Exlites to raise $5M in private offering for Albany deal

Exlites Holdings International Inc plans a Rule 506(c) exempt offering of up to $5 million tied to its acquisition of Albany Farms Inc.

Rhea-AI Filing Summary

Exlites Holdings International Inc (EXHI), a New Mexico corporation with principal offices in Florida, filed a Form D for a new exempt securities offering under Rule 506(c) of Regulation D. The offering covers equity, debt, and warrants, including securities issuable upon exercise of those warrants.

The total offering size is $5,000,000, with $0 sold as of the notice date, and no sales commissions or finders’ fees reported. The filing notes that the offering relates to the acquisition of Albany Farms Inc, as referenced in a Form 8-K. The issuer reports annual revenue in the $1 to $1,000,000 range.

Key Figures

Total Offering Amount: $5,000,000 Total Amount Sold: $0 Total Remaining to be Sold: $5,000,000 +3 more

6 metrics

Total Offering Amount $5,000,000 Total amount of securities proposed to be sold in the exempt offering

Total Amount Sold $0 Amount sold as of the Form D notice date

Total Remaining to be Sold $5,000,000 Unsold portion of the offering at the time of filing

Revenue Range $1 to $1,000,000 Issuer’s reported annual revenue band

Finders’ Fees $0 Reported finders’ fees for the offering

Form D Signature Date September 8, 2026 Date the notice was signed by the issuer’s President

Key Terms

Form D, Rule 506(c), Regulation D exemption, covered securities, +1 more

5 terms

Form D regulatory

"FORM D Notice of Exempt Offering of Securities"

Form D is a short notice filed with the U.S. Securities and Exchange Commission when a company raises money using a private offering exemption instead of a full public registration. Think of it as a public receipt that lists basic facts about the fundraiser—amount sought, how much has been sold, and who the issuer is—without the full audited disclosures of a public offering. Investors use it to spot private financings, assess potential dilution or fundraising activity, and find contact information, but it is not a substitute for detailed due diligence.

Rule 506(c) regulatory

"Federal Exemption(s) and Exclusion(s) Claimed ... Rule 506(c)"

A SEC rule that lets companies publicly advertise private securities offerings, provided they sell only to accredited investors and take reasonable steps to verify buyers’ financial status. Think of it like a public event that still requires checking IDs and qualifications at the door: it widens a company’s pool of potential backers but requires stricter verification to protect less-experienced investors. For investors, it signals easier deal access but also higher due diligence responsibility.

Regulation D exemption regulatory

"if the issuer is claiming a Regulation D exemption for the offering"

covered securities regulatory

"if the securities that are the subject of this Form D are "covered securities""

Investment Company Act of 1940 regulatory

"Is the issuer registered as an investment company under the Investment Company Act of 1940?"

A U.S. federal law that sets the rulebook for pooled investment vehicles such as mutual funds, exchange-traded funds and similar money managers, requiring them to register with regulators, disclose holdings and fees, limit conflicts of interest, and follow governance standards. It matters to investors because these protections and transparency rules act like a referee and scoreboard, helping people compare funds, trust that managers follow fair practices, and spot hidden costs or risks.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What is Exlites Holdings International Inc (EXHI) offering under this Form D?

Exlites Holdings International Inc is offering up to $5,000,000 of securities in an exempt private offering. The securities include equity, debt, warrants, and securities to be acquired upon exercise of those warrants, under Rule 506(c) of Regulation D.

How much of the EXHI Form D offering has been sold so far?

As of this notice, Exlites Holdings International Inc reports $0 sold and $5,000,000 remaining to be sold in the offering. The filing also indicates that the first sale has yet to occur.

What exemption is EXHI relying on for this $5 million offering?

Exlites Holdings International Inc is relying on Rule 506(c) of Regulation D for this exempt offering. The issuer also certifies that it is not disqualified from relying on Rule 504 or Rule 506 under the disqualification provisions of Rule 506(d).

Is the EXHI Form D offering related to a business acquisition?

Yes. The Form D states that the transaction involves an acquisition of Albany Farms Inc and refers investors to a related Form 8-K for additional details on that business combination.

Does Exlites Holdings International Inc report paying any sales commissions or finders’ fees?

No. The Form D indicates that there are no sales compensation arrangements and specifies $0 in finders’ fees for the offering as reported in the notice.

What is Exlites Holdings International Inc’s reported revenue size in this filing?

Exlites Holdings International Inc reports its revenue size in the $1 to $1,000,000 range. This figure is disclosed in the issuer size section of the Form D as the current revenue band for the company.

When was the EXHI Form D notice signed and by whom?

