CSE
Reporting, Business Valuation, Mergers &
Acquisitions, GAAP/ IFRS Conversion, Pre
IPO/RTO Prep, Section 280E Tax, and
Biological Assets Valuation to cannabis
businesses and investors in California at
first, then to those within the other states
that has legalized cannabis.
PROFESSIONAL SERVICES
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4. 4
Our Market
Market Opportunity
As of November 30, 2018, Thirty-three states and the District of Columbia
currently have passed laws and/or regulations that recognize, in one form
or another, legitimate medical uses for cannabis and consumer use of
cannabis in connection with medical treatment.
• The District of Columbia and 10 states -- Alaska, California, Colorado,
Maine, Massachusetts, Michigan, Nevada, Oregon, Vermont and
Washington -- have adopted the most expansive laws legalizing
marijuana for recreational use.
• It is no wonder then that the legal marijuana market in the U.S. is
estimated to grow from $9.2 billion in 2017 to $47.3 billion in 2027.
• Another report from RBC Capital Markets showed that American
cannabis sales are quickly catching up to those of beer and wine, and
the market could be worth $47 billion within a decade.
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5. 5
Regulation
Cannabis Regulations
The regulatory environment is gradually shifting more favorably on
medical cannabis biopharmaceutical cannabinoid at both federal and
state level.
• For example, the H.R. 2, the Agriculture Improvement Act of 2018,
also known as the 2018 Farm Bill, H.R. 2 includes a provision that lift
the ban on hemp, authorize hemp production and research and
amend the Controlled Substances Act. See.
https://rules.house.gov/bill/115/hr-2.
• On December 12, 2018, U.S. Congress approved a Bill to Make CBD
Federally Legal. Passage of 2018 Farm Bill clarifies CBD legal status
and lets U.S. farmers grow hemp, but some regulatory questions
remain.
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6. 6
Competition
Competition in Cannabis Industry
Right now there is no fund focused on rollup of existing high-margin
dispensaries California and across the U.S. marketplace. In California for
example, with 358 licensed recreational marijuana stores, the state’s three
licensing authorities have issued over 5,000 commercial cannabis licenses.
So competition is not an issue now.
• There is excitement in the air as market sentiment among investors and
companies alike in the legal marijuana industry grows more positive.
Many states are promising to deliver new markets, reducing risk exposure
from the federal government legally intervening. This situation is creating
an inviting paradigm for investors; stabilized business environments,
breakthroughs in Congress, and shifts in federal enforcement.
• Cannabis-related business such as our research and development of
cannabinoid, cannabidiol, endocannabinoids, phytocannabinoids, and
synthetic cannabinoids product platform suitable for specific treatments,
are gaining acceptance in the eyes of the general public including the
recent pronouncements and conducts of the U.S. Food and Drug
Administration (FDA), showed that federal authorities are not opposed to
such research and development.
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7. 7
Opportunities For Cannabinoid Biosciences, Inc.
CBDZ is offering a Secured Convertible Note paying 12% annual interest. A $1,000
Note is convertible into 125 shares of CBDZ Common Stock which is currently being
registered with the SEC under Reg. A+, to be sold at $10 per share. CBDZ want to
raise $125 million with Regulation A+ ($50 million) and Regulation D 506(c) ($75
million).
• CBDZ is offering ordinary investors a quantified opportunity to get in at the ground floor of
Cannabis investment, at $2 for $1 of revenue.
• CBDZ has agreed to buy 10 dispensaries with $54 million in annual revenue. These rollup will IPO
on the NASDAQ or NYSE and Canadian Securities Exchange (CSE). Once CBDZ successfully
listed on the NASDAQ, the $1,000 investment could fetch up to $21,500 based on what the
NASDAQ and NYSE market-participants pay for rollup/consolidated Cannabis business.
• The average Cannabis business trading on the market is selling at about 131 times revenue. This
market cap to revenue only included those Cannabis businesses that have revenue, since many of
those currently trading have little or no revenue.
• Having worked on the rollups and consolidations that led to those public offering, we believe that
we could package a rollup that would provide investors with a chance to enter the cannabis
industry at the ground floor. For example, buying dispensaries and cultivation facilities at 2 time
revenue.
Our Potential
OPPORTUNITY TO GET IN ON THE GROUND FLOOR OF CANNABIS INVESTMENT
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8. 8
Rollup & Consolidation
Investment Opportunity
Two of our business units are in flux and have investment
opportunities that we want to capitalize upon immediately.
CBDZ want to raise $125 million with Regulation A+ ($50
million), which is waiting for SEC qualification; and
Regulation D 506(c) ($75 million) through which CBDZ is
offering a Secured Convertible Note paying 12% annual
interest with a minimum amount of $1,000 per unit.
* Each A $1,000 Note is convertible into 125 shares of
CBDZ Common Stock which is currently being registered
with the SEC under Reg. A+, to be sold at $10 per share.
