Drone Services USA Inc. (DSUS)

[Cassandra]

VDSC: Essential information about the spin-off dividend to shareholders of ALAS International Holdings, Inc. is contained in the S-1/A registration statement for IMAG Group, Inc. filed on 8/7/13:

http://www.sec.gov/Archives/edgar/data/1567488/000107997413000465/imags1a1_71813.htm

The following is a summary of information contained in the S-1/A along with some opinions (posted in blue):

* Although FINRA declared record and payment dates, the definitive record date has not yet been established.

* The dividend will not be issued until the S-1/A registration is declared "effective" by the SEC. This could be quite some time as the financials don't seem sufficiently updated. The originial S-1 was filed on 1/25/13 and no action was taken.

* SEC filings: http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001567488&owner=exclude&count=40&hidefilings=0

* VDSC shareholders of record will be mailed a certificate. Shareholders who hold in street name (most shareholders) will be credited though Cede & Co., the nominee of The DTCC. These shares should be electronically recorded in brokerage accounts.

* The dividend is calculated as 0.005667926 of a share of IMAG Holding Group for each one share of VDSC common stock, based on issued and outstanding common stock on July 1, 2013, subject to adjustment for additional shares issued, if any, between that date and the definitive record date. VDSC had 529,294,117 common shares issued and outstanding on July 1, 2013.

* Fractional shares, if any, will be rounded up to the next whole share only when the recipient would own at least one whole share prior to rounding. A VDSC stockholder who would receive only a fractional share will have an option either to purchase an additional fraction to make one whole share or to receive payment for the fractional share, in either case at a price to be determined. Anyone owning less than 178 shares would be in this situation.

* At the date of the prospectus the issued and outstanding common stock of IMAG Group was 8,526,000 shares.

* The stock has no fundamental value. At 3/31/13 the balance sheet shows the only assets are $1.00 in cash and $515 in computer equipment. Liabilities total $1,023,860. The company is massively insolvent.

* IMAG Group is the statutory underwriter and can't legally establish a value, much less a value or opening price of $1.00/share as claimed in a PR. The stock, if it ever trades would do so based on market supply and demand.

* There have never been revenues but expenses have totaled $1,169,669 since inception. By far the biggest expense is executive compensation.

* Accrued expenses remaining to be paid as of 9/30/12 were $648,078 almost all of which is accrued salaries for the CEO, who makes $120K/year plus perqs, and the CFO who makes $75K/ year plus perqs. They've had these employment contracts since 2009 despite the fact that the company has never done anything whatsoever as far as business goes.

* The officers work from their homes and the conpany accrues a total of $975/month owed to them for supplying their own offices. The corporate address is Edward Salmon's personal residence: http://www.zillow.com/homedetails/144-Woodside-Ct-Safety-Harbor-FL-34695/47255008_zpid/

* The officers and directors are elderly. CEO Salmon is 75. CFO Ayers is 78. Director Hugo is 81. Do these guys still have the enery to build a company that has only $1.00 into an actual business.

* Most VDSC shareholders will receive less than one share (i.e. nothing). Quote: At the date of this prospectus, we have five record and beneficial holders of our common stock. Following the dividend distribution by PV Enterprises International, we expect to have approximately 1,225 record holders and approximately 1,925 total beneficial holders of our common stock. We expect that approximately 1,119 stockholders of record and approximately 1,194 of the total beneficial holders of PV Enterprises International will each be entitled to a total dividend of less than one share (only a fractional share) of our common stock.

* The company has convertible notes payable that totaled $140,000 a/o 9/30/12. If the stock becomes publicly traded the notes are convertible at a 50% discount to the average five previous day closing price. Such notes are considered toxic and substantially dilutive.

* The reason such companies go public is to avail themselves of equity financing. The likely first priority for any funds raised by IMAG Group is paying off the accrued expenses which almost all go to the officers and director.

This wasn't in the S-1/A, but is a fact that can be verified by FINRA:

In addition to having the SEC declare the S-1 effective, IMAG group needs a market maker to sponsor the company and submit a Form 211 to FINRA before it can freely trade. Other market makers can piggy-back off the sponsoring market maker. Without at least one sponsoring market maker, the stock can't be legally be quoted and would have to trade on the grey market.

http://www.finra.org/Industry/Compliance/MarketTransparency/OTCBB/Forms/

I hope this summary is helpful in clearing up some of the misinformation and misunderstandings about this dividend. It's important to do solid due diligence on such issues.

FWIW, IMAG Group is a company that appears to exist solely for the economic benefit of the insiders. It does not look like a company that will ever have significant value IMO.