CBDL / CBD Life Sciences Inc. - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

CBD Life Sciences Inc.
US ˙ OTCPK

Grundläggande statistik
CIK 1776073
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to CBD Life Sciences Inc.
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
May 19, 2025 253G2

Offering Circular Supplement Dated May 19, 2025

Filed Pursuant to Rule 253(g)(2) File No. 024-12430 Offering Circular Supplement Dated May 19, 2025 A Post-Qualification Amendment No. 4 to an Offering Statement (the “Amendment”) pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission (“SEC”). The Amendment was Qualified on March 19, 2025. This Post-Qualification Offering Circular Amendment

March 18, 2025 CORRESP

CBD LIFE SCIENCES, INC. 10855 N. 116th Street, Suite 115 Scottsdale, Arizona 85259

CBD LIFE SCIENCES, INC. 10855 N. 116th Street, Suite 115 Scottsdale, Arizona 85259 March 18, 2025 VIA EDGAR Joshua Gorsky Office of Life Sciences Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: CBD Life Sciences, Inc. (the “Company”) Post-Qualification Amendment No. 4 to Offering Statement on Form 1-A (the “Offering Statement”) File

March 17, 2025 PART II AND III

CBD Life Sciences, Inc. 8,400,000,000 Shares of Common Stock

Table of Contents Post-Qualification Offering Circular Amendment No. 4 File No. 024-12430 OFFERING CIRCULAR CBD Life Sciences, Inc. 8,400,000,000 Shares of Common Stock This Post-Qualification Offering Circular Amendment No. 4 amends the Offering Circular of CBD Life Sciences, Inc., a Nevada corporation (the “Company”), dated June 24, 2024, as qualified on June 21, 2024, Post-Qualification Amendme

March 17, 2025 CORRESP

NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road, Suite 107-762 Flower Mound, Texas 75022 March 17, 2025

NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road, Suite 107-762 Flower Mound, Texas 75022 March 17, 2025 Joshua Gorsky Office of Life Sciences Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.

March 6, 2025 EX1A-2A CHARTER

Business Number C33445 - 2003 Filed in the Office of Secretary of State State Of Nevada Filing Number 20254708602 Filed On 3/3/2025 8:00:00 AM Number of Pages 1

Exhibit 2.11.2 Business Number C33445 - 2003 Filed in the Office of Secretary of State State Of Nevada Filing Number 20254708602 Filed On 3/3/2025 8:00:00 AM Number of Pages 1

March 6, 2025 EX1A-2A CHARTER

Business Number C33445 - 2003 Filed in the Office of Secretary of State State Of Nevada Filing Number 20244536608 Filed On 12/17/2024 8:00:00 AM Number of Pages 1

Exhibit 2.11.1 Business Number C33445 - 2003 Filed in the Office of Secretary of State State Of Nevada Filing Number 20244536608 Filed On 12/17/2024 8:00:00 AM Number of Pages 1

March 6, 2025 PART II AND III

CBD Life Sciences, Inc. 8,400,000,000 Shares of Common Stock

Table of Contents Post-Qualification Offering Circular Amendment No. 3 File No. 024-12430 OFFERING CIRCULAR CBD Life Sciences, Inc. 8,400,000,000 Shares of Common Stock This Post-Qualification Offering Circular Amendment No. 3 amends the Offering Circular of CBD Life Sciences, Inc., a Nevada corporation (the “Company”), dated June 24, 2024, as qualified on June 21, 2024, and Post-Qualification Ame

March 6, 2025 EX1A-4 SUBS AGMT

SUBSCRIPTION AGREEMENT CBD Life Sciences, Inc. NOTICE TO INVESTORS

Exhibit 4.1 SUBSCRIPTION AGREEMENT CBD Life Sciences, Inc. NOTICE TO INVESTORS The securities of CBD Life Sciences, Inc., a Nevada corporation (the “Company”), to which this Subscription Agreement relates, represent an investment that involves a high degree of risk, suitable only for persons who can bear the economic risk for an indefinite period of time and who can afford to lose their entire inv

March 6, 2025 EX1A-12 OPN CNSL

NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road – Suite 107-762 Flower Mound, Texas 75022 March 6, 2025

Exhibit 12.1 NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road – Suite 107-762 Flower Mound, Texas 75022 940-367-6154 March 6, 2025 CBD Life Sciences, Inc. 10953 N. Frank Lloyd Boulevard Suite 108 Scottsdale, Arizona 85259 Re: Offering Statement on Form 1-A Gentlemen: We have been requested by CBD Life Sciences, Inc., a Nevada corporation (the “Company”), to furnish you with our opinion as to the matte

September 19, 2024 253G2

Offering Circular Supplement Dated September 19, 2024

Filed Pursuant to Rule 253(g)(2) File No. 024-12430 Offering Circular Supplement Dated September 19, 2024 A Post-Qualification Amendment No. 2 to an Offering Statement (the “Amendment”) pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission (“SEC”). The Amendment was Qualified on September 17, 2024. This Post-Qualification Offering Circular

September 16, 2024 CORRESP

CBD LIFE SCIENCES, INC. 10855 N. 116th Street, Suite 115 Scottsdale, Arizona 85259

CBD LIFE SCIENCES, INC. 10855 N. 116th Street, Suite 115 Scottsdale, Arizona 85259 September 16, 2024 VIA EDGAR Doris Stacey Gama Office of Life Sciences Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: CBD Life Sciences, Inc. (the “Company”) Post-Qualification Amendment No. 2 to Offering Statement on Form 1-A (the “Offering Statement

September 16, 2024 CORRESP

CBD LIFE SCIENCES, INC. 10855 N. 116th Street, Suite 115 Scottsdale, Arizona 85259

CBD LIFE SCIENCES, INC. 10855 N. 116th Street, Suite 115 Scottsdale, Arizona 85259 September 16, 2024 VIA EDGAR Doris Stacey Gama Office of Life Sciences Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: CBD Life Sciences, Inc. Post-Qualification Amendment No. 2 to Offering Statement on Form 1-A (the “Offering Statement”) File No. 024-

September 6, 2024 CORRESP

NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road, Suite 107-762 Flower Mound, Texas 75022 September 6, 2024

NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road, Suite 107-762 Flower Mound, Texas 75022 September 6, 2024 Doris Stacey Gama Office of Life Sciences Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.