The Form D notice was signed on September 8, 2026 by Mark Christopher Julian, identified as President of Exlites Holdings International Inc, as the duly authorized signatory for the issuer.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/11/2026 - 08:16 PM Accepted by SEC EDGAR 09/08/2026 - 02:10 PM Learn about SEC filing dates

The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Intentional misstatements or omissions of fact constitute federal criminal violations. See 18 U.S.C. 1001.

FORM D

Notice of Exempt Offering of Securities

OMB APPROVAL

OMB Number:			3235-0076
Estimated average burden
hours per response:			4.00

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001949283

Vision International, Inc.

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Exlites Holdings International Inc

Jurisdiction of Incorporation/Organization

NEW MEXICO

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Exlites Holdings International Inc
Street Address 1		Street Address 2
16034 US HWY 19
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
MELBOURNE	FLORIDA	34667	+1 727-494-2245

3. Related Persons

Last Name	First Name	Middle Name
Julian	Mark	Christopher
Street Address 1	Street Address 2
16034 US HWY 19
City	State/Province/Country	ZIP/PostalCode
MELBOURNE	FLORIDA	34667

Relationship: X Executive Officer X Director Promoter

Clarification of Response (if Necessary):

4. Industry Group

Agriculture

Banking & Financial Services

Commercial Banking

Insurance

Investing

Investment Banking

Pooled Investment Fund

Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?

Yes No

Other Banking & Financial Services

Business Services

Energy

Coal Mining

Electric Utilities

Energy Conservation

Environmental Services

Oil & Gas

X Other Energy

	Health Care
	Biotechnology
	Health Insurance
	Hospitals & Physicians
	Pharmaceuticals
	Other Health Care
	Manufacturing
	Real Estate
	Commercial
	Construction
	REITS & Finance
	Residential
	Other Real Estate

Retailing

Restaurants

Technology

Computers

Telecommunications

Other Technology

Travel

Airlines & Airports

Lodging & Conventions

Tourism & Travel Services

Other Travel

Other

5. Issuer Size

Revenue Range		OR	Aggregate Net Asset Value Range
	No Revenues			No Aggregate Net Asset Value
X	$1 - $1,000,000			$1 - $5,000,000
	$1,000,001 - $5,000,000			$5,000,001 - $25,000,000
	$5,000,001 - $25,000,000			$25,000,001 - $50,000,000
	$25,000,001 - $100,000,000			$50,000,001 - $100,000,000
	Over $100,000,000			Over $100,000,000
	Decline to Disclose			Decline to Disclose
	Not Applicable			Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

		Rule 504(b)(1) (not (i), (ii) or (iii))
		Rule 504 (b)(1)(i)
		Rule 504 (b)(1)(ii)
		Rule 504 (b)(1)(iii)
		Rule 506(b)
	X	Rule 506(c)
		Securities Act Section 4(a)(5)

Investment Company Act Section 3(c)

Section 3(c)(1) Section 3(c)(9)

Section 3(c)(2) Section 3(c)(10)

Section 3(c)(3) Section 3(c)(11)

Section 3(c)(4) Section 3(c)(12)

Section 3(c)(5) Section 3(c)(13)

Section 3(c)(6) Section 3(c)(14)

Section 3(c)(7)

7. Type of Filing

X	New Notice			Date of First Sale			X	First Sale Yet to Occur
	Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year? X Yes No

9. Type(s) of Securities Offered (select all that apply)

X	Equity		Pooled Investment Fund Interests
X	Debt		Tenant-in-Common Securities
X	Option, Warrant or Other Right to Acquire Another Security		Mineral Property Securities
X	Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security		Other (describe)

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer? X Yes No

Clarification of Response (if Necessary):

Acquisition of ALBANY FARMS INC - see 8K

11. Minimum Investment

Minimum investment accepted from any outside investor $10,000 USD

12. Sales Compensation

Recipient	Recipient CRD Number X None
none	None
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
16034 US HWY 19
City	State/Province/Country	ZIP/Postal Code
MELBOURNE	FLORIDA	34667
State(s) of Solicitation (select all that apply) Check "All States" or check individual States X All States	X Foreign/non-US

13. Offering and Sales Amounts

Total Offering Amount	$5,000,000	USD	or Indefinite
Total Amount Sold	$0	USD
Total Remaining to be Sold	$5,000,000	USD	or Indefinite

Clarification of Response (if Necessary):

14. Investors

Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.

Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:

0

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions	$0	USD	Estimate
Finders' Fees	$0	USD	Estimate

Clarification of Response (if Necessary):

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$0

USD

Estimate

Clarification of Response (if Necessary):

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:

• Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*

• Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.

• Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer	Signature	Name of Signer	Title	Date
Exlites Holdings International Inc	Mark Christopher Julian	Mark Christopher Julian	President	2026-09-08

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.