[VMC/AMC] Merger
This is a Pre-Merger VMC Offering.
(This Is For Community Review Only)
The Final Offering May Be DIFFERENT(This Document Is For Community Review Only And May Contain Errors)
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Virtual Mining Corporation (VMC) will be incorporated as a Belize International Business Company
and will be exchanged for 15 million shares to purchase Virtual Mining Corporation (VMC) a Delaware Corporation.
VMC is made up of a team of dedicated Bitcoin mining professionals with over 30 years of combined
experience in the ISP Business including Internet Access and Web Hosting, Graphics Design,
Cloud Development, Computer Programming in Multiple Languages, FPGA Hardware And Software Design,
Complete Systems Design, Web Design, and System Administration.
The team has been involved with Bitcoins since 2009. VMC will be manfacturing Bitcoin Mining Machines.
VMC has agreed with Active Mining Corporation (AMC) is a Belize International Business Company
DBA Active Mining Cooperative to sell the first 100 machines manufactured in the machines listed below
to AMC. AMC will have the first right of refusal on the below units developed by VMC and any future
developed units. Investors in VMC will have the second right of refusal on units manufactured by VMC.
VMC will manufacture Application Specific Integrated Circuit (ASIC) Bitcoin mining machines
and is working with AMC to develope an ASIC chip and PCB that it will license from AMC for use in their
Fast-Hash series of Bitcoin Mining Machines. VMC is using AMC's technology to develope an ASIC chips on
28nm process which is estimited to run at 16 GH/s with it's partner eASIC (
www.easic.com). VMC's ASIC
has very fast speeds of 16 to 20 GH/s with low power usage. The 28nm chip is expected to run faster after
it is put through the eASIC's easicopy process and will be used in VMC's Fast-Hash-One series of machines.
VMC may purchase ASIC chips from different vendors if available to use in it's manufactured machines.
VMC will be using the most innovative technology available to manufacture their Fast-Hash(tm) series of
Bitcoin Mining Machines. Investors in VMC will receive the benefits of having dividends paid out as
soon as VMC starts shipping machines to the public and making a profit. Investors in VMC will see
big benefits when VMC using AMC's technology develops it's own ASIC chip and AMC licenses its technology
to VMC to use in its Fast-Hash series of Bitcoin mining machines. VMC will pay license fees in the form
of Bitcoin mining machines at cost and royalties to AMC for it's technology.
VMC is in the process of getting an agreement with eASIC to produce an ASIC bitcoin mining chips on the
28nm process. This chip will be available in limited Low Volume/Sample quanities in the 4th quarter of
2013 and full production quanities in the 1st quarter of 2014.
VMC will provide the Bitcoin Mining Equipment below ("Mining Equipment") to AMC at VMC's manufacturing
cost for the use of AMC's developed technology for the equipment below as a licensed fee for
VMC to use all of AMC's developed technology. VMC will also pay AMC a 10% royalty on all other sales
using AMC's developed technology.
Web Site:
www.virtualminingcorp.comFacebook:
https://www.facebook.com/pages/Fast-Hash/319110168218206Twitter: @VirtualMiningCo
Phone: 1+(855) ONE-BITCOIN (663-2482)
*** Business Experience:
Slaughter Vending and Amusement, Pegasus Business Systems, Advanced Learning Systems, Advanced Software
Solutions, Active Internet Communications - ISP Business axs(tm).net which produced over 2.5 Million
in revenue and over 10,000 customers in 49 states, Canada, and Puerto Rico with over 10 employees.
Turn-key Web Hosting Business running on Amazon.com, Started Bitcoin mining in 2009.
*** Software packages developed:
Internet Cruiser(tm) web browser, Virtual 3D Environments, Individual Profile System(tm) (IPS), Neural
Network, Anonymous Bitcoin Exchange software, Automobile Collision Repair System(tm) (ACRS)
*** Cloud Development:
Web Hosting Business: shopping-cart-now.com running on Amazon.com
*** Web Sites Developed With Graphics:
TahoeUltimateRentals.com, shopping-cart-now.com, votecliffyoung.com, and votecliffyoung.com plus many
more over the years.
*** ASIC Development:
AMC has Synthesized it's Bitcoin Mining source code to create RTL for the xc6xlt150 FPGA. VMC has had
the code ported to eASIC Nextreme-2 family of ASIC chips. eASIC will then close timing on the design
for the ASIC chip. After timing closure, Prototype and Low Volume production of the ASIC chips will begin.
High volume production of the chip will begin in 3-6 months after the project starts.
