Washington, DC 20549
Form 8-K
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
(Exact name of the registrant as specified in its charter)
(State or other jurisdiction
of incorporation)
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.
[ ]

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 9th 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.
Item 9.01 Financial Statements and Exhibits
Exhibit No.
Press Release
Corporate Presentation
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  
By: /s/ Philip J. Young
Philip J. Young
President and Chief Executive Officer