UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported): May 5, 2004
VIDEOLOCITY INTERNATIONAL, INC.
-------------------------------
(Exact Name of Registrant as Specified in its Charter)
Nevada 33-2310-D 87-0429154
- ---------------------------- -------------- -------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1762-A Prospector Avenue, Park City, Utah 84060
-----------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including Area Code: (435) 615-8338
Item 9. Regulation FD Disclosure.
Videolocity International, Inc. released the following information to its
shareholders.
SALT LAKE CITY & PARK CITY, UTAH (BUSINESS WIRE) May 5, 2004
VIDEOLOCITY INTERNATIONAL INC. ANNOUNCES: NEW STANDY EQUITY DISTRIBUTION
AGREEMENT
SALT LAKE CITY--(BUSINESS WIRE)--May 5, 2004-- Videolocity International Inc.
(OTC BB: VCTY), Salt Lake City/Park City, Utah, announces the execution of a new
standby equity distribution agreement between Videolocity International Inc. and
Cornell Capital Partners, LP, a New Jersey-based domestic investment fund. The
agreement was completed on May 3 2004.
Pursuant to the terms of the funding agreement with Cornell Capital, Videolocity
has the right, but not the obligation, to require Cornell Capital to purchase
shares of the company's common stock in amounts up to $1 million per month to a
maximum of $20 million over the next 24 months. The equity draw-downs are
entirely at Videolocity's discretion and the agreement does not require minimum
draw-downs. The draw-downs are subject to an effective registration statement
with the United States Securities and Exchange Commission covering the resale of
the shares. The Company will be working with the law firm of Kirkpatrick &
Lockhart to facilitate the filing of the registration statement.
Videolocity's Chief Executive Officer Robert Holt stated, " We greatly
appreciate the continued support of Cornell Capital and believe that the Company
is well positioned to take advantage of this valuable resource. This agreement
provides us with the flexibility to control the timing and amount of draw-downs
and; similar to the original agreement, it also allows us to effectively manage
the growth strategy that includes commercial deployments and additional Research
& Development."
About Videolocity
The Videolocity Digital Entertainment System(TM) (DES(TM)) delivers video on
demand streaming at 1Mbps or less while achieving "like" DVD quality. In
addition to video content viewing, the DES(TM) provides high-speed Internet
access, digital music on demand, games, full Web surfing and a variety of
e-commerce applications as well as customer specific informational and
educational content.
The Videolocity DES(TM) can be deployed in closed network environments such as
in hotels, timeshare condominiums, hospitals, and assisted living facilities, or
over wide area networks serving intelligent communities, residences and PDAs.
The system is currently adaptable to Wireless 802.11 WAN/LAN, Fiber, Satellite,
Ethernet or DSL network architectures.
Videolocity currently offers Microsoft- and/or Linux-based solutions using
standard protocols and equipment enhanced by the company's innovative
proprietary technologies and methodologies. The flexible, highly customizable
and fully scalable delivery platforms combined with advanced embedded software
applications allow for full remote system upgrades and easy updates of content
and/or system enhancements.
-2-
This release contains statements that constitute "forward-looking statements"
within the meaning of Section 21E of the Securities Exchange Act and Section 27A
of the Securities Act. Readers are cautioned not to put undue reliance on such
forward-looking statements. Such forward-looking statements are not guarantees
of future performance and involve risks and uncertainties. Certain factors may
cause actual results to differ materially from those contained in the
forward-looking statements, including but not limited to: the development and/or
acceptance of new products, the impact of competition on the company's products
and/or pricing, and the success of the company's systems.
ADDITIONAL INFORMATION: Investor Relations (435) 615-8338
or www.videolocity.com
-3-
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: May 05, 2004 VIDEOLOCITY INTERNATIONAL, INC.
By: /S/ ROBERT E. HOLT
--------------------------
Robert E. Holt, President
-4-