September 6, 2024 PART II AND III

CBD Life Sciences, Inc. 4,500,000,000 Shares of Common Stock

Post-Qualification Offering Circular Amendment No. 2 File No. 024-12430 OFFERING CIRCULAR CBD Life Sciences, Inc. 4,500,000,000 Shares of Common Stock This Post-Qualification Offering Circular Amendment No. 2 amends the Offering Circular of CBD Life Sciences, Inc., a Nevada corporation (the “Company”), dated June 24, 2024, and as may be amended and supplemented from time to time, to revise the off

August 19, 2024 PART II AND III

CBD Life Sciences, Inc. 4,500,000,000 Shares of Common Stock

Post-Qualification Offering Circular Amendment No. 1 File No. 024-12430 OFFERING CIRCULAR CBD Life Sciences, Inc. 4,500,000,000 Shares of Common Stock This Post-Qualification Offering Circular Amendment No. 1 amends the Offering Circular of CBD Life Sciences, Inc., a Nevada corporation (the “Company”), dated June 24, 2024, and as may be amended and supplemented from time to time, to revise the off

June 24, 2024 253G1

CBD Life Sciences, Inc. 4,500,000,000 Shares of Common Stock

Filed Pursuant to Rule 253(g)(1) File No. 024-12430 OFFERING CIRCULAR CBD Life Sciences, Inc. 4,500,000,000 Shares of Common Stock By this Offering Circular, CBD Life Sciences, Inc., a Nevada corporation, is offering for sale a maximum of 4,5000,000,000 shares of its common stock (the “Offered Shares”), at a fixed price of $0.0007 per share, pursuant to Tier 1 of Regulation A of the United States

June 18, 2024 PART II AND III

As filed with the Securities and Exchange Commission on June 17, 2024 PART –I - INFORMATION REQUIRED IN OFFERING CIRCULAR

File No. 024-12430 As filed with the Securities and Exchange Commission on June 17, 2024 PART –I - INFORMATION REQUIRED IN OFFERING CIRCULAR Preliminary Offering Circular dated June 17, 2024 An offering statement pursuant to Regulation A relating to these securities has been filed with the United States Securities and Exchange Commission (the “SEC”). Information contained in this Preliminary Offer

June 18, 2024 CORRESP

CBD LIFE SCIENCES, INC. 10953 N. FRANK LLOYD WRIGHT BOULEVARD SUITE 108 SCOTTSDALE, ARIZONA 85259

CBD LIFE SCIENCES, INC. 10953 N. FRANK LLOYD WRIGHT BOULEVARD SUITE 108 SCOTTSDALE, ARIZONA 85259 June 18, 2024 VIA EDGAR Doris Stacey Gama Office of Life Sciences Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: CBD Life Sciences Inc. Offering Statement on Form 1-A File No. 024-12430 Dear Ms. Gama: On behalf of the Company, I respect

June 17, 2024 CORRESP

NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road, Suite 107-762 Flower Mound, Texas 75022 June 17, 2024

NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road, Suite 107-762 Flower Mound, Texas 75022 June 17, 2024 Doris Stacey Gama Office of Life Sciences Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.

June 5, 2024 EX1A-6 MAT CTRCT

EMPLOYMENT AGREEMENT

Exhibit 6.4 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is entered to be effective May 1, 2024, by and between CBD Life Sciences, Inc., a Nevada corporation (the “Company” or “Employer”), and Lisa Nelson (the “Employee”). 1. Employment Subject to the terms and conditions set forth in this Agreement, Employer hereby employs Employee, and Employee hereby accepts employment with

June 5, 2024 EX1A-6 MAT CTRCT

3.7 Insurance Allocation. In the event that the Premises are not separately appraised for insurance purposes, Tenant's pro rata share of said insurance costs and expenses shall be a fractional portion of all insurance costs and expenses allocable to

Exhibit 6.6 $1,913.07 $1,857.53 $1,803.13 $1,751.00 $1,700.00 Monthly Rate MINIMUM RENT Term Months 49 through 63 Term Months 37 throunh 48 Term Months 25 throunh 36 Term Months 13 throunh 24 Term Months 1 throu Ƒ h 12* Months of Term TERM SHOPPING CENTER LEASE AGREEMENT This Lease is made by and between ECG New Palo Verde LLC, an Arizona limited liability company ("Landlord"), and LBC Bioscience,

June 5, 2024 PART II AND III

As filed with the Securities and Exchange Commission on June 5, 2024 PART –I - INFORMATION REQUIRED IN OFFERING CIRCULAR

File No. 024-12430 As filed with the Securities and Exchange Commission on June 5, 2024 PART –I - INFORMATION REQUIRED IN OFFERING CIRCULAR Preliminary Offering Circular dated June 5, 2024 An offering statement pursuant to Regulation A relating to these securities has been filed with the United States Securities and Exchange Commission (the “SEC”). Information contained in this Preliminary Offerin

June 5, 2024 CORRESP

NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road, Suite 107-762 Flower Mound, Texas 75022 June 5, 2024

NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road, Suite 107-762 Flower Mound, Texas 75022 June 5, 2024 Doris Stacey Gama Office of Life Sciences Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.

June 5, 2024 EX1A-6 MAT CTRCT

INDEMNIFICATION AGREEMENT

Exhibit 6.5 INDEMNIFICATION AGREEMENT This Indemnification Agreement (the “Agreement”) is entered into effective May 1, 2024, by and between CBD Life Sciences, Inc., a Nevada corporation (the “Company”), and Lisa Nelson (“Indemnitee”). WHEREAS, this Agreement is to replace in its entirety the existing indemnification agreement between the Company and Indemnitee of April 2019; and WHEREAS, it is es

May 2, 2024 EX1A-2A CHARTER

Business Number C33445 - 2003 Filed in the Office of Secretary of State State Of Nevada Filing Number 20232900709 Filed On 1/24/2023 8:37:00 AM Number of Pages 1

Exhibit 2.10 Business Number C33445 - 2003 Filed in the Office of Secretary of State State Of Nevada Filing Number 20232900709 Filed On 1/24/2023 8:37:00 AM Number of Pages 1

May 2, 2024 EX1A-2B BYLAWS

CBD Life Sciences Inc. CBD Life Sciences Inc. ARTICLE I OFFICES

Exhibit 2.12 CBD Life Sciences Inc. BYLAWS BYLAWS OF CBD Life Sciences Inc. ARTICLE I OFFICES The principal office of the corporation shall be designated time to time by the corporation and may be within or outside of Nevada. The corporation may have such other offices, either within or outside Nevada, as the board of directors may designate or as the business of the corporation may require from t

May 2, 2024 EX1A-12 OPN CNSL

NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road – Suite 107-762 Flower Mound, Texas 75022 May 2, 2024

Exhibit 12.1 NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road – Suite 107-762 Flower Mound, Texas 75022 940-367-6154 May 2, 2024 CBD Life Sciences, Inc. 10953 N. Frank Lloyd Wright Boulevard Suite 108 Scottsdale, Arizona 85259 Re: Offering Statement on Form 1-A Gentlemen: We have been requested by CBD Life Sciences, Inc., a Nevada corporation (the “Company”), to furnish you with our opinion as to the

May 2, 2024 EX1A-2A CHARTER

Business Number C33445 - 2003 Filed in the Office of Secretary of State State Of Nevada Filing Number 20233248541 Filed On 6/6/2023 9:44:00 AM Number of Pages 3 09 : 44 : 58 a . m . 06 - 06 - 2023 s I 18178871604 ro : Page : 5 of 6 2023 - 06 - 06 16:

Exhibit 2.11 Business Number C33445 - 2003 Filed in the Office of Secretary of State State Of Nevada Filing Number 20233248541 Filed On 6/6/2023 9:44:00 AM Number of Pages 3 09 : 44 : 58 a . m . 06 - 06 - 2023 s I 18178871604 ro : Page : 5 of 6 2023 - 06 - 06 16:45:30 GMT • FRANCISCO V. AGUILAR · Secretaryof Sta;ti • • • 2 Nort h CaC$O0 Stree t • Ciirson City, Nevad . a:S J01 - 420 . 1 (l}S ):6 84

May 2, 2024 EX1A-2A CHARTER

Filed in the Office of Secretary of State State Of Nevada Business Number C33445 - 2003 Filing Number 20211544574 Filed On 6/17/2021 2:09:00 PM Number of Pages 2 BARBAR A K . CEGAVSKE Secretary of State 20 2 Nort h Carso n Street Carso n City , Nevad

EXHIBIT 2.8 Filed in the Office of Secretary of State State Of Nevada Business Number C33445 - 2003 Filing Number 20211544574 Filed On 6/17/2021 2:09:00 PM Number of Pages 2 BARBAR A K . CEGAVSKE Secretary of State 20 2 Nort h Carso n Street Carso n City , Nevad a 89701 - 4201 (TT') $84 - 708 Webslte: www.n \ /'5Qs.gov Certificate of Amendment (PuRsvf%ro NRS 11t o 1s ; /7e.3eo) Certificate to Acco

May 2, 2024 EX1A-2A CHARTER

Filed in the Office of Secretary of State State Of Nevada Business Number C33445 - 2003 Filing Number 20200536401 Filed On 3/11/2020 8:51:00 AM Number of Pages 3

Exhibit 2.4 Filed in the Office of Secretary of State State Of Nevada Business Number C33445 - 2003 Filing Number 20200536401 Filed On 3/11/2020 8:51:00 AM Number of Pages 3 1 BARBARA K. CEGAVSKE Secretary of State 202 North Carson Street Carson City, Nevada 89701 - 4201 (775) 684 - 5708 Website: www.nvsos.gov 4 T 5 C c 6 ( Profit Corporation: Certificate of Amendment (PuRsuANTTo NRs 78.380& 78 .

May 2, 2024 EX1A-2A CHARTER

Articles of Incorporation PLATINUM CONSULTING SERVICES, INC.

Exhibit 2.1 1 Articles of Incorporation of PLATINUM CONSULTING SERVICES, INC. The undersigned natural person, who is at least eighteen (18) years of age, for the purpose of forming a Private Corporation, under and subject to the provisions of NRS 78.010, et seq, hereby adopts the following Articles of Incorporation: ARTICLE ONE NAME. The name of the Corporation is PLATINUM CONSULTING SERVICES, INC

May 2, 2024 EX1A-6 MAT CTRCT

INDEMNIFICATION AGREEMENT by and between CBD Life Sciences, Inc. Lisa Nelson

Exhibit 6.5 INDEMNIFICATION AGREEMENT by and between CBD Life Sciences, Inc. and Lisa Nelson indemnitee 1 INDEMNIFICATION AGREEMENT THIS AGREEMENT is entered into, effective as April , 2019 of by and between CBD Life Sciences, Inc., a Nevada corporation (the “Company”), and Lisa Nelson, INDEMNITEE (“Indemnitee”). WHEREAS, it is essential to the Company to retain and attract as directors and office

May 2, 2024 EX1A-2A CHARTER

Aubry Bjarnason 601 E Charleston Blvd Ste 100 Las Vegas, NV 89104, USA Work Order #: W2022123001042 December 30, 2022 Receipt Version: 1 Special Handling Instructions: Submitter ID: 653502 Charges Amount Price Qty Filing Status Filing Date/Time Filin

Exhibit 2.9 Aubry Bjarnason 601 E Charleston Blvd Ste 100 Las Vegas, NV 89104, USA Work Order #: W2022123001042 December 30, 2022 Receipt Version: 1 Special Handling Instructions: Submitter ID: 653502 Charges Amount Price Qty Filing Status Filing Date/Time Filing Number Fee Description Description $175.00 $175.00 1 Approved 12/30/2022 9:53:00 AM 20222846120 Fees Certificate Pursuant to NRS 78.209

May 2, 2024 EX1A-2A CHARTER

Filed in the Office of Business Number I n I( (. C33445 - 2003 K" \ ,, . u... . • ,A_, _ J , F. e , ! : m ..: I ' . g .: . u = m , . e N r =b= - ------- 1 {) 20190224379 Secretary of State Filed On S t a t e Of Nevada 10115/2019 11:10:00 AM Number of

Exhibit 2.2 Filed in the Office of Business Number I n I( (. C33445 - 2003 K" \ ,, . u... . • ,A, J , F. e , ! : m ..: I ' . g .: . u = m , . e N r =b= - - 1 {) 20190224379 Secretary of State Filed On S t a t e Of Nevada 10115/2019 11:10:00 AM Number of Pa g es 4 e BARBARA K. CEGAVSKE Secretary of State 202 North Canson Street Carson City, Nevada 89701 - 4201 (775) 684 - 5708 Website: www.nvsos.go

May 2, 2024 EX1A-2A CHARTER

Filed in the Office of Secretary of State State Of Nevada Business Number C33445 - 2003 Filing Number 20200916325 Filed On 9/16/2020 2:55:00 PM Number of Pages 2

Exhibit 2.6 Filed in the Office of Secretary of State State Of Nevada Business Number C33445 - 2003 Filing Number 20200916325 Filed On 9/16/2020 2:55:00 PM Number of Pages 2 1 BARBARA K. CEGAVSKE Secretary of State . 202 North Carson Street Carson City , Nevada 89701 - 4201 (775) 684 - 5708 Website: www.nvsos.gov 4 T 5 C c 6 ( .. Profit Corporation: Certificate of Amendment

May 2, 2024 PART II AND III

As filed with the Securities and Exchange Commission on May 2, 2024 PART –I - INFORMATION REQUIRED IN OFFERING CIRCULAR

File No. 024- As filed with the Securities and Exchange Commission on May 2, 2024 PART –I - INFORMATION REQUIRED IN OFFERING CIRCULAR Preliminary Offering Circular dated May 2, 2024 An offering statement pursuant to Regulation A relating to these securities has been filed with the United States Securities and Exchange Commission (the “SEC”). Information contained in this Preliminary Offering Circu

May 2, 2024 EX1A-2A CHARTER

Aubry Bjarnason 601 E CHARLESTON BLVD SUITE 100 LAS VEGAS, NV 89104, USA Work Order #: W2021011400932 January 14, 2021 Receipt Version: 1 Special Handling Instructions: Submitter ID: 6083 Charges Amount Price Qty Filing Status Filing Date/Time Filing

