Current Report Filing (8-k)
May 02 2019 - 10:19AM
Edgar (US Regulatory)
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date of
Report (Date of earliest event reported): May 1, 2019
EXACTUS, INC.
(Exact
name of the registrant as specified in its charter)
Nevada
|
000-55828
|
27-1085858
|
(State or other
jurisdiction
of
incorporation)
|
(Commission
File
Number)
|
(IRS Employer
Identification No.)
|
80 NE 4th Avenue, Suite 28, Delray Beach, FL 33483
(Address
of principle executive offices) (Zip code)
Registrant’s
telephone number, including area code:
(804) 205-5036
_____________________________________________________________________
(Former
name or address if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the Registrant
under any of the following provisions (
see
General Instruction A.2
below):
[ ]
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425).
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12).
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b)).
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c)).
Indicate
by check mark whether the registrant is an emerging growth company
as defined in as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this
chapter).
[ ]
Emerging growth company
If an
emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act.
[
]
SECTION 7 - REGULATION FD
Item 7.01 Regulation FD Disclosure
Exactus, Inc. (the “Company”) intends to participate in
upcoming investor events. Any material or webcasts for these events
will be posted to the Company's website at
www.exactusinc.com
.
Senior management of the Company will be
presenting the Company in private meetings scheduled to commence
May 1, 2019 and will participate at the 9
th
Annual LD Micro Invitational
Conference in Bel Air, California June 4-5,
2019.
On April 29, 2019 the Company issued a press release included as
Exhibit 99.1 hereto. As discussed in the press release, the Company
received an independent fairness opinion from Scalar, LLC in
connection with the acquisition of two operating hemp farms located
in Southwest Oregon consisting of approximately 200 acres that
concluded that the acquisition of a 50.1% interest in and
investment by the Company in its subsidiary, Exactus One World,
LLC, is fair to the Company from a financial point of
view.
On April 30, 2019 we issued an updated corporate presentation which
the Company intends to utilize in connection with meetings and
investor conferences. The updated corporate presentation has been
included as Exhibit 99.2 hereto.
All statements at the conferences and in the corporate
presentations, other than historical financial and other
information, may be deemed to be forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Although the Company believes the expectations expressed
in such forward-looking statements are based on reasonable
assumptions, such statements are not guarantees of future
performance and actual results or developments may differ
materially from those in the forward-looking statements. The
Company disclaims any intention or obligation to update or revise
any forward-looking statements, whether as a result of new
information, future events or otherwise.
In accordance with General Instruction B.2. of Form 8-K, this
information and the exhibits hereto shall not be deemed "filed" for
purposes of Section 18 of the Securities Exchange Act of 1934 nor
shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933, as amended, except as shall be
expressly set forth by specific reference in such a
filing.
Section 9 – FINANCIAL STATEMENTS AND EXHIBITS
Item
9.01 Financial Statements and Exhibits
Exhibit
No.
|
Description
|
|
Press
Release
|
|
Corporate
Presentation
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SIGNATURES
Pursuant to the
requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on behalf of the
undersigned hereunto duly authorized.
Date: May 1,
2019
|
EXACTUS,
INC.
By:
/s/ Philip J.
Young
Philip J.
Young
President and Chief
Executive Officer
|