* Rollup and Consolidation: Investments into legal-
cannabis businesses and deriving value from
rollup/consolidation events that leads to IPO in US or
Canada; and
* Financial products in form of asset-backed loans,
business property mortgages and other financial products
to qualified individuals/businesses in the legal-cannabis
businesses.
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9. 9
Rollup & Consolidation
Investment Opportunity
We need to raise $75 million to acquire ≥10 dispensaries which we’ll rollup
into our holding company and IPO on the NASDAQ or New York Stock
Exchange. All our targeted acquisitions are profitable operations. We plan
to keep 50% of the profits for future growth, and pay 50% back to our
investors as dividends.
CBDZ provide investors with opportunity to invest in the
cannabis industry at the ground floor. For example, if an
investor wants to invest in the publicly traded cannabis
businesses on the stock market today, the investor would be
paying $131.00 for every $1.00 of revenue on average.
Investing with us would give the investors a better deal
because we’ll be acquiring cannabis businesses at close to
2:1 investment to revenue. For example, with the 10
dispensaries identified, we’ll be buying at less than $2.00 for
every $1.00 of revenue.
We project that this project would be worth $4.6 billion on the stock
exchange once we have finished rollup and consolidation of all the 10
dispensaries and cultivation facilities. This valuation is based on the
weighted average multiple of X-sales and X-net profit of cannabis
businesses currently trading on the exchanges.
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10. 10
Cannabinoid Biosciences Market Opportunity
CBDZ has identified and negotiated to purchase 10 dispensaries with cultivation licenses in a multi-state
rollup that would be consolidated and IPOed on the major exchanges in Canada and the United
States.CBDZ has already filed a Reg A+ prospectus with the SEC for a $50 million raise. We need to raise
$75 million via Regulation D 506 (c) via crowdfunding for the acquisition.
Check out the chart below to see why CBDZ actually offers investors a quantified opportunity to get in at the
ground floor of Cannabis investment, at $2 for $1 of revenue.
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12. 12
5 Year Pro-Forma Summary
Compared to the currently NASDAQ/NYSE listed peers of ACB, CANN, CBDZ,
CGC, CRON, APHA and GWPH, a $54 million revenue with robust profitability
of $17 million would give CBDZ a market valuation north of $7.1 billion and
south of $2.2 billion.
2019 2020 2021 2022 2023
Revenue
Retail and Wholesales 54,237,238 63,544,375 74,448,621 87,224,040 102,191,728
Real Estate and Financial 372,320 1,703,880 3,420,480 4,593,480 5,383,480
Industry Turnkey Solutions 294,000 3,243,600 13,149,321 17,318,186 22,068,824
Compliance Solutions 56,000 1,329,000 4,212,000 5,122,000 7,642,000
Industry Rollup 0 0 0 60,000,000
Total Gross Revenue (USD) 54,959,558 69,820,855 95,230,422 114,257,706 197,286,032
Net profit $17,091,402 $20,024,295 $23,460,474 $27,486,303 $32,202,966
Dividend Distributions 8,545,701 10,012,148 11,730,237 13,743,151 16,101,483
Reinvestments 8,545,701 10,012,148 11,730,237 13,743,151 16,101,483
Projected Market Capitalization $4.68 Billion $5.48 Billion $6.42 Billion $7.52 Billion $8.82 Billion
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13. The following summarizes the key
terms of the Secured Convertible
Notes and the private placement.
Please refer to the relevant
sections of the PPM and related
documents, including the
Company‛s articles of
incorporation (“Articles”) for
more complete details about the
Secured Convertible Notes and the
private placement.
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14. Issuer Cannabinoid Biosciences, Inc.
Security Secured Convertible Note into Common Stock
Discount 20%
Interest Rate 12% Per Annum (payable fifteen days after the end of the year)
Maturity December 31st 2023
Valuation Cap N/A
Floor N/A
Minimum Subscription $1,000 per investor
Maximum Subscription $75 million per investor
Initial Closing Min. of $10K before 12/31/2019
Additional Closings One or more; up to a total of $75 million
Use of Proceeds Rollup Cannabis and fund growth across US
Dividend Declarations Dividend payment in year 4, subject to Board approval
Liquidity Event Sale of company or listing on a major stock exchange
Mandatory Conversion Converts to Shares of Common Stock
Resale Restrictions No resale permitted within 12 months & Board approval
Voting Rights Per Cannabinoid Biosciences Inc. Articles of Incorporation and By Laws
Registrar and Transfer Agent FundAmerica (VStock Transfer)
Escrow Company Prime Trust
Corporate Bank Bank of America
Legal Counsel Law Office of Azuka L Uzoh
ISIN / CUSIP To be issued
Governing Law Laws of California Visit us at: Www.CBDXFUND.COM