After production begins, the ASIC chips can be delivered to VMC in a 3 to 6 month time frame. VMC will-at
the same time-start the high production process for 28nm chip using eASIC's easicopy process which takes
as little as 12 months. VMC has also received licenses on Printed Circuit Board (PCB) designs for
xc6xlt150 FPGA Boards. VMC has hired an Electronic Engineering and Manufacturing Services to design
the PCB boards for its Fast_Hash series of bitcoin mining machines. VMC may purchase Bitcoin Mining Chips
or PCB from other vendors if available for its machines.
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VMC Manufactures ASIC Bitcoin mining equipment which it provides to AMC and the public.
Bitcoin ASIC Mining Equipment To Be Purchased:
Units to be provided to AMC by VMC at manufacturers cost:
The following will be ordered from VMC if funds are available from AMC and the units are developed.
AMC will have the first right of refusal on the below units developed by VMC and any future
developed units. Additional units will be provided at lowest retail value minus the 10%
royalty fee. Investors in VMC on bitfunder.com will have the second right of refusal on units
manufactured by VMC.
100 Fast-Hash-80's** @ 80 GH/s each for a total of: 8 TH/s
Specifications: 110nm 282 MH/s chip 75 chips per board 4 boards per unit
Estimated retail value @ ~$6,000 each for a total of $600,000
(Estimated to be delivered August 2013)
100 Fast-Hash-80's** @ 80 GH/s each for a total of: 8 TH/s
Specifications: 110nm 282 MH/s chip 75 chips per board 4 boards per unit
Estimated retail value @ ~$6,000 each for a total of $600,000
(Estimated to be delivered October 2013)
100 Fast-Hash-80's** @ 80 GH/s each for a total of: 8 TH/s
Specifications: 110nm 282 MH/s chip 75 chips per board 4 boards per unit
Estimated retail value @ ~$6,000 each for a total of $600,000
(Estimated to be delivered December 2013)
100 Fast-Hash-80's** @ 80 GH/s each for a total of: 8 TH/s
Specifications: 110nm 282 MH/s chip 75 chips per board 4 boards per unit
Estimated retail value @ ~$6,000 each for a total of $600,000
(Estimated to be delivered February 2013)
100 Fast-Hash-400's** @ 400 GH/s each for a total of: 40 TH/s
Specifications: 45nm 6 GH/s chip 75 chips per board 1 board per unit
Estimated retail value @ ~$30,000 each for a total of $3,000,000
(Estimated to be delivered March 2014)
100 Fast-Hash-800's** @ 800 GH/s each for a total of: 80 TH/s
Specifications: 45nm 6 GH/s chip 75 chips per board 2 boards per unit
Estimated retail value @ ~$60,000 each for a total of $6,000,000
(Estimated to be delivered May 2013)
100 Fast-Hash-1.2T's** @ 1.2 TH/s each for a total of: 120 TH/s
Specifications: 28nm 9 GH/s chip 75 chips per board 1 board per unit
Estimated retail value @ ~$100,000 each for a total of $10,000,000
(Estimated to be delivered July 2014)
100 Fast-Hash-2.4T's** @ 2.4 TH/s each for a total of: 240 TH/s
Specifications: 28nm 9 GH/s chip 75 chips per board 2 board per unit
Estimated retail value @ ~$200,000 each for a total of $20,000,000
(Estimated to be delivered September 2014)
100 Fast-Hash-4.8T's** @ 4.8 TH/s each for a total of: 480 TH/s
Specifications: 28nm 9 GH/s chip 75 chips per board 4 board per unit
Estimated retail value @ ~$400,000 each for a total of $40,000,000
(Estimated to be delivered December 2014)
VMC has a contract with AMC to repay to AMC 100% of the Non Recuring Engeering (NRE) fee that
AMC provides to VMC to develope an ASIC for bitcoin mining. VMC will pay to AMC 100% of the profits
from bulk chips sales after AMC's royalty payment, cost of goods sold, and all direct expenses required
to sale the chips.
We will also be buying shares of AMC on any stock exchange as they become reasonably priced to
provide dividend income to VMC share holders. These shares will be sold if VMC needs capital to
for any purpose.
VMC currently own 0 shares of AMC as of the Initial Public Offering date. Check the reports
in the bitcointalk VMC thread for the current number of AMC shares owned.
* Different quantities or other Bitcoin Mining Machines may be provided if the above are not
available, developed, specification changes, or the market changes. All specifications and delivery
dates are subject to change.
