UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Media Analytics Corporation
(Name of Issuer)
Common Stock, $0.0001 par value per share
(Title of Class of Securities)
584393201
(CUSIP Number)
Scott J. Silverman
1825 Ponce De Leon Blvd.
Ste. 411
Coral Gables, FL 33134
(786) 323-7900
(Name, Address and Telephone Number of Person
Authorized to
Receive Notices and Communications)
December 21, 2016
(Date of Event which Requires Filing of this
Statement)
If the filing person has previously filed a
statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because
of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box
¨
The information required on the remainder of
this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934
(“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions
of the Act (however,
see
the Notes).
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NAME OF REPORTING PERSON
Shi, Min
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
¨
(b)
¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
PF
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e)
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
The Peoples Republic of China
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NUMBER OF
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SOLE VOTING POWER
1,178,000
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SHARES
BENEFICIALLY
OWNED BY EACH
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8
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SHARED VOTING POWER
0
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REPORTING
PERSON
WITH
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9
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SOLE DISPOSITIVE POWER
1,178,000
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10
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SHARED DISPOSITIVE POWER
0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
1,178,000
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
¨
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.78%
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14
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TYPE OF REPORTING PERSON (See Instructions)
IN
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Item 1 Security and Issuer.
The statement (“Statement”) relates
to shares of common stock, $0.0001 par value per share (the “Common Stock”), of Media Analytics Corporation, a Florida
corporation (the “Issuer” or the “Company”). The principal executive office of the Issuer is located at
1825 Ponce De Leon Blvd., Suite 411, Coral gables, FL 33134.
Item 2 Identity and Background
The Statement is being filed by Min Shi (“Ms.
Shi”). Ms. Shi is the Secretary and a director of the Company with an address at 1825 Ponce de Leon Blvd, Suite 411, Coral
Gables, FL 33134.
During the last five years Ms. Shi has not
(i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors); or (ii) been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction as a result of which proceeding he was or is subject
to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal
or state securities laws or finding any violation with respect to such laws.
Item 3 Source and Amount of Funds or Other
Consideration.
Ms. Shi acquired the reported 1,178,000 shares
(the “Shares”) of the Company’s common stock as follows:
On December 15, 2016, the Company, the
majority shareholders of the Company (the “Sellers”) and certain buyers (the “Purchasers”) entered into
a stock purchase agreement (the “SPA”), whereby the Purchasers purchased from the Sellers 7,600,000 shares of common
stock, par value $0.0001 per share, of the Company (the “Shares”), representing approximately 75.99% of the issued
and outstanding shares of the Company, for an aggregate purchase price of $175,000 (the “Purchase Price”). On December
21, 2016, the closing of the transaction occurred (“Closing Date”). Ms. Shi was a party to the SPA. Pursuant to the
SPA, Ms. Shi purchased 1,178,000 shares of the Company’s common stock for a purchase price in proportion to his share allotment.
Ms. Shi was issued a share certificate for the Shares dated December 19, 2016.
Item 4 Purpose of Transaction.
The purpose of the transaction was
to acquire a majority of the issued and outstanding common stock of the Issuer. Reference is made to a Form 8-K filed December
28, 2016, with the Securities and Exchange Commission for additional information on the purpose of this transaction.
Item 5 Interest in Securities of the Issuer.
(a) As of the date hereof, Ms. Shi beneficially
owns 1,178,000 shares of the issued and outstanding common stock of the Company. Such amount represents 11.78% of the total issued
and outstanding shares of the Company’s common stock as of the date hereof.
(b) Ms. Shi holds sole voting and dispositive
power over the Shares as issued to him.
(c) Other than disclosed below, there were
no transactions by Ms. Shi in the Issuer’s Common Stock during the last 60 days:
None
(d) No other person is known to have the right
to receive, or the power to direct the receipt of, dividends from, or the proceeds from the sale of, the securities of the Issuer
owned by Ms. Shi.
(e) Not applicable.
Item 6 Contracts, Agreements, Understandings
or Relationships With Respect to Securities of the Issuer.
To the knowledge of Ms. Shi, there are no contracts,
arrangements, understandings or relationships (legal or otherwise), including but not limited to transfer or voting of any of the
securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of
profits or losses, or the giving or withholding of proxies between Ms. Shi and/or any other person, with respect to any securities
of the Company.
Item 7 Material to be Filed as Exhibits.
Not applicable.
SIGNATURES
After reasonable inquiry and to the
best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: January 23, 2017
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/s/ Min Shi
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Min Shi
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