Current Report Filing (8-k)
21 November 2019 - 8:33AM
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): November 14,
2019
EXACTUS, INC.
(Exact
name of registrant as specified in its charter)
Nevada
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001-38190
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27-1085858
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(State
or other jurisdiction of incorporation or
organization)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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80 NE
4th Avenue, Suite 28
Delray
Beach, FL 33483
(Address
of principal executive offices (zip code))
(804)
205-5036
(Registrant’s
telephone number, including area code)
Securities registered pursuant
to Section 12(b) of the Act:
Title of each class
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Trading symbol(s)
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Name of exchange on which registered
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N/A
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N/A
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N/A
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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):
☐
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Written
communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
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Indicate
by check mark whether the registrant is an emerging growth company
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 1.01
Entry into a Material Definitive Agreement.
C2M Agreement
On November 14, 2019, the Company entered into a Supply and
Distribution Agreement (the “C2M Agreement”) with
Ceed2Med, LLC (“C2M”), the Company’s largest
stockholder, pursuant to which C2M agreed to purchase a
minimum of 10,000 pounds of the Company’s 2019 hemp harvest.
During the one-year term of the C2M Agreement, the Company has the
option to purchase the distribution operations of C2M. The C2M
Agreement was approved by a majority of the disinterested directors
of the Company.
Canntab Agreements
On November 20,
2019, the Company entered into the Non-Exclusive Distribution and
Profit Sharing Agreement (the “Canntab Agreement”) with
Canntab Therapeutics USA (Florida), Inc. (“Canntab”).
Pursuant to the Canntab Agreement, which shall have a term of 2
years and is subject to automatic renewal, the Company has been
appointed as the non-exclusive distributor of certain Canntab
products throughout the United States. Canntab shall not grant a
third party the right to promote, sell or deliver the products
within the United States during the term of the Canntab Agreement,
subject to certain exceptions. In addition, the Company and Canntab
agree to share equally in the gross profits received from the
Company’s sale of the products. With respect to sales of the
products effected by Canntab, the Company shall receive 10% of the
gross profits. In connection with the Canntab Agreement, the
Company and Canntab also entered into a Supply Agreement, which
shall have a term of 2 years and is subject to automatic renewal,
pursuant to which the Company agrees to sell hemp extracts to
Canntab (together with the Canntab Agreement, the “Canntab
Agreements”).
The foregoing description of the terms of the C2M Agreement and the
Canntab Agreements does not purport to be complete and is subject
to, and is qualified in its entirety by reference to, the
provisions of those agreements, copies of which are filed as
Exhibits 10.1, 10.2, and 10.3, respectively, and are incorporated
herein by reference.
On
November 20, 2019, the Company released the press releases
furnished herewith as Exhibits 99.1 and 99.2.
Item
9.01
Financial
Statements and Exhibits.
Exhibits
Supply
and Distribution Agreement by and between the Company and Ceed2Med,
LLC, dated November 14, 2019*
Non-Exclusive
Distribution and Profit Sharing Agreement by and between the
Company and Canntab Therapeutics USA (Florida), Inc., dated
November 20, 2019*
Supply
Agreement by and between the Company and Canntab Therapeutics USA
(Florida), Inc., dated November 20, 2019*
Press
Release, issued November 20, 2019*
Press
Release, issued November 20, 2019*
* Filed
herewith
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly
authorized.
Date: November 20,
2019
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EXACTUS, INC.
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By:
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/s/ Ken
Puzder
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Name: Ken
Puzder
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Title: Chief
Financial Officer
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