Exhibit 2.7 Aubry Bjarnason 601 E CHARLESTON BLVD SUITE 100 LAS VEGAS, NV 89104, USA Work Order #: W2021011400932 January 14, 2021 Receipt Version: 1 Special Handling Instructions: Submitter ID: 6083 Charges Amount Price Qty Filing Status Filing Date/Time Filing Number Fee Description Description $11000.00 $11000.00 1 Approved 1/14/2021 9:29:00 AM 20211166059 Fees Amendment After Issuance of Stock

May 2, 2024 EX1A-2A CHARTER

Filed in the Office of Secretary of State State Of Nevada Business Number C33445 - 2003 Filing Number 20200557463 Filed On 3/17/2020 12:04:00 PM Number of Pages 1

Exhibit 2.5 Filed in the Office of Secretary of State State Of Nevada Business Number C33445 - 2003 Filing Number 20200557463 Filed On 3/17/2020 12:04:00 PM Number of Pages 1

May 2, 2024 EX1A-6 MAT CTRCT

CBD Life Sciences, Inc. INCENTIVE STOCK OPTION PLAN Plan Summary

Exhibit 6.1 CBD Life Sciences, Inc. INCENTIVE STOCK OPTION PLAN Plan Summary The plan provides that an aggregate of up to 25,000,000 shares of the Company’s Common Stock may be optioned to officers and other key employees. The plan provides authority for a Stock Option Plan Committee to select the employees of the Company, and its subsidiaries, to whom incentive stock options will be granted. No p

May 2, 2024 EX1A-2A CHARTER

Filed in the Office of Secretary of State State Of Nevada Business Number C33445 - 2003 Filing Number 20200489414 Filed On 2/18/2020 9:59:00 AM Number of Pages 3 BARBARA K. CEGAVSKE Secretary of State 202 North Carson Street Carson City, Nevada 89701

Exhibit 2.3 Filed in the Office of Secretary of State State Of Nevada Business Number C33445 - 2003 Filing Number 20200489414 Filed On 2/18/2020 9:59:00 AM Number of Pages 3 BARBARA K. CEGAVSKE Secretary of State 202 North Carson Street Carson City, Nevada 89701 - 4201 (775) 684 - 6708 Website: www.nvsos.gov 4 T 5 C c 6 ( Profit Corporation: Certificate of Amendment cPuRsuANTTo NRs 18 . 380 & 78.3

May 2, 2024 EX1A-4 SUBS AGMT

SUBSCRIPTION AGREEMENT CBD Life Sciences, Inc. NOTICE TO INVESTORS

Exhibit 4.1 SUBSCRIPTION AGREEMENT CBD Life Sciences, Inc. NOTICE TO INVESTORS The securities of CBD Life Sciences, Inc., a Nevada corporation (the “Company”), to which this Subscription Agreement relates, represent an investment that involves a high degree of risk, suitable only for persons who can bear the economic risk for an indefinite period of time and who can afford to lose their entire inv

May 2, 2024 EX1A-6 MAT CTRCT

EMPLOYMENT AGREEMENT

Exhibit 6.4 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT by and between CBD Life Sciences, Inc. (the "Company" / "Employer") and Lisa Nelson (the "Employee"). 1. Employment Subject to the terms and conditions set forth in this Agreement, Employer hereby employs Employee, and Employee hereby accepts employment with Employer. 2. Duties and Responsibilities Employee's title, duties, hours, and responsib

May 2, 2024 EX1A-6 MAT CTRCT

CBD Life Sciences, Inc. ANNUAL BONUS PERFORMANCE PLAN FOR EXECUTIVE OFFICERS April , 2019

Exhibit 6.3 CBD Life Sciences, Inc. ANNUAL BONUS PERFORMANCE PLAN FOR EXECUTIVE OFFICERS April , 2019 1 CBD Life Sciences, Inc. ANNUAL BONUS PERFORMANCE PLAN FOR EXECUTIVE OFFICERS SECTION 1. PURPOSE OF PLAN The purpose of the Plan is to promote the success of the Company by providing to participating executives bonus incentives that qualify as performance-based compensation within the meaning of

May 2, 2024 EX1A-6 MAT CTRCT

CBD Life Sciences, Inc. MANAGEMENT STOCK BONUS PLAN

Exhibit 6.2 CBD Life Sciences, Inc. MANAGEMENT STOCK BONUS PLAN 1 CBD Life Sciences, Inc. Management Stock Bonus Plan Purpose This Plan’s purpose is to keep personnel of experience and ability in the employ of CBD Life Sciences, Inc.(“CBD Life Sciences, Inc.”) and its subsidiaries and to compensate them for their contributions to the growth and profits of CBD Life Sciences, Inc. and its subsidiari

August 29, 2022 253G1

CBD Life Sciences, Inc. 25,000,000,000 Shares of Common Stock

253G1 1 cbd253g1.htm FORM 253G1 Filed Pursuant to Rule 253(g)(1) File No. 024-11968 OFFERING CIRCULAR CBD Life Sciences, Inc. 25,000,000,000 Shares of Common Stock By this Offering Circular, CBD Life Sciences, Inc., a Nevada corporation, is offering for sale a maximum of 25,000,000,000 shares of its common stock (the “Offered Shares”), at a fixed price of $0.00012 per share, pursuant to Tier 1 of

August 24, 2022 CORRESP

CBD LIFE SCIENCES, INC. 10855 N. 116TH STREET, SUITE 115 SCOTTSDALE, ARIZONA 85259

CBD LIFE SCIENCES, INC. 10855 N. 116TH STREET, SUITE 115 SCOTTSDALE, ARIZONA 85259 August 24, 2022 VIA EDGAR Mr. Joshua Gorsky Office of Life Sciences Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: CBD Life Sciences, Inc. Offering Statement on Form 1-A Commission File No. 024-11968 Dear Mr. Gorsky: On behalf of the Company, I respec

August 18, 2022 PART II AND III

As filed with the Securities and Exchange Commission on August ___, 2022 PART II - INFORMATION REQUIRED IN OFFERING CIRCULAR

File No. 024- As filed with the Securities and Exchange Commission on August , 2022 PART II - INFORMATION REQUIRED IN OFFERING CIRCULAR Preliminary Offering Circular dated August , 2022 An offering statement pursuant to Regulation A relating to these securities has been filed with the United States Securities and Exchange Commission (the “SEC”). Information contained in this Preliminary Offering C

August 18, 2022 EX1A-12 OPN CNSL

NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road – Suite 107-762 Flower Mound, Texas 75022 August 18, 2022

Exhibit 12.1 NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road – Suite 107-762 Flower Mound, Texas 75022 940-367-6154 August 18, 2022 CBD Life Science, Inc. 10855 N. 116th Street Suite 115 Scottsdale, Arizona 85259 Re: Offering Statement on Form 1-A Gentlemen: We have been requested by CBD Life Sciences, Inc., a Nevada corporation (the “Company”), to furnish you with our opinion as to the matters herei