** Fast-Hash-XXX, Fast-Hash-One are trademarks of VMC developed Bitcoin Mining Machines. AMC will receive the
above machines at manufacturers cost. AMC will also receive a 10% royalty from VMC on all other
VMC sales using AMC's technologies.
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VMC Offering:
VMC's offering is comprised of 25,000,000 shares in total. VMC may issue these shares on any exchange it
deems fit for trading of VMC's shares as long as the total shares issued does not exceed 25,000,000
shares. This offering may me modified with a majorty vote of the shares holders.
VMC will provide a method for shareholders to vote. The method will provide that only shareholders can vote
and shareholders will only have 1 vote for each share that is held. Any motion to bring a vote before the
shareholders will require 10% of the shareholders votes on a petition with 1 vote for each share held.
VMC will provide a method for motions should the need arise, if the exchange does not provide a method.
VMC will be run by a 7 member board of directors, the board of directors will be elected within three months
of the initial IPO of VMC. The board of directors shall adopt a set of by-laws within the first 6 months.
Until the first board of directors are elected, the current management of VMC, Delaware will manage VMC Belize.
1 share of VMC on the exchange represents 1/25,000,000th of 100% of the monthly profits after all expenses.
VMC shares offer no voting rights. Shares of VMC on the exchange do not represent real world shares of the
company. The shares are solely a distribution mechanism for rights to profits.
As of the time of this writing, up to 10,000,000 shares will be released to the public through a swap of
1 share of Active Mining Corporation dba Active Mining Cooperative (AMC) for 1 share of VMC. AMC is traded on
bitfunder.com. Any remaining shares not included in the IPO are owned/maintained/controlled by VMC.
These shares will be used at the issuers discretion for any uses deemed fit. These uses are not limited to,
but may include employment.
The funds from the IPO will be used to manufacture VMC's products, research and development,
deposits, chip production and development, PCB production and development, licensing fees, eASIC NRE to
create a 28nm bitcoin mining chip, and other necessary needs for manufacturing VMC's products.
The IPO funds may also be used to purchase AMC shares. VMC will also exchange its shares for AMC
shares, the rate of exchange will be determined by the board of directors of VMC.
Should VMC be sold or closed, the full amount of the purchase price, liquidated income,
liquidated assets will be evenly distributed to the 25,000,000 shares.
AMC Swap Shares:
VMC will issue up to 10,000,000 "AMC Swap" shares which may be used in an exchange for AMC shares.
Any shares not exchange for AMC shares may be sold by VMC. VMC will set the deadline date that
AMC shares have to be tendered to VMC for a swap to be effective. Shares of AMC tendered after
the deadline will not be swapped for VMC shares and will be returned.
Additional shares may be sold at no less than .005 BTC each.
Statements and Accounting:
Detailed statement and accounting will be provided on VMC's Bitcointalk thread if avilable or any other
forum which VMC's chooses. Forum will be posted on VMC's website at
www.virtualminingcorp.comDividends:
Dividends will be paid on all issued shares. Dividends will be declared by the board of directors.
Dividends will be paid each week as declared by the board of directors.
Reports will be posted on VMC's Thread on a forum of VMC's choosing.
Forced Buy Back:
No forced buyback may be enforced for shares of VMC. VMC may purchase it's own shares on any
exchange where VMC shares are traded.
Equipment:
All equipment listed in this offer will be sold to AMC at the average manufacturing cost for
the unit or a like unit.
After VMC's initial delivery of the above mining equipment, AMC will have first right
of refusal on any equipment manufactured by VMC and said equipment will be paid for by AMC.
VMC will not charge AMC a price which is higher than the lowest price VMC has sold the
equipment or like equipment to any other customer or if the equipment has not been sold
before, then the posted price on VMC's web site.
Estimated VMC 12 Months Projections:
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Total Estimated Gross Sales 479,000 BTC
Total Estimated Cost Of Goods Sold BTC 201,000 BTC
Total Estimated Expenses BTC 113,000 BTC
Total Estimated Profit BTC 165,000 BTC
Estmated AMC Revenue (Next 12 Months) 112,000 BTC
Total Combined Profit And Revenue 277,000 BTC
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25,000,000 Issued Shares
Estimated Gross Combined Profit and Revenue / Share 0.01108 BTC
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Return on Investment(ROI) Fully Diluted: 25,000,000 Issued Shares
Net Estimated ROI/12 Months AMC Swap shares @ .0025 BTC/Share 443 %
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VMC130307-1
Update:
Investors must have 100,000 shares before getting a second right of refusal.
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