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INVESTMENT BRIEF
SEPTEMBER 2016
1
Overview
We are an outdoor recreation and lifestyle company, founded by passionate outdoor enthusiasts to
engineer and commercialize innovative and performance-driven, high-quality products with a focus on
outdoor activities.
In the U.S. there are more than 198 million adults between the ages of 18-65 and 60% of them qualify
themselves as outdoor consumers. We serve a broad range of this demographic, which includes outdoor
enthusiasts, campers and tailgaters at sporting events.
We intend to sell our products through auto dealerships, in addition to a wide variety of specialty and
independent retailers, such as Bass Pro Shops, Cabela’s, Gander Mountain, Recreational Equipment, Inc.
and Sportsman’s Warehouse. We also anticipate selling certain of our products directly to consumers
through the brand’s website.
Our mission is to make the best products for the $646 billion outdoor recreation market. We have aligned
and partnered with a world-class engineering team known for its best-in-class aerospace design
capabilities and we intend to leverage this expertise to accomplish that goal.
The result of this strategy is our initial flagship product, the Exitus Tailgate Barbeque. We have built a
fully-functional prototype and are currently raising capital that will enable us to move into production of a
commercial product, build inventory and commence with a sales and marketing program in key U.S.
territories (see “Investment” below).
2
Our Growth Strategy
• Capitalize on a growing and fragmented market
• Develop new and innovative products to drive organic growth and customer loyalty
• Expand into complementary categories
• Develop and leverage relationships with wholesale and retail channels
• Continuously improve operations
Investment
We are raising up to $750,000 through the issuance of convertible promissory notes, bearing interest at
10% annually. The minimum investment for any investor is $25,000. The Offering is being made pursuant
to an exemption from registration under Rule 506(c) of Regulation D of Section 4(a)(2) of the Securities
Act. Closing is to happen immediately and may involve multiple closings on a rolling basis, subject to
satisfaction of the Conditions to the Closing.
Maturity – Three years from the date of initial sale of Notes.
Mandatory Conversion - Upon the closing of a Qualified Equity Financing (as defined below) or a
Deemed Liquidation Event (as defined in the Notes, and which includes the sale of the Company or all or
substantially all of its assets), if any, that occurs prior to the maturity of the Notes, all principal and
accrued but unpaid interest outstanding at such time shall be automatically converted into shares of the
Company’s common stock (or, in the case of a Qualified Equity Financing, such other equity security sold
to investors in the Qualified Equity Financing round). “Qualified Equity Financing” means a financing in
which the Company raises an aggregate of at least US$1,500,000 (including conversion of the Notes)
through the issuance and sale of equity securities.
Conversion Price - In the event of a Qualified Equity Financing, the conversion price of the Notes shall be
equal to the lower of (a) 80% of the lowest price per share paid by investors in the Qualified Equity
Financing or (b) US$4,000,000 divided by the number of shares outstanding immediately prior to the
Qualified Equity Financing on a fully-diluted basis. In the event of a Deemed Liquidation Event, the
conversion price of the Notes shall be equal to 100% of the per share of common stock valuation implied
by the Deemed Liquidation Event.
Key Offering Data Max
Corporate Structure
Shares Out 3,500,000
Warrants/Options Out -
Offering - Convertible Debt $ 750,000
Notes Offered 75
Interest 10%
Offering Price per Note $ 10,000
Shares issued on Debt Conv. See terms
Shares Out Fully Diluted 3,500,000
Post Offering Shares Out (FD) 3,500,000
3
Use of Proceeds Max
Product Commercialization $ 160,000
Sales & Marketing 400,000
Operations 175,000
Offering Expenses 15,000
Total $ 750,000
Our Flagship Product
Perfect for grilling anytime, anywhere, our flagship product is [Justin is supplying description and specs] is
in a class of its own. Its built-in portability makes it perfect for tailgating, camping or grilling in tight
spaces. Made of premium-grade steel, the lid and base of this grill are coated with a black porcelain
enamel inside and out that is baked on, fusing the finish to the steel to prevent rusting and peeling
through years of use. Two adjustable top vents provide airflow needed for perfect grilling and help you to
control the temperature across the 288 square inches of cooking area.
1 Burner 2 Burner 3 Burner
Price $525 $683 $788
Grills 2 4 6
Style Traditional
Size 60” x 20” + Side Adaptors
Cooking Grid
Dimensions
18” x 16” ea.
Side Burner No
Burger Count 12 per module
Bottle Opener Yes
Locking Hood Yes
Electric Igniter Yes
Cutting Board Yes
Storage Area Yes
Tool-less install Yes
Made in USA Yes
Grid Shape Rectangle
The grill is fully-contained within the tailgate, and runs off a camping size propane tank.
Installation
Removing the tailgate on most trucks requires no tools and can be performed in minutes.
Step 1. Lower tailgate and remove support cables
Step 2. Release tailgate from hinge cups and remove.
Step 3. Mount Exitus Fuego into tailgate hinge cups.
Step 4. Connect support cables from Exitus Grill to stock support posts in truck bed
Step 5. Connect to natural gas source.
Step 6. Enjoy your grill.
4
Market Opportunity
We participate in the global market for consumer goods geared toward outdoor recreation which we
believe is a lucrative global market with the potential for sustained future growth.
Barbeque Industry
The $800 million U.S. barbeque market consists of approximately 75% of U.S. adults which own barbeques
or smokers
1
. More than half of them enjoy barbequing away from home, camping, at parks or tailgating
at events. Barbecuing is both a lifestyle to many and a national pastime. 43% of grill owners in the U.S.
under 35 years old say they are grilling more than a year ago
2
.
