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Klever Marketing (KLMK)

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Last Post: 5/24/2018 9:45:49 AM - Followers: 39 - Board type: Free - Posts Today: 1


On April 27, 2018 KLMK entered into a "Reverse Merger" agreement with "Darkpulse Technologies", a private company with limited information available.

Shares purchased between now and the effective date of the Reverse Merger will be subject to a 1 for 6 Reverse Split


https://backend.otcmarkets.com/otcapi/company/sec-filings/12721283/content/html 
 
Item 1.01 Entry into Material Definitive Agreement.

On April 27, 2018, Klever Marketing, Inc. (“ Parent ”), DarkPulse Technologies Inc., a New Brunswick corporation (“ Target Company ”), and DPTH Acquisition Corporation, a wholly owned subsidiary of Parent (the “ Merger Subsidiary ”) entered into an Agreement and Plan of Merger, attached hereto as Exhibit 2.1 (the “ Merger Agreement ”). Under the terms of the Merger Agreement, Merger Subsidiary will merge with and into Target Company (the “ Merger ”), and Target Company will be the surviving corporation to the Merger and become a wholly owned subsidiary of Parent. The Merger is expected to close on or about May 30, 2018, subject to the satisfaction or waiver of customary closing conditions.

Additionally, prior to the Merger, Parent must (i) effect a reverse stock split of its outstanding common stock to ensure that there are no more than 15,000,000 shares of Parent common stock issued and outstanding immediately prior to the Merger Time, and (ii) ensure that all outstanding options, preferred stock, or other securities convertible into common stock have been cancelled, except that Parent shall be permitted to have outstanding a maximum of $150,000 in convertible promissory notes convertible into common stock of Parent at the Merger Time, which shall be retained by Parent post-Merger (the “ Assumed Liabilities ”). Prior to the Merger, Target Company must (i) ensure that there are not more than 1,000 shares of Target common stock issued and outstanding. Accordingly, after issuance of the Parent Common Stock in connection with the Merger, it is anticipated that shareholders of Parent immediately prior to the Merger will own approximately 15% of the issued and outstanding common stock of Parent immediately after effecting the Merger. Finally, at closing of the Merger, Target Company shall pay $150,000 to Parent or certain of Parent’s creditors or preferred shareholders as directed by Parent.

The foregoing description of the Merger and Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the complete text of the Merger Agreement, a copy of which is filed herewith as Exhibit 2.1 and is incorporated herein by reference.

Currently, there is substantial doubt