Videolocity International Inc (VCTY)

[tommy 9 fingers]

A few things I want to point out on the form D. First this is the most filled out Form D I have seen on a pinkstock, good sign

5. Issuer Size
Revenue Range Aggregate Net Asset Value Range
o No Revenues o No Aggregate Net Asset Value
x $1 - $1,000,000 o $1 - $5,000,000
Note: they check the $1 mil box so this limit the selling of shares to $1 Mil, anything above requires another Form D

7. Type of Filing
x New Notice Date of First Sale x First Sale Yet to Occur
o Amendment
Means they didn't dilute before filing this as I think they have 15 days before they actually have to file this. So company looking to dilute without you knowing will do so in the 15 day prior to filing this form. They didn't do that, good sign

8. Duration of Offering
Does the Issuer intend this offering to last more than one year? o Yes x No
This means that they can raise up to $1 million anytime up to a year from now and after one year they have to refile another Form D. It does not mean they have to use all of it.


13. Offering and Sales Amounts
Total Offering Amount $ 1000000 USD
Total Amount Sold $ 0 USD
Total Remaining to be Sold $ 1000000 USD

Clarification of Response (if Necessary)
NO OFFERING SOLD AS YET
No dilution as of yet or use of these unregistered shares, so I think they are being legit in their reasons for the recent SS changes

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 o Estimate

Clarification of Response (if Necessary)
PROCEEDS TO BE USED FOR OPERATING EXPENSES
Not only is this for the merger but also for completing the deal, likely IMO how Mina gets paid for their work? I am guessing on this one, but I don't think it is a bad thing