Consumer demand for innovation in technology is not confined to Silicon Valley. Grilling is getting more
high-tech. Grill manufacturers have introduced infrared at the burner level, new ignition technologies,
smart grill technologies, and accessories designed to enhance the grilling process.
Despite these innovations, little has been accomplished in the area of portability and ease-of-use to
barbecuing away from home. We have re-imagined the outdoor barbeque experience, taking the concept
of tailgate barbecuing to a literal level, making outdoor grilling more convenient, and more portable than
ever.
1
HPBA Barbeque Lifestyle Usage & Attitude Study. Hearth, Patio & Barbeque Association. 2015.
2
26
th
Annual Weber GrillWatch Survey.
49.1%
50.0%
48.6% 48.9% 48.6%
49.4% 49.4% 49.2%
48.4%
2006 2007 2008 2009 2010 2011 2012 2013 2014
Outdoor Participation, 2006 to 2014
Participation Rate
52,564
47,543 50,203 51,774
46,861 49,623
45,090 43,825 43,293
2006 2007 2008 2009 2010 2011 2012 2013 2014
Camping Participants (thousands)
5
Over the last 75 years, manufactures have made two substantive enhancements to barbeques to make
them more portable and convenient:
The leading U.S. grill supplier is Weber-Stephen with 30.3% market share
3
, followed by Middleby Corp.
with 16.6%.
United States Pick-Up Truck Fleet
In 2015, U.S. consumers purchased 2,544,589 trucks, up 9.7% over the previous year. We believe that a
large percentage of these consumers purchase trucks as a way to support and enhance their outdoor
lifestyle and activities.
Go to Market Strategy
From the point of initial funding, we estimate time to commercial-readiness will be 120 to 180 days.
3
IBIS. Weber-Stephen’s global grill sales have grown an average 10% annually for the last five years to $235 million
in 2015.
Wheels Hitch Attachments
Prototype Completed
Pre-Launch Marketing Campaign
(Direct Sales Channel – Western Territory)
Q1 2016 Q1 2017
Commercial Launch
(Direct Sales Channel –
Western Territory)
Q4 2016 Q2 2017 Q3 2017 Q4 2017
Dealership Marketing
Campaign Launch
(Western Territory)
Ongoing Marketing Campaign
(Direct Sales Channel – Southwest
& Central Territory)
6
Target Consumers
Our target consumers are outdoor lifestyle enthusiasts that own trucks.
We are initially developing tailgate grills for the following makes and models:
- Chevy/GMC Silverado (current model)
- Ford F150 (current model)
- Toyota Tundra (current model)
- Dodge Ram (current model)
Longer term we will develop adaptation tailgate grill kits for previous models, in addition to expanding to
our offering to accommodate additional truck lines.
Outdoor recreation is increasingly social and consumers are increasingly using technology to enhance their
experience. We are focused on building products that appeal broadly to this consumer base.
“The Achiever” 17% of these consumers want the best products on the market with respect to style and function.
They embrace technology in all aspects of their lives. They are very social and can be leveraged to inspire others in
the outdoors.
“The Outdoor Native” 12% of these consumers are performance-driven, motivated by enjoyment and the
experience. They seek sensible products that can cross activities, with a priority on versatility and functionality.
“The Urban Athlete” 20% of these consumers favor products and brands that are very style-conscious. Technology
plays a central role in their lives, both inside and outside. They are diverse, urban and big spenders relative to
outdoor products.
“The Aspirational Core” 14% of these consumers aspire to be outdoorsy and have a penchant for adventure.
Although the don’t face physical limitations to engaging in the outdoors, distance between where they live and where
they want to recreate is a barrier.
“The Athleisurist” 20% of these consumers would rather be outside than inside, and seek sensible basics in their
outdoor products, focusing on the experience.
“The Sideliner” 12% of these consumers tend to be older with kids and seek products that enable them to make
being outside easier and more relaxing.
“The Complacent” 14% of these consumers prefer low-intensity activities when they go outdoors.
7
Territories
Our sales territories in the U.S. are the West, Southwest, Central, Mid-Atlantic, Northeast and Southeast.
We will initially focus in the Western and Southwestern states, expanding into the Central, Mid-Atlantic,
Northeast and Southeastern states based on resources and demand.
Pre-Launch to Commercialization
We intend to focus initially on building a buzz through guerilla, or grass roots marketing. We believe
building awareness and adoption through the direct sales channel is critical to our ability to establish and
execute a sales effort through U.S. dealerships.
We expect that our tailgate product will be ready for commercial launch and rollout by mid-2017.
Pre-Launch
Our plan is to retrofit trucks with our tailgate grill prototypes, and create awareness and buzz by
attending high-trafficked sports events where we can introduce the tailgate grill concept and let
consumers see first-hand how it works. Events that we intend to attend include football and baseball
games, surf contents, action sports events, motocross and auto racing, truck shows and tradeshows
catering to outdoor lifestyle enthusiasts.
8
We will actively build a database of consumers that express interest in purchasing our tailgate grill at
these events so that we can solicit pre-order sales and maintain an ongoing advocacy campaign designed
to keep these consumers interested and engaged.
In addition to guerilla marketing at events, we intend to launch a website, and create a series of You Tube
videos to generate further awareness and interest in our tailgate grill.