August 18, 2022 EX1A-4 SUBS AGMT

SUBSCRIPTION AGREEMENT CBD Life Sciences, Inc. NOTICE TO INVESTORS

Exhibit 4.1 SUBSCRIPTION AGREEMENT CBD Life Sciences, Inc. NOTICE TO INVESTORS The securities of CBD Life Sciences, Inc., a Nevada corporation (the “Company”), to which this Subscription Agreement relates, represent an investment that involves a high degree of risk, suitable only for persons who can bear the economic risk for an indefinite period of time and who can afford to lose their entire inv

January 25, 2022 253G2

Offering Circular Supplement Dated January 25, 2022

Filed Pursuant to Rule 253(g)(2) File No. 024-11005 Offering Circular Supplement Dated January 25, 2022 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission (?SEC?). The Offering Statement was Qualified on March 11, 2020. A Post-Qualification Amendment #1 was filed with the SEC and, subsequently, was Qualified on Nov

September 1, 2021 253G2

CBD LIFE SCIENCES, INC. 10855 N. 116th Street, Suite 115 Scottsdale, Arizona (480) 410-6780 UP TO 80,000,000,000 SHARES OF COMMON STOCK

253G2 1 cbd253g2.htm PROSPECTUS SUPPLEMENT Table of Contents Filed Pursuant to 253(g)(2) File No. 024-11005 CBD LIFE SCIENCES, INC. 10855 N. 116th Street, Suite 115 Scottsdale, Arizona (480) 410-6780 www.lbcbioscienceinc.com UP TO 80,000,000,000 SHARES OF COMMON STOCK CBD Life Sciences, Inc., a Nevada corporation (the “Company,” “CBDL,” “we,” “us,” and “our”), is offering up to 80,000,000,000 shar

July 20, 2021 253G2

CBD LIFE SCIENCES, INC. 10855 N. 116th Street, Suite 115 Scottsdale, Arizona (480) 410-6780 UP TO 80,000,000,000 SHARES OF COMMON STOCK

253G2 1 cbd253g2.htm PROSPECTUS SUPPLEMENT Filed Pursuant to 253(g)(2) File No. 024-11005 Table of Contents CBD LIFE SCIENCES, INC. 10855 N. 116th Street, Suite 115 Scottsdale, Arizona (480) 410-6780 www.lbcbioscienceinc.com UP TO 80,000,000,000 SHARES OF COMMON STOCK CBD Life Sciences, Inc., a Nevada corporation (the “Company,” “CBDLS,” “we,” “us,” and “our”), is offering up to 80,000,000,000 sha

June 29, 2021 EX1A-2A CHARTER

The Corporate Place, INC. 601 E Charleston Blvd. Suite 100 Las Vegas, NV 89104, USA Work Order #: W2021061701805 June 17, 2021 Receipt Version: 1 Special Handling Instructions: Submitter ID: 57868 Charges Description Fee Descriptio n Filing Number Fi

EXHIBIT 2.5 The Corporate Place, INC. 601 E Charleston Blvd. Suite 100 Las Vegas, NV 89104, USA Work Order #: W2021061701805 June 17, 2021 Receipt Version: 1 Special Handling Instructions: Submitter ID: 57868 Charges Description Fee Descriptio n Filing Number Filing Date/Time Filing Status Qty Price Amount Amendment After Issuance of Stock Fees 20211544574 6/17/2021 2:09:00 PM Approved 1 $21150.00

June 29, 2021 PART II AND III

CBD LIFE SCIENCES, INC. 10855 N. 116th Street, Suite 115 Scottsdale, Arizona (480) 410-6780 UP TO 80,000,000,000 SHARES OF COMMON STOCK

PART II AND III 2 cbd1apos.htm Table of Contents CBD LIFE SCIENCES, INC. 10855 N. 116th Street, Suite 115 Scottsdale, Arizona (480) 410-6780 www.lbcbioscienceinc.com UP TO 80,000,000,000 SHARES OF COMMON STOCK CBD Life Sciences, Inc., a Nevada corporation (the “Company,” “CBDLS,” “we,” “us,” and “our”), is offering up to 80,000,000,000 shares (“Shares”) of its common stock, par value of $0.0001 pe

June 29, 2021 EX1A-12 OPN CNSL

June 28, 2021

EXHIBIT 12.1 ANTHONY MICHAEL PANEK Attorney Direct Dial: 801.323.2214 General Dial: 801.531.8900 [email protected] June 28, 2021 Board of Directors CBD Life Sciences, Inc. 10855 N. 116th St., Suite 115 Scottsdale, AZ 85259 Gentlemen: I have acted, at your request, as special counsel to CBD Life Sciences, Inc., a Nevada corporation, (“CBD Life Sciences, Inc.”) for the purpose of rendering an

June 29, 2021 EX1A-4 SUBS AGMT

CBD Life Sciences, Inc. SUBSCRIPTION AGREEMENT

EXHIBIT 4.1 CBD Life Sciences, Inc. SUBSCRIPTION AGREEMENT THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE

February 5, 2021 CORRESP

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BUSINESS LEGAL ADVISORS, LLC 14888 Auburn Sky Drive, Draper, UT 84020 (801) 634-1984 brian@businesslegaladvisor.

February 5, 2021 CORRESP

-

BUSINESS LEGAL ADVISORS, LLC 14888 Auburn Sky Drive, Draper, UT 84020 (801) 634-1984 brian@businesslegaladvisor.

February 5, 2021 PART II AND III

- PART II AND III

Preliminary Offering Circular dated February 5, 2021 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

January 22, 2021 PART II AND III

- PART II AND III

Preliminary Offering Circular dated January 21, 2021 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

January 22, 2021 EX1A-2A CHARTER

- CERTIFICATE OF AMENDMENT FILED JANUARY 14, 2021

Exhibit 2.8 Certificate of Amendment; certificate to Accompany Restated Articles or Amended and Restated Articles Officer’s Statement filed 1/14/2021 CBD Life Sciences,Inc. Enity NV20031567775; voted 53.6 25,000,000,000 common shares are authorized Par $0.0001 President/CFO Board of Director. The authorized shares have been amended.

January 22, 2021 EX1A-12 OPN CNSL

- LEGAL OPINION

Exhibit 12.1 BUSINESS LEGAL ADVISORS, LLC 14888 Auburn Sky Drive, Draper, UT 84020 (801) 634-1984 [email protected] Brian Higley Attorney at Law Licensed in Utah January 21, 2021 Board of Directors CBD Life Sciences Inc. 10855 N. 116th St. Ste. 115 Scottsdale, AZ 85259 To Whom it May Concern: I have acted, at your request, as outside securities counsel to CBD Life Sciences Inc., a Nev

November 19, 2020 CORRESP

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BUSINESS LEGAL ADVISORS, LLC 14888 Auburn Sky Drive, Draper, UT 84020 (801) 634-1984 brian@businesslegaladvisor.

