BAT invests US$10M, converts C$75M debenture into ~40.8% stake in Charlotte's Web

Charlotte's Web Holdings, Inc.

BAT to purchase up to 14.76M common shares for US$10M (~C$13.9M) at minimum C$0.94/share.
Convertible debenture terms amended: conversion price lowered from C$2.00 to C$0.94; conversion cap raised to 40.8%.
Upon closing (~May 28, 2026), BAT converts all principal and accrued interest into 95.3M shares, owning 40.8% pro forma.
Amended investor rights give BAT board nomination (min 2 directors), pre-emptive rights, standstill, and minority protections while holding ≥10%.
Company will seek shareholder approval; proxy statement to be filed with SEC.

item 1.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Charlotte's Web Holdings, Inc. amended Convertible Debenture with BT DE Investments Inc. (BAT) (effective 2026-03-30).

Action: amendment
Agreement: credit facility
Counterparty: BT DE Investments Inc. (BAT)
Effective: 2026-03-30

Exact text from the filing

In connection with and concurrently with the Closing, the Company and BAT will enter into an amendment and conversion notice (the “Amendment and Conversion Notice”) to amend the terms of the Convertible Debenture

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Charlotte's Web Holdings, Inc. filing history →

Source: SEC EDGAR

accession 0001750155-26-000036

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