Lead Gen Assumptions:
Pre Commercial Launch
Sep-16 Oct-16 Nov-16 Dec-16 Jan-17 Feb-17 Mar-17 Apr-17 May-17 Jun-17
Retrofitted Trucks 1 2 2 3 3 4 4 5 5 5
Events per Truck per Week 3 3 3 3 3 3 3 3 3 3
Total Events per Week 3 6 6 9 9 12 12 15 15 15
Total Events per Month 12 24 24 36 36 48 48 60 60 60
Leads per Event 40 40 40 40 40 40 40 40 40 40
Implied Leads as % of Attendees 15% 15% 15% 15% 15% 15% 15% 15% 15% 15%
Total Leads 480 960 960 1,440 1,440 1,920 1,920 2,400 2,400 2,400
Conversions % to Sales 10% 10% 10% 10% 10% 10% 10% 10% 10% 10%
Converted Pre-Sales 48 96 96 144 144 192 192 240 240 240
Sales
Target Leads (up to launch) 16,320
We hope to build a database of ~16,000 interested leads for our tailgate leading up to our commercial
launch, and to convert 10%, or ~1,630 of these leads into pre-orders. At ~$665 per tailgate grill, this
would translate into a pre-order funnel of ~$11 million to a converted ~$1,000,000 in pre-launch sales.
Economics
Key to our guerilla marketing strategy is our ability to demonstrate our tailgate grill in-person, at high
traffic events. Rather than purchasing a fleet of trucks to retrofit our tailgate grill into, we will build our
sale rep force where, as a condition on being a rep for our product, we will provide a prototype grill kit
free of charge which will be retrofitted into their existing truck, which will then be used for event-based
demonstrations.
In order to attract and incentivize these sales reps, we will provide an attractive compensation package
consisting of salary and an equity/cash bonus structure that will enable them to achieve a total target
income that matches the best compensation plans in the industry.
Our payment structure rationale is based on the following model:
Target Sales per Rep Annually $ 474,240
Gross Profit per Rep $ 336,816
Events per Rep Annually 156.00
Event Spend Per Rep Annually $ 124,800
Travel / Gas Spend Per Rep Annually $ 14,040
EBITDA per Rep Annually $ 197,976
9
Each sales rep will be assigned a territory which, in addition to hosting events discussed above in our
guerilla marketing strategy, also includes dealerships which the rep will work with and through to
generate sales.
Phase I
We will expand our guerilla marketing efforts in the second half of 2017, increasing our presence at events
by doubling our fleet of trucks to 10.
Launch
Jul-17 Aug-17 Sep-17 Oct-17 Nov-17 Dec-17
Retrofitted Trucks 10 10 10 10 10 10
Events per Truck per Week 3 3 3 3 3 3
Total Events per Week 30 30 30 30 30 30
Total Events per Month 120 120 120 120 120 120
Leads per Event 40 40 40 40 40 40
Implied Leads as % of Attendees 15% 15% 15% 15% 15% 15%
Total Leads 4,800 4,800 4,800 4,800 4,800 4,800
Conversions % to Sales 10% 10% 10% 10% 10% 10%
Converted Pre-Sales
Sales 2,112 480 480 480 480 480
(*) Reflects pre-sales generated during pre-launch marketing.
2016 2017 2018 2019 2020
Target Grill Unit Sales (Direct) - 4,512 8,640 11,520 17,280
In addition, we will commence with our dealership sales strategy, with a focus in 16 Western and
Southwestern states. We anticipate that the process of adoption into the dealership channel will be
extended initially by the fact that our tailgate product is new to the market. However, over time, as our
tailgate product achieves broader market acceptance in the direct sales channel, we expect that the sales
cycle will shorten with dealerships.
Our goal is to start dealership sales in Q4, 2017. Our existing assumptions are that we will be accepted
into 6 dealerships in 2017, expanding to 14 in 2018, 36 in 2019 and 74 by 2020.
2016 2017 2018 2019 2020
Estimated Truck Sales 2,557,882 2,557,882 2,557,882 2,557,882 2,557,882
Target Grill Sales - 79 921 2,494 4,846
Implied Market Penetration 0.0000% 0.00% 0.04% 0.10% 0.19%
Dealers - 7 77 200 404
Avg. Sales per Dealer 12 12 12 12
10
$-
$5,000,000
$10,000,000
$15,000,000
2016 2017 2018 2019 2020
Pro Forma Sales by Channel
Direct Sales Dealer Sales
Pro Forma Financials4
2016 2017 2018 2019 2020
Total Revenue $ - $ 3,750,000 $ 7,530,000 $ 10,590,000 $ 16,370,000
Total Direct Costs - 1,060,000 2,200,000 3,230,000 5,090,000
Gross Margin - 2,700,000 5,330,000 7,370,000 11,280,000
Total Operating Expenses 500,000 2,630,000 4,850,000 6,570,000 9,830,000
Operating Income (Loss) (500,000) 70,000 480,000 800,000 1,460,000
Total Other Income (30,000) (60,000) (40,000) (10,000) 10,000
Income Taxes - 80,000 140,000 250,000 470,000
Net Income (Loss) (530,000) (70,000) 320,000 550,000 1,000,000
EBITDA (Loss) $ (500,000) $ 70,000 $ 480,000 $ 800,000 $ 1,460,000
% 2% 6% 8% 9%
Total Current Assets $ 160,000 $ (10,000) $ 150,000 $ 630,000 $ 1,780,000
Fixed Assets, Net - - - - -
Total Other Assets - - - - -
Total Assets 160,000 (10,000) 150,000 630,000 1,780,000
Total Current Liabilities 240,000 400,000 430,000 350,000 510,000
Total Long Term Liabilities 450,000 190,000 - - -
Total Equity (530,000) (600,000) (280,000) 280,000 1,780,000
Total Liabilities and Equity $ 160,000 $ (10,000) $ 150,000 $ 630,000 $ 1,780,000
Total Cash From (For) Operating Activities $ (510,000) $ (240,000) $ 100,000 $ 390,000 $ 670,000
Total Cash From (For) Investing Activities - - - - -
Total Cash From (For) Financing Activities 660,000 (240,000) (260,000) (170,000) -
Net Increase (Decrease) In Cash 160,000 (480,000) (170,000) 220,000 670,000
Cash and Cash Equivalents-End $ 160,000 $ (320,000) $ (490,000) $ (270,000) $ 410,000
4
The pro forma financials assume a successful close of the offering contemplated herein. Failure to do so, or
failure to do so on a timely basis, will result in negative material impact to the results herein.
