Washington, D. C. 20549






Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): November 7, 2016



(Exact name of Registrant as specified in its charter)







(State or other Jurisdiction of

Incorporation or organization)



File Number)


(IRS Employer

I.D. No.)


136 NW 16 th Street, Boca Raton, FL 33432

(Address of principal executive offices)


(561) 939-2520

(Registrant’s telephone number, including area code)



(Former name, former address and former fiscal year, 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 l 4a- l 2 under the Exchange Act ( 17 CFR 240. l 4a- l 2)
[  ] Pre-commencement communications pursuant to Rule l 4d-2(b) under the Exchange Act (17 CFR 240. l 4d-2(b))
[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240. l 3e-4(c))






ITEM 2.02 Results of Operations and Financial Condition.


On November 7, 2016, the Registrant issued a press release through PRNewswire announcing a 106% increase in revenue in the third calendar quarter of 2016 compared to revenue in the second calendar quarter. Revenue in the third calendar quarter totaled $192,540 compared to revenue of $93,102 in the second calendar quarter. This information is subject to your review of the complete press release attached to this Current Report on Form 8-K as Exhibit 99.


Item 3.02 Unregistered Sales of Equity Securities.


Since the beginning of the current fiscal quarter on October 1, 2016, the Registrant has issued a total of 4,689,169 shares of its common stock to a total of four entities in exchange for the conversion of notes or debt. Of the total shares issued, 1,050,000 shares were issued for consideration of $0.0015228 per share, 2,450,000 shares were issued for consideration of $0.0015375 per share, and 1,189,169 were issued for consideration of $0.04875 per share. The shares were exempt from the registration requirements of Section 5 of the Securities Act of 1933 (the “Act”) pursuant to Section 4(2) of the Act since the shares were issued to entities closely associated with the Company and there was no public offering in connection with the issuance of the shares. Following the issuances and as of the date of this filing, the Registrant has a total of 88,273,675 shares of common stock issued and outstanding.


Item 9.01 Exhibit.


Attached as Exhibit 99 is a copy of the press release referenced in Item 2.02 above.





Pursuant to the requirement of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


  EXOlifestyle, Inc.
Dated: November 14, 2016 By: /s/ Vaughan Dugan
    Vaughan Dugan
    Chief Executive Officer




EXOlifestyle, Inc. is Pleased to Announce a 106% Increase in Revenue in Q3 of 2016


BOCA RATON, Fla., Nov. 7, 2016 /PRNewswire/ — EXOlifestyle, Inc. (OTCQB: EXOL), a management firm which develops and operates innovative and healthy brands within the health & wellness industry with a strong focus on athletic apparel, is pleased to announce that it has had a 106% increase in revenue for Q3 of 2016. EXOlifestyle, Inc. had $93,102.00USD in revenue within calendar year Q2 of 2016 and is reporting a 106% increase in revenue for calendar year Q3 totaling $192,540.00USD


CEO Vaughan Dugan stated, “This is only the beginning. We are gearing up to surpass these figures for Q4 of 2016, especially as we enter the Holiday season. Though these figures are great I truly believe EXO is in its infancy and fully expect it to continue to grow at a rapid pace.”


President Randy Romano stated, “Although we have a 106% increase in revenue we are not yet profitable. Revenue is a good thing and eventually our profit will adjust to reflect greater prosperity for the company due to the growth.”


About EXOlifestyle, Inc.


EXOlifestyle, Inc. is a management firm which develops and operates innovative and healthy brands within the health & wellness industry with a strong focus on athletic apparel.


EXO is a functional sports apparel brand, and designer and producer of active wear products offered in fitness retailers internationally and throughout the U.S. EXO’s offerings include an innovative knee sleeve collection offered in a variety of custom prints and colorful patterns, knee wraps, wrist wraps and weight belts targeted to the high-performance athletic market. (www.EXOsleeve.com)


Safe Harbor Statement


This letter release contains statements that involve expectations, plans or intentions (such as those relating to our sales expectations, products and markets) and other factors discussed from time to time in our Securities and Exchange Commission filings. These statements are forward-looking and are subject to risks and uncertainties, so actual results may vary materially. You can identify these forward-looking statements by words such as “may,” “should,” “expect,” “anticipate,” “believe,” “estimate,” “intend,” “plan” and other similar expressions. Our actual results could differ materially from those anticipated in these forward-looking statements as a result of certain factors not within our control. We caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.




Joe Sirianni, MIDAM Ventures, LLC, 305-707-7018, jsirianni@midamir.com