November 17, 2020 PART II AND III

Preliminary Offering Circular dated November 17, 2020

Preliminary Offering Circular dated November 17, 2020 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

November 17, 2020 CORRESP

-

CORRESP 1 filename1.htm BUSINESS LEGAL ADVISORS, LLC 14888 Auburn Sky Drive, Draper, UT 84020 (801) 634-1984 [email protected] Brian Higley Attorney at Law Licensed in Utah November 17, 2020 Division of Corporation Finance Office of Transportation and Leisure Securities and Exchange Commission Washington, DC 20549 Re: CBD Life Sciences Inc. Post-qualification Amendment No. 2 to Offeri

November 17, 2020 EX1A-12 OPN CNSL

BUSINESS LEGAL ADVISORS, LLC 14888 Auburn Sky Drive, Draper, UT 84020 (801) 634-1984

Exhibit 12.1 BUSINESS LEGAL ADVISORS, LLC 14888 Auburn Sky Drive, Draper, UT 84020 (801) 634-1984 [email protected] Brian Higley Attorney at Law Licensed in Utah November 17, 2020 Board of Directors CBD Life Sciences Inc. 10855 N. 116th St. Ste. 115 Scottsdale, AZ 85259 To Whom it May Concern: I have acted, at your request, as outside securities counsel to CBD Life Sciences Inc., a Ne

November 3, 2020 CORRESP

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BUSINESS LEGAL ADVISORS, LLC 14888 Auburn Sky Drive, Draper, UT 84020 (801) 634-1984 brian@businesslegaladvisor.

November 3, 2020 PART II AND III

- FORM 1-A POST EFFECTIVE AMENDMENT

Preliminary Offering Circular dated November 3, 2020 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

September 23, 2020 EX1A-6 MAT CTRCT

Debt Settlement Agreement with Lisa Nelson dated March 11, 2020

Exhibit 6.6 DEBT SETTLEMENT AGREEMENT THIS AGREEMENT made as of the 11th day of March, 2020 BETWEEN: CBD Life Sciences, Inc. (Hereinafter referred to as “The Company”) 11529 N. 120th St. Scottsdale, AZ 85259 OF THE FIRST PART AND: Lisa Nelson (Hereinafter referred as the “Creditor”) 1529 N. 120th St. Scottsdale, AZ 85259 OF THE SECOND PART: Whereas the Company is indebted in the amount of $50,000.

September 23, 2020 PART II AND III

- PART II AND III

Preliminary Offering Circular dated September 23, 2020 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

September 23, 2020 EX1A-2A CHARTER

Amendment to Certificate of Designation filed March 17, 2020

Exhibit 2.6 Filed in the Office of Secretary of State State Of Nevada Business Number C33445 - 2003 Filing Number 20200557463 Filed On 3/17/2020 12:04:00 PM Number of Pages 1

September 23, 2020 EX1A-2A CHARTER

Amendment to Amendment to Articles of Incorporation filed September 16, 2020

Exhibit 2.7 Filed in the Office of Secretary of State State Of Nevada Business Number C33445 - 2003 Filing Number 20200916325 Filed On 9/16/2020 2:55:00 PM Number of Pages 2 1 BARBARA K. CEGAVSKE Secretary of State . 202 North Carson Street Carson City , Nevada 89701 - 4201 (775) 684 - 5708 Website: www.nvsos.gov 4 T 5 C c 6 ( .. Profit Corporation: Certificate of Amendment

September 23, 2020 EX1A-12 OPN CNSL

Opinion of Business Legal Advisors, LLC

Exhibit 12.1 BUSINESS LEGAL ADVISORS, LLC 14888 Auburn Sky Drive, Draper, UT 84020 (801) 634-1984 [email protected] Brian Higley Attorney at Law Licensed in Utah September 23, 2020 Board of Directors CBD Life Sciences Inc. 10855 N. 116th St. Ste. 115 Scottsdale, AZ 85259 To Whom it May Concern: I have acted, at your request, as outside securities counsel to CBD Life Sciences Inc., a N

September 23, 2020 EX1A-2A CHARTER

Amendment to Amendment to Articles of Incorporation filed March 11, 2020

Exhibit 2.5 Filed in the Office of Secretary of State State Of Nevada Business Number C33445 - 2003 Filing Number 20200536401 Filed On 3/11/2020 8:51:00 AM Number of Pages 3 1 BARBARA K. CEGAVSKE Secretary of State 202 North Carson Street Carson City, Nevada 89701 - 4201 (775) 684 - 5708 Website: www.nvsos.gov 4 T 5 C c 6 ( Profit Corporation: Certificate of Amendment (PuRsuANTTo NRs 78.380& 78 .

September 23, 2020 EX1A-2A CHARTER

Specimen Stock Certificate

Exhibit 4.1 1 2

April 29, 2020 PART II

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1-K ANNUAL REPORT ANNUAL REPORT PURSUANT TO REGULATION A OF THE SECURITIES ACT OF 1933 For the fiscal year ended December 31, 2019 CBD Life Sciences, Inc. (Exact name of registrant as specified in its charter) Nevada 20-5118532 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organizat

March 6, 2020 CORRESP

CBDL / CBD Life Sciences Inc. CORRESP - -

CORRESP 1 filename1.htm Lisa Nelson CBD Life Sciences Inc. 10855 N. 116th Street Suite 115 Scottsdale, AZ 85259 (480) 410-6780 March 06, 2020 Securities and Exchange Commission 100 F Street NE Washington, DC 20549 Re: CBD Life Sciences Inc. CIK: 0001776073 Dear Sir/Madam: Kindly be advised that CBD Life Sciences Inc., (the "Company") requests that its Regulation A offering be qualified on Wednesda

March 5, 2020 CORRESP

CBDL / CBD Life Sciences Inc. CORRESP - -

Lisa Nelson CBD Life Sciences Inc. 10855 N. 116th St Suite 115 Scottsdale, AZ 85259 March 5, 2020 Securities and Exchange Commission 100 F Street NE Washington, DC 20549 Re: CBD Life Sciences Inc. CIK: 0001776073 Dear Sir/Madam: Kindly be advised that CBD Life Sciences Inc. (the "Company") requests that its Regulation A offering be qualified on Thursday, March 5, 2020 at 12 Noon. The State of New

February 27, 2020 CORRESP

CBDL / CBD Life Sciences Inc. CORRESP - -

February 27, 2020 Division of Corporate Finance Office of Life Sciences U.S. Securities and Exchange Commission Washington, DC 20549 Attn: Rolf Sundwall or Lisa Vanjoske Re: CBD Life Sciences Inc. Amendment No. 8 to Offering Statement on Form 1-A Filed February 25, 2020 File No. 024-11005 Dear Sir/Madam: On behalf of CBD Life Sciences Inc., (the “Company”), we respond as follows to the Staff’s com

February 27, 2020 PART II AND III

CBDL / CBD Life Sciences Inc. PART II AND III - - PART II AND III

Table of Contents Preliminary Offering Circular dated February 27, 2020 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