11
Management and Key Advisors
Justin Malone – Founder, President & CEO. Justin brings a tremendous amount of design and
entrepreneurial experience to Exitus. Prior to founding Exitus, Justin has served as Creative Director
at Swift Engineering where he is responsible for brand development, promotional design and all
other visual aspects of the firm. Previously, he founded Hanginout, Inc., an interactive video response
platform that enables publishers to create an accessible interactive video persona, and Brandgineers,
Inc., a software and brand development agency, with clients including Callaway Golf, mSnap
Interactive, Nascar and Burton Snowboards.
Andrew Street – Advisor / Chief Engineer. Andrew is the Chief Scientist and Principal Investigator at
Swift Engineering Inc, where he manages Products & Technology, IRAD budgets and Swift’s technical
patent portfolio related to commercial product development and is responsible for the growth of the
SwiftX brand. Previously, he worked for the Boeing Company as Principal Investigator for the
Phantom Works Division and as Mechanical/Systems Engineer for the Boeing Defense Systems over
10 years. He has 10 patents in the fields of Unmanned Aerial Systems and space solar technology,
composites, space systems, injection bonding technology, and space solar nanocoatings. Andrew has
been responsible for $35M+ of new business, engineering and management for space, aeronautical
and terrestrial technologies working with NASA, the Air Force Research Labs, DARPA and National
Research Energy Labs. He has presented technologies research to international communities such as
IEEE and IEC, and has been presented with the Phantom Works Silver Phantom Award in 2007 and
the Spirit of Engineering Excellence Award in 2009. Andrew graduated with Valedictorian accolades
from Rochester Institute of Technology for both his Bachelors and Masters of Sciences Degrees in
Mechanical Engineering.
Danny Alkassimi – Advisor / North American Dealer Sales. Danny is a seasoned veteran of the auto
industry for more than 30 decades, preciously as an auto dealer and President of Rising Beyond, Inc.
He has been featured in many automotive publications, spoken to automobile associations and
business conventions and conducts sales training seminars and management workshops throughout
North America. Recent sponsors include General Motors, Mazda Motors, Volkswagen of America,
Autobytel and some of America’s top dealers. As an expert in instructional design, Danny continues
to provide fresh ideas and highly effective solutions for the auto industry. He is founder and
developer of many award winning training programs and business models. He created the RBI Score,
the industry’s most effective sales process. He also introduced a number of highly effective programs
such as F&I Score, Tie Score, I-Net Selling.com and Odoclub, the industry’s most innovative
Customer loyalty and retention program.
Disclaimer
This is Not an Offer to Purchase or Sell Securities. This overview is for informational purposes and is not
an offer to sell or a solicitation of an offer to buy any securities in Exitus, Inc., and may not be relied upon
in connection with the purchase or sale of any security. Securities of Exitus, Inc., if offered, will only be
available to parties who are “accredited investors” (as defined in Rule 501 promulgated pursuant to the
Securities Act of 1933, as amended) and who are interested in investing in Exitus on their own behalf. Any
12
offering or solicitation will be made only to qualified prospective investors pursuant to a confidential
offering memorandum, and the subscription documents, all of which should be read in their entirety.
To obtain further information, you must complete our investor questionnaire and meet the suitability
standards required by law.
Cautionary Note Regarding Forward-Looking Statements/Pursuant to the U.S. Private Securities Litigation
Reform Act of 1995
This investment brief contains, and our officers and representatives may from time to time make,
"forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private
Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as:
"anticipate," "intend," "plan," "goal," "seek," "believe," "project," "estimate," "expect," "strategy," "future,"
"likely," "may," "should," "will" and similar references to future periods. Examples of forward-looking
statements include, among others, statements we make regarding launch of products, sales, markets,
marketing strategies, our estimates on future financial performance, revenue growth and earnings,
anticipated levels of capital expenditures and our belief that offering proceeds will provide sufficient
liquidity to fund our business operations over the next 36 months.
Forward-looking statements are neither historical facts nor assurances of future performance. Instead,
they are based only on our current beliefs, expectations and assumptions regarding the future of our
business, future plans and strategies, projections, anticipated events and trends, the economy and other
future conditions. Because forward-looking statements relate to the future, they are subject to inherent
uncertainties, risks and changes in circumstances that are difficult to predict and many of which are
outside of our control. Our actual results and financial condition may differ materially from those
indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-
looking statements. Important factors that could cause our actual results and financial condition to differ
materially from those indicated in the forward-looking statements include, among others, the following:
• Macro-economic conditions, or economic conditions specifically impacting the capital markets.
• Exitus, Inc. faces risks relating to the cost and availability of funds to meet its business needs.
• We are a start-up business with no brand awareness and an untested business model. Failure to build
awareness amongst our target consumer base, and/or failure to convert prospective awareness of our
product into sales will have a negative material impact on our financial results.
• We will rely on our attracting and retaining quality sales representatives to achieve our sales and marketing
objectives. Competition for sales representatives is fierce and we may not be able to attract sales
representatives our plan requires.
• Our failure to effectively establish dealer partnerships to market our products could negatively impact sales
and harm our financial condition and operating results.
• We operate in a highly competitive market, with varying degrees of barriers to entry. The actions of
established or potential competitors may have a negative impact on our financial performance.
13
• The operating and financial performance of the Company is largely dependent on its ability to retain and
attract talent, in particular key personnel. Any loss of key personnel could adversely impact its operating and
financial performance.
• If we fail to protect our trademarks and trade names, then our ability to compete could be negatively
affected, which would harm our financial condition and operating results.
• If we lose the services of members of our senior management team, then our financial condition and
operating results could be harmed.
Any forward-looking statement made by us in this investment brief is based only on information currently
available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly
update any forward-looking statement, whether written or oral, that may be made from time to time,
whether as a result of new information, future developments or otherwise.
For More Information, Contact:
Thomas Carter
Capital Services Group, Inc.
Thomas@capservegroup.com
760-845-7545

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Exitus 2016 - brief (september)

  • 2. 1 Overview We are an outdoor recreation and lifestyle company, founded by passionate outdoor enthusiasts to engineer and commercialize innovative and performance-driven, high-quality products with a focus on outdoor activities. In the U.S. there are more than 198 million adults between the ages of 18-65 and 60% of them qualify themselves as outdoor consumers. We serve a broad range of this demographic, which includes outdoor enthusiasts, campers and tailgaters at sporting events. We intend to sell our products through auto dealerships, in addition to a wide variety of specialty and independent retailers, such as Bass Pro Shops, Cabela’s, Gander Mountain, Recreational Equipment, Inc. and Sportsman’s Warehouse. We also anticipate selling certain of our products directly to consumers through the brand’s website. Our mission is to make the best products for the $646 billion outdoor recreation market. We have aligned and partnered with a world-class engineering team known for its best-in-class aerospace design capabilities and we intend to leverage this expertise to accomplish that goal. The result of this strategy is our initial flagship product, the Exitus Tailgate Barbeque. We have built a fully-functional prototype and are currently raising capital that will enable us to move into production of a commercial product, build inventory and commence with a sales and marketing program in key U.S. territories (see “Investment” below).
  • 3. 2 Our Growth Strategy • Capitalize on a growing and fragmented market • Develop new and innovative products to drive organic growth and customer loyalty • Expand into complementary categories • Develop and leverage relationships with wholesale and retail channels • Continuously improve operations Investment We are raising up to $750,000 through the issuance of convertible promissory notes, bearing interest at 10% annually. The minimum investment for any investor is $25,000. The Offering is being made pursuant to an exemption from registration under Rule 506(c) of Regulation D of Section 4(a)(2) of the Securities Act. Closing is to happen immediately and may involve multiple closings on a rolling basis, subject to satisfaction of the Conditions to the Closing. Maturity – Three years from the date of initial sale of Notes. Mandatory Conversion - Upon the closing of a Qualified Equity Financing (as defined below) or a Deemed Liquidation Event (as defined in the Notes, and which includes the sale of the Company or all or substantially all of its assets), if any, that occurs prior to the maturity of the Notes, all principal and accrued but unpaid interest outstanding at such time shall be automatically converted into shares of the Company’s common stock (or, in the case of a Qualified Equity Financing, such other equity security sold to investors in the Qualified Equity Financing round). “Qualified Equity Financing” means a financing in which the Company raises an aggregate of at least US$1,500,000 (including conversion of the Notes) through the issuance and sale of equity securities. Conversion Price - In the event of a Qualified Equity Financing, the conversion price of the Notes shall be equal to the lower of (a) 80% of the lowest price per share paid by investors in the Qualified Equity Financing or (b) US$4,000,000 divided by the number of shares outstanding immediately prior to the Qualified Equity Financing on a fully-diluted basis. In the event of a Deemed Liquidation Event, the conversion price of the Notes shall be equal to 100% of the per share of common stock valuation implied by the Deemed Liquidation Event. Key Offering Data Max Corporate Structure Shares Out 3,500,000 Warrants/Options Out - Offering - Convertible Debt $ 750,000 Notes Offered 75 Interest 10% Offering Price per Note $ 10,000 Shares issued on Debt Conv. See terms Shares Out Fully Diluted 3,500,000 Post Offering Shares Out (FD) 3,500,000
  • 4. 3 Use of Proceeds Max Product Commercialization $ 160,000 Sales & Marketing 400,000 Operations 175,000 Offering Expenses 15,000 Total $ 750,000 Our Flagship Product Perfect for grilling anytime, anywhere, our flagship product is [Justin is supplying description and specs] is in a class of its own. Its built-in portability makes it perfect for tailgating, camping or grilling in tight spaces. Made of premium-grade steel, the lid and base of this grill are coated with a black porcelain enamel inside and out that is baked on, fusing the finish to the steel to prevent rusting and peeling through years of use. Two adjustable top vents provide airflow needed for perfect grilling and help you to control the temperature across the 288 square inches of cooking area. 1 Burner 2 Burner 3 Burner Price $525 $683 $788 Grills 2 4 6 Style Traditional Size 60” x 20” + Side Adaptors Cooking Grid Dimensions 18” x 16” ea. Side Burner No Burger Count 12 per module Bottle Opener Yes Locking Hood Yes Electric Igniter Yes Cutting Board Yes Storage Area Yes Tool-less install Yes Made in USA Yes Grid Shape Rectangle The grill is fully-contained within the tailgate, and runs off a camping size propane tank. Installation Removing the tailgate on most trucks requires no tools and can be performed in minutes. Step 1. Lower tailgate and remove support cables Step 2. Release tailgate from hinge cups and remove. Step 3. Mount Exitus Fuego into tailgate hinge cups. Step 4. Connect support cables from Exitus Grill to stock support posts in truck bed Step 5. Connect to natural gas source. Step 6. Enjoy your grill.