February 27, 2020 EX1A-12 OPN CNSL

CBDL / CBD Life Sciences Inc. EX1A-12 OPN CNSL - - LEGAL OPINION

Exhibit 12.1 SUARES & ASSOCIATES ATTORNEYS AT LAW 833 FLATBUSH AVENUE SUITE 100 BROOKLYN, NEW YORK 11226 [email protected] TEL: 718-622-8450 FAX: 718-282-3113 February 27, 2020 Board of Directors CBD Life Sciences, Inc. 8350 Ashlane Way, Suite 104 The Woodlands, Texas 77382 Ladies and Gentlemen: I have acted, at your request, as special counsel to CBD Life Sciences, Inc., a Nevada corpo

February 25, 2020 PART II AND III

CBDL / CBD Life Sciences Inc. PART II AND III - -

Table of Contents Preliminary Offering Circular dated February 25, 2020 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

February 25, 2020 EX1A-12 OPN CNSL

CBDL / CBD Life Sciences Inc. EX1A-12 OPN CNSL - - OPINION

Exhibit 12.1 Suares & Associates ATTORNEYS AT LAW 833 FLATBUSH AVENUE SUITE 100 BROOKLYN, NEW YORK 11226 [email protected] TEL: 718-622-8450 FAX: 718-282-3113 February 25, 2020 Board of Directors CBD Life Sciences, Inc. 8350 Ashlane Way, Suite 104 The Woodlands, Texas 77382 Ladies and Gentlemen: I have acted, at your request, as special counsel to CBD Life Sciences, Inc., a Nevada corpo

February 21, 2020 EX1A-2A CHARTER

Certificate of Amendment of Restated Articles or Amended and Restated Articles filed February 18, 2020

Exhibit 2.4 Filed in the Office of Secretary of State State Of Nevada Business Number C33445 - 2003 Filing Number 20200489414 Filed On 2/18/2020 9:59:00 AM Number of Pages 3 BARBARA K. CEGAVSKE Secretary of State 202 North Carson Street Carson City, Nevada 89701 - 4201 (775) 684 - 6708 Website: www.nvsos.gov 4 T 5 C c 6 ( Profit Corporation: Certificate of Amendment cPuRsuANTTo NRs 18 . 380 & 78.3

February 21, 2020 PART II AND III

CBDL / CBD Life Sciences Inc. PART II AND III - - PART II AND III

Table of Contents Preliminary Offering Circular dated February 20, 2020 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

February 14, 2020 PART II AND III

CBDL / CBD Life Sciences Inc. PART II AND III - - AMENDMENT NO. 6

Table of Contents Preliminary Offering Circular dated February 14, 2020 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

February 14, 2020 EX1A-12 OPN CNSL

CBDL / CBD Life Sciences Inc. EX1A-12 OPN CNSL - - OPINION OF LUX LAW, P.A.

Exhibit 12.1 John E. Lux, Esq. Attorney at Law 1629 K Street, Suite 300 Washington, DC 20006 (202) 780-1000 Admitted in Maryland and the District of Columbia February 14, 2020 Board of Directors 8350 Ashlane Way, Suite 104 The Woodlands, Texas 77382 Ladies and Gentlemen: I have acted, at your request, as special counsel to CBD Life Sciences, Inc., a Nevada corporation, (“CBD Life Sciences, Inc.”)

February 11, 2020 EX1A-2A CHARTER

Amendment to Articles of Incorporation filed December 13, 2018

Exhibit 2.3 BARBARA K. CEGAVSKE Secretary of State 202 North Carson Street Carson City, Nevada 89701-4201 (775) 684-5708 Website: www.nvsos.gov Filed in the office of Document Number 20180538945-05 Certificate of Amendment /s/ Barbara K. Cegavske Filing Date and Time (PURSUANT TO NRS 78.385 and 78.390) Barbara K. Cegavske 12/013/2018 2:18PM Secretary of State Entity Number State of Nevada C33445-2

February 11, 2020 EX1A-12 OPN CNSL

CBDL / CBD Life Sciences Inc. EX1A-12 OPN CNSL - - LEGAL OPINION

Exhibit 12.1 John E. Lux, Esq. Attorney at Law 1629 K Street, Suite 300 Washington, DC 20006 (202) 780-1000 Admitted in Maryland and the District of Columbia February 11, 2020 Board of Directors 8350 Ashlane Way, Suite 104 The Woodlands, Texas 77382 Ladies and Gentlemen: I have acted, at your request, as special counsel to CBD Life Sciences, Inc., a Nevada corporation, (“CBD Life Sciences, Inc.”)

February 11, 2020 CORRESP

CBDL / CBD Life Sciences Inc. CORRESP - -

February 11, 2020 Matthew Derby, Staff Attorney, Division of Corporation Finance Office of Trade & Services U.

February 11, 2020 PART II AND III

CBDL / CBD Life Sciences Inc. PART II AND III - - AMENDMENT NO. 5

Table of Contents Preliminary Offering Circular dated February 11, 2020 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

January 15, 2020 PART II AND III

CBDL / CBD Life Sciences Inc. PART II AND III - - PART II AND III

Table of Contents Preliminary Offering Circular dated January 15, 2020 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

January 15, 2020 CORRESP

CBDL / CBD Life Sciences Inc. CORRESP - -

January 15, 2020 Matthew Derby, Staff Attorney, Division of Corporation Finance Office of Trade & Services U.

January 15, 2020 EX1A-12 OPN CNSL

CBDL / CBD Life Sciences Inc. EX1A-12 OPN CNSL - - LEGAL OPINION

Exhibit 12.1 John E. Lux, Esq. Attorney at Law 1629 K Street, Suite 300 Washington, DC 20006 (202) 780-1000 Admitted in Maryland and the District of Columbia January 15, 2020 Board of Directors 8350 Ashlane Way, Suite 104 The Woodlands, Texas 77382 Ladies and Gentlemen: I have acted, at your request, as special counsel to CBD Life Sciences, Inc., a Nevada corporation, (“CBD Life Sciences, Inc.”) f

October 17, 2019 EX1A-12 OPN CNSL

CBDL / CBD Life Sciences Inc. EX1A-12 OPN CNSL - - OPINION OF COUNSEL

Exhibit 12.1 John E. Lux, Esq. Attorney at Law 1629 K Street, Suite 300 Washington, DC 20006 (202) 780-1000 Admitted in Maryland and the District of Columbia October 17, 2019 Board of Directors 8350 Ashlane Way, Suite 104 The Woodlands, Texas 77382 Ladies and Gentlemen: I have acted, at your request, as special counsel to CBD Life Sciences, Inc., a Nevada corporation, (“CBD Life Sciences, Inc.”) f

October 17, 2019 PART II AND III

CBDL / CBD Life Sciences Inc. PART II AND III - - AMENDMENT NO. 3

Table of Contents Preliminary Offering Circular dated October 17, 2019 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

October 17, 2019 CORRESP

CBDL / CBD Life Sciences Inc. CORRESP - -

John E. Lux, Esq. 1629 K Street, Suite 300 Washington, DC 20006 Lux Law, pa (202) 780-1000 [email protected] October 17, 2019 Jim Rosenberg Senior Assistant Chief Counsel, U.S. Securities and Exchange Commission Washington, DC 20549 Re: CBD Life Sciences Inc. Offering Statement on Form 1-A Filed May 22, 2019 File No. 024-11005 Dear Mr. Rosenberg: On behalf of CBD Life Sciences Inc. (the

September 23, 2019 PART II AND III

CBDL / CBD Life Sciences Inc. PART II AND III - - PART II AND III

Table of Contents Preliminary Offering Circular dated September 23, 2019 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

September 23, 2019 EX1A-12 OPN CNSL

CBDL / CBD Life Sciences Inc. EX1A-12 OPN CNSL - - OPINION OF COUNSEL

Exhibit 12.1 John E. Lux, Esq. Attorney at Law 1629 K Street, Suite 300 Washington, DC 20006 (202) 780-1000 Admitted in Maryland and the District of Columbia September , 2019 Board of Directors 8350 Ashlane Way, Suite 104 The Woodlands, Texas 77382 Ladies and Gentlemen: I have acted, at your request, as special counsel to CBD Life Sciences, Inc., a Nevada corporation, (“CBD Life Sciences, Inc.”) f

August 7, 2019 EX1A-4 SUBS AGMT

Subscription Agreement

Exhibit 4.1 CBD Life Sciences, Inc. SUBSCRIPTION AGREEMENT THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE

August 7, 2019 PART II AND III

CBDL / CBD Life Sciences Inc. PART II AND III - - PART II AND III

Table of Contents Preliminary Offering Circular dated August 7, 2019 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

August 7, 2019 EX1A-12 OPN CNSL

CBDL / CBD Life Sciences Inc. EX1A-12 OPN CNSL - - LEGAL OPINION

Exhibit 12.1 John E. Lux, Esq. Attorney at Law 1629 K Street, Suite 300 Washington, DC 20006 (202) 780-1000 Admitted in Maryland and the District of Columbia August 7, 2019 Board of Directors 8350 Ashlane Way, Suite 104 The Woodlands, Texas 77382 Ladies and Gentlemen: I have acted, at your request, as special counsel to CBD Life Sciences, Inc., a Nevada corporation, (“CBD Life Sciences, Inc.”) for

May 22, 2019 EX1A-2A CHARTER

Amended Articles of Incorporation and Amendments Thereto

Exhibit 2.1 OPTIUM CYBER SYSTEMS, INC. FINRA Issuer Company Related Action Notification January 17, 2019 File stamped Articles of Incorporation from the time the company began using its current name. 1 2 Articles of Incorporation of PLATINUM CONSULTING SERVICES, INC. The undersigned natural person, who is at least eighteen (18) years of age, for the purpose of forming a Private Corporation, under

May 22, 2019 EX1A-2B BYLAWS

CBDL / CBD Life Sciences Inc. EX1A-2B BYLAWS - - BYLAWS

Exhibit 2.2 CBD Life Sciences Inc. BYLAWS BYLAWS OF CBD Life Sciences Inc. ARTICLE I OFFICES The principal office of the corporation shall be designated time to time by the corporation and may be within or outside of Nevada. The corporation may have such other offices, either within or outside Nevada, as the board of directors may designate or as the business of the corporation may require from ti

May 22, 2019 EX1A-6 MAT CTRCT

Performance Bonus Plan

Exhibit 6.3 CBD Life Sciences, Inc. ANNUAL BONUS PERFORMANCE PLAN FOR EXECUTIVE OFFICERS April , 2019 1 CBD Life Sciences, Inc. ANNUAL BONUS PERFORMANCE PLAN FOR EXECUTIVE OFFICERS SECTION 1. PURPOSE OF PLAN The purpose of the Plan is to promote the success of the Company by providing to participating executives bonus incentives that qualify as performance-based compensation within the meaning of

May 22, 2019 EX1A-4 SUBS AGMT

CBDL / CBD Life Sciences Inc. EX1A-4 SUBS AGMT - - SUBSCRIPTION AGREEMENT

Exhibit 3.2 CBD Life Sciences, Inc. SUBSCRIPTION AGREEMENT THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE

May 22, 2019 PART II AND III

CBDL / CBD Life Sciences Inc. PART II AND III - - PART II AND III

Table of Contents Preliminary Offering Circular dated May 22, 2019 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

May 22, 2019 EX1A-6 MAT CTRCT

Management Stock Bonus Plan

Exhibit 6.2 CBD Life Sciences, Inc. MANAGEMENT STOCK BONUS PLAN 1 CBD Life Sciences, Inc. Management Stock Bonus Plan Purpose This Plan’s purpose is to keep personnel of experience and ability in the employ of CBD Life Sciences, Inc.(“CBD Life Sciences, Inc.”) and its subsidiaries and to compensate them for their contributions to the growth and profits of CBD Life Sciences, Inc. and its subsidiari

May 22, 2019 EX1A-12 OPN CNSL

CBDL / CBD Life Sciences Inc. EX1A-12 OPN CNSL - - OPINION OF LUX LAW, P.A.

Exhibit 12.1 John E. Lux, Esq. Attorney at Law 1629 K Street, Suite 300 Washington, DC 20006 (202) 780-1000 Admitted in Maryland and the District of Columbia May 22, 2019 Board of Directors 8350 Ashlane Way, Suite 104 The Woodlands, Texas 77382 Ladies and Gentlemen: I have acted, at your request, as special counsel to CBD Life Sciences, Inc., a Nevada corporation, (“CBD Life Sciences, Inc.”) for t

May 22, 2019 EX1A-6 MAT CTRCT

Incentive Stock Option Plan

Exhibit 6.1 CBD Life Sciences, Inc. INCENTIVE STOCK OPTION PLAN Plan Summary The plan provides that an aggregate of up to 25,000,000 shares of the Company’s Common Stock may be optioned to officers and other key employees. The plan provides authority for a Stock Option Plan Committee to select the employees of the Company, and its subsidiaries, to whom incentive stock options will be granted. No p

May 22, 2019 EX1A-6 MAT CTRCT

Employment Agreement of Lisa Nelson

Exhibit 6.4 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT by and between CBD Life Sciences, Inc. (the "Company" / "Employer") and Lisa Nelson (the "Employee"). 1. Employment Subject to the terms and conditions set forth in this Agreement, Employer hereby employs Employee, and Employee hereby accepts employment with Employer. 2. Duties and Responsibilities Employee's title, duties, hours, and responsib

May 22, 2019 EX1A-6 MAT CTRCT

Indemnification Agreement of Lisa Nelson

Exhibit 6.5 INDEMNIFICATION AGREEMENT by and between CBD Life Sciences, Inc. and Lisa Nelson indemnitee 1 INDEMNIFICATION AGREEMENT THIS AGREEMENT is entered into, effective as April , 2019 of by and between CBD Life Sciences, Inc., a Nevada corporation (the “Company”), and Lisa Nelson, INDEMNITEE (“Indemnitee”). WHEREAS, it is essential to the Company to retain and attract as directors and office

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