  • 5. 4 Market Opportunity We participate in the global market for consumer goods geared toward outdoor recreation which we believe is a lucrative global market with the potential for sustained future growth. Barbeque Industry The $800 million U.S. barbeque market consists of approximately 75% of U.S. adults which own barbeques or smokers 1 . More than half of them enjoy barbequing away from home, camping, at parks or tailgating at events. Barbecuing is both a lifestyle to many and a national pastime. 43% of grill owners in the U.S. under 35 years old say they are grilling more than a year ago 2 . Consumer demand for innovation in technology is not confined to Silicon Valley. Grilling is getting more high-tech. Grill manufacturers have introduced infrared at the burner level, new ignition technologies, smart grill technologies, and accessories designed to enhance the grilling process. Despite these innovations, little has been accomplished in the area of portability and ease-of-use to barbecuing away from home. We have re-imagined the outdoor barbeque experience, taking the concept of tailgate barbecuing to a literal level, making outdoor grilling more convenient, and more portable than ever. 1 HPBA Barbeque Lifestyle Usage & Attitude Study. Hearth, Patio & Barbeque Association. 2015. 2 26 th Annual Weber GrillWatch Survey. 49.1% 50.0% 48.6% 48.9% 48.6% 49.4% 49.4% 49.2% 48.4% 2006 2007 2008 2009 2010 2011 2012 2013 2014 Outdoor Participation, 2006 to 2014 Participation Rate 52,564 47,543 50,203 51,774 46,861 49,623 45,090 43,825 43,293 2006 2007 2008 2009 2010 2011 2012 2013 2014 Camping Participants (thousands)
  • 6. 5 Over the last 75 years, manufactures have made two substantive enhancements to barbeques to make them more portable and convenient: The leading U.S. grill supplier is Weber-Stephen with 30.3% market share 3 , followed by Middleby Corp. with 16.6%. United States Pick-Up Truck Fleet In 2015, U.S. consumers purchased 2,544,589 trucks, up 9.7% over the previous year. We believe that a large percentage of these consumers purchase trucks as a way to support and enhance their outdoor lifestyle and activities. Go to Market Strategy From the point of initial funding, we estimate time to commercial-readiness will be 120 to 180 days. 3 IBIS. Weber-Stephen’s global grill sales have grown an average 10% annually for the last five years to $235 million in 2015. Wheels Hitch Attachments Prototype Completed Pre-Launch Marketing Campaign (Direct Sales Channel – Western Territory) Q1 2016 Q1 2017 Commercial Launch (Direct Sales Channel – Western Territory) Q4 2016 Q2 2017 Q3 2017 Q4 2017 Dealership Marketing Campaign Launch (Western Territory) Ongoing Marketing Campaign (Direct Sales Channel – Southwest & Central Territory)
  • 7. 6 Target Consumers Our target consumers are outdoor lifestyle enthusiasts that own trucks. We are initially developing tailgate grills for the following makes and models: - Chevy/GMC Silverado (current model) - Ford F150 (current model) - Toyota Tundra (current model) - Dodge Ram (current model) Longer term we will develop adaptation tailgate grill kits for previous models, in addition to expanding to our offering to accommodate additional truck lines. Outdoor recreation is increasingly social and consumers are increasingly using technology to enhance their experience. We are focused on building products that appeal broadly to this consumer base. “The Achiever” 17% of these consumers want the best products on the market with respect to style and function. They embrace technology in all aspects of their lives. They are very social and can be leveraged to inspire others in the outdoors. “The Outdoor Native” 12% of these consumers are performance-driven, motivated by enjoyment and the experience. They seek sensible products that can cross activities, with a priority on versatility and functionality. “The Urban Athlete” 20% of these consumers favor products and brands that are very style-conscious. Technology plays a central role in their lives, both inside and outside. They are diverse, urban and big spenders relative to outdoor products. “The Aspirational Core” 14% of these consumers aspire to be outdoorsy and have a penchant for adventure. Although the don’t face physical limitations to engaging in the outdoors, distance between where they live and where they want to recreate is a barrier. “The Athleisurist” 20% of these consumers would rather be outside than inside, and seek sensible basics in their outdoor products, focusing on the experience. “The Sideliner” 12% of these consumers tend to be older with kids and seek products that enable them to make being outside easier and more relaxing. “The Complacent” 14% of these consumers prefer low-intensity activities when they go outdoors.
  • 8. 7 Territories Our sales territories in the U.S. are the West, Southwest, Central, Mid-Atlantic, Northeast and Southeast. We will initially focus in the Western and Southwestern states, expanding into the Central, Mid-Atlantic, Northeast and Southeastern states based on resources and demand. Pre-Launch to Commercialization We intend to focus initially on building a buzz through guerilla, or grass roots marketing. We believe building awareness and adoption through the direct sales channel is critical to our ability to establish and execute a sales effort through U.S. dealerships. We expect that our tailgate product will be ready for commercial launch and rollout by mid-2017. Pre-Launch Our plan is to retrofit trucks with our tailgate grill prototypes, and create awareness and buzz by attending high-trafficked sports events where we can introduce the tailgate grill concept and let consumers see first-hand how it works. Events that we intend to attend include football and baseball games, surf contents, action sports events, motocross and auto racing, truck shows and tradeshows catering to outdoor lifestyle enthusiasts.
  • 9. 8 We will actively build a database of consumers that express interest in purchasing our tailgate grill at these events so that we can solicit pre-order sales and maintain an ongoing advocacy campaign designed to keep these consumers interested and engaged. In addition to guerilla marketing at events, we intend to launch a website, and create a series of You Tube videos to generate further awareness and interest in our tailgate grill. Lead Gen Assumptions: Pre Commercial Launch Sep-16 Oct-16 Nov-16 Dec-16 Jan-17 Feb-17 Mar-17 Apr-17 May-17 Jun-17 Retrofitted Trucks 1 2 2 3 3 4 4 5 5 5 Events per Truck per Week 3 3 3 3 3 3 3 3 3 3 Total Events per Week 3 6 6 9 9 12 12 15 15 15 Total Events per Month 12 24 24 36 36 48 48 60 60 60 Leads per Event 40 40 40 40 40 40 40 40 40 40 Implied Leads as % of Attendees 15% 15% 15% 15% 15% 15% 15% 15% 15% 15% Total Leads 480 960 960 1,440 1,440 1,920 1,920 2,400 2,400 2,400 Conversions % to Sales 10% 10% 10% 10% 10% 10% 10% 10% 10% 10% Converted Pre-Sales 48 96 96 144 144 192 192 240 240 240 Sales Target Leads (up to launch) 16,320 We hope to build a database of ~16,000 interested leads for our tailgate leading up to our commercial launch, and to convert 10%, or ~1,630 of these leads into pre-orders. At ~$665 per tailgate grill, this would translate into a pre-order funnel of ~$11 million to a converted ~$1,000,000 in pre-launch sales. Economics Key to our guerilla marketing strategy is our ability to demonstrate our tailgate grill in-person, at high traffic events. Rather than purchasing a fleet of trucks to retrofit our tailgate grill into, we will build our sale rep force where, as a condition on being a rep for our product, we will provide a prototype grill kit free of charge which will be retrofitted into their existing truck, which will then be used for event-based demonstrations. In order to attract and incentivize these sales reps, we will provide an attractive compensation package consisting of salary and an equity/cash bonus structure that will enable them to achieve a total target income that matches the best compensation plans in the industry. Our payment structure rationale is based on the following model: Target Sales per Rep Annually $ 474,240 Gross Profit per Rep $ 336,816 Events per Rep Annually 156.00 Event Spend Per Rep Annually $ 124,800 Travel / Gas Spend Per Rep Annually $ 14,040 EBITDA per Rep Annually $ 197,976
  • 10. 9 Each sales rep will be assigned a territory which, in addition to hosting events discussed above in our guerilla marketing strategy, also includes dealerships which the rep will work with and through to generate sales. Phase I We will expand our guerilla marketing efforts in the second half of 2017, increasing our presence at events by doubling our fleet of trucks to 10. Launch Jul-17 Aug-17 Sep-17 Oct-17 Nov-17 Dec-17 Retrofitted Trucks 10 10 10 10 10 10 Events per Truck per Week 3 3 3 3 3 3 Total Events per Week 30 30 30 30 30 30 Total Events per Month 120 120 120 120 120 120 Leads per Event 40 40 40 40 40 40 Implied Leads as % of Attendees 15% 15% 15% 15% 15% 15% Total Leads 4,800 4,800 4,800 4,800 4,800 4,800 Conversions % to Sales 10% 10% 10% 10% 10% 10% Converted Pre-Sales Sales 2,112 480 480 480 480 480 (*) Reflects pre-sales generated during pre-launch marketing. 2016 2017 2018 2019 2020 Target Grill Unit Sales (Direct) - 4,512 8,640 11,520 17,280 In addition, we will commence with our dealership sales strategy, with a focus in 16 Western and Southwestern states. We anticipate that the process of adoption into the dealership channel will be extended initially by the fact that our tailgate product is new to the market. However, over time, as our tailgate product achieves broader market acceptance in the direct sales channel, we expect that the sales cycle will shorten with dealerships. Our goal is to start dealership sales in Q4, 2017. Our existing assumptions are that we will be accepted into 6 dealerships in 2017, expanding to 14 in 2018, 36 in 2019 and 74 by 2020. 2016 2017 2018 2019 2020 Estimated Truck Sales 2,557,882 2,557,882 2,557,882 2,557,882 2,557,882 Target Grill Sales - 79 921 2,494 4,846 Implied Market Penetration 0.0000% 0.00% 0.04% 0.10% 0.19% Dealers - 7 77 200 404 Avg. Sales per Dealer 12 12 12 12
  • 11. 10 $- $5,000,000 $10,000,000 $15,000,000 2016 2017 2018 2019 2020 Pro Forma Sales by Channel Direct Sales Dealer Sales Pro Forma Financials4 2016 2017 2018 2019 2020 Total Revenue $ - $ 3,750,000 $ 7,530,000 $ 10,590,000 $ 16,370,000 Total Direct Costs - 1,060,000 2,200,000 3,230,000 5,090,000 Gross Margin - 2,700,000 5,330,000 7,370,000 11,280,000 Total Operating Expenses 500,000 2,630,000 4,850,000 6,570,000 9,830,000 Operating Income (Loss) (500,000) 70,000 480,000 800,000 1,460,000 Total Other Income (30,000) (60,000) (40,000) (10,000) 10,000 Income Taxes - 80,000 140,000 250,000 470,000 Net Income (Loss) (530,000) (70,000) 320,000 550,000 1,000,000 EBITDA (Loss) $ (500,000) $ 70,000 $ 480,000 $ 800,000 $ 1,460,000 % 2% 6% 8% 9% Total Current Assets $ 160,000 $ (10,000) $ 150,000 $ 630,000 $ 1,780,000 Fixed Assets, Net - - - - - Total Other Assets - - - - - Total Assets 160,000 (10,000) 150,000 630,000 1,780,000 Total Current Liabilities 240,000 400,000 430,000 350,000 510,000 Total Long Term Liabilities 450,000 190,000 - - - Total Equity (530,000) (600,000) (280,000) 280,000 1,780,000 Total Liabilities and Equity $ 160,000 $ (10,000) $ 150,000 $ 630,000 $ 1,780,000 Total Cash From (For) Operating Activities $ (510,000) $ (240,000) $ 100,000 $ 390,000 $ 670,000 Total Cash From (For) Investing Activities - - - - - Total Cash From (For) Financing Activities 660,000 (240,000) (260,000) (170,000) - Net Increase (Decrease) In Cash 160,000 (480,000) (170,000) 220,000 670,000 Cash and Cash Equivalents-End $ 160,000 $ (320,000) $ (490,000) $ (270,000) $ 410,000 4 The pro forma financials assume a successful close of the offering contemplated herein. Failure to do so, or failure to do so on a timely basis, will result in negative material impact to the results herein.
  • 12. 11 Management and Key Advisors Justin Malone – Founder, President & CEO. Justin brings a tremendous amount of design and entrepreneurial experience to Exitus. Prior to founding Exitus, Justin has served as Creative Director at Swift Engineering where he is responsible for brand development, promotional design and all other visual aspects of the firm. Previously, he founded Hanginout, Inc., an interactive video response platform that enables publishers to create an accessible interactive video persona, and Brandgineers, Inc., a software and brand development agency, with clients including Callaway Golf, mSnap Interactive, Nascar and Burton Snowboards. Andrew Street – Advisor / Chief Engineer. Andrew is the Chief Scientist and Principal Investigator at Swift Engineering Inc, where he manages Products & Technology, IRAD budgets and Swift’s technical patent portfolio related to commercial product development and is responsible for the growth of the SwiftX brand. Previously, he worked for the Boeing Company as Principal Investigator for the Phantom Works Division and as Mechanical/Systems Engineer for the Boeing Defense Systems over 10 years. He has 10 patents in the fields of Unmanned Aerial Systems and space solar technology, composites, space systems, injection bonding technology, and space solar nanocoatings. Andrew has been responsible for $35M+ of new business, engineering and management for space, aeronautical and terrestrial technologies working with NASA, the Air Force Research Labs, DARPA and National Research Energy Labs. He has presented technologies research to international communities such as IEEE and IEC, and has been presented with the Phantom Works Silver Phantom Award in 2007 and the Spirit of Engineering Excellence Award in 2009. Andrew graduated with Valedictorian accolades from Rochester Institute of Technology for both his Bachelors and Masters of Sciences Degrees in Mechanical Engineering. Danny Alkassimi – Advisor / North American Dealer Sales. Danny is a seasoned veteran of the auto industry for more than 30 decades, preciously as an auto dealer and President of Rising Beyond, Inc. He has been featured in many automotive publications, spoken to automobile associations and business conventions and conducts sales training seminars and management workshops throughout North America. Recent sponsors include General Motors, Mazda Motors, Volkswagen of America, Autobytel and some of America’s top dealers. As an expert in instructional design, Danny continues to provide fresh ideas and highly effective solutions for the auto industry. He is founder and developer of many award winning training programs and business models. He created the RBI Score, the industry’s most effective sales process. He also introduced a number of highly effective programs such as F&I Score, Tie Score, I-Net Selling.com and Odoclub, the industry’s most innovative Customer loyalty and retention program. Disclaimer This is Not an Offer to Purchase or Sell Securities. This overview is for informational purposes and is not an offer to sell or a solicitation of an offer to buy any securities in Exitus, Inc., and may not be relied upon in connection with the purchase or sale of any security. Securities of Exitus, Inc., if offered, will only be available to parties who are “accredited investors” (as defined in Rule 501 promulgated pursuant to the Securities Act of 1933, as amended) and who are interested in investing in Exitus on their own behalf. Any
  • 13. 12 offering or solicitation will be made only to qualified prospective investors pursuant to a confidential offering memorandum, and the subscription documents, all of which should be read in their entirety. To obtain further information, you must complete our investor questionnaire and meet the suitability standards required by law. Cautionary Note Regarding Forward-Looking Statements/Pursuant to the U.S. Private Securities Litigation Reform Act of 1995 This investment brief contains, and our officers and representatives may from time to time make, "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: "anticipate," "intend," "plan," "goal," "seek," "believe," "project," "estimate," "expect," "strategy," "future," "likely," "may," "should," "will" and similar references to future periods. Examples of forward-looking statements include, among others, statements we make regarding launch of products, sales, markets, marketing strategies, our estimates on future financial performance, revenue growth and earnings, anticipated levels of capital expenditures and our belief that offering proceeds will provide sufficient liquidity to fund our business operations over the next 36 months. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward- looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: • Macro-economic conditions, or economic conditions specifically impacting the capital markets. • Exitus, Inc. faces risks relating to the cost and availability of funds to meet its business needs. • We are a start-up business with no brand awareness and an untested business model. Failure to build awareness amongst our target consumer base, and/or failure to convert prospective awareness of our product into sales will have a negative material impact on our financial results. • We will rely on our attracting and retaining quality sales representatives to achieve our sales and marketing objectives. Competition for sales representatives is fierce and we may not be able to attract sales representatives our plan requires. • Our failure to effectively establish dealer partnerships to market our products could negatively impact sales and harm our financial condition and operating results. • We operate in a highly competitive market, with varying degrees of barriers to entry. The actions of established or potential competitors may have a negative impact on our financial performance.
  • 14. 13 • The operating and financial performance of the Company is largely dependent on its ability to retain and attract talent, in particular key personnel. Any loss of key personnel could adversely impact its operating and financial performance. • If we fail to protect our trademarks and trade names, then our ability to compete could be negatively affected, which would harm our financial condition and operating results. • If we lose the services of members of our senior management team, then our financial condition and operating results could be harmed. Any forward-looking statement made by us in this investment brief is based only on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise. For More Information, Contact: Thomas Carter Capital Services Group, Inc. Thomas@capservegroup.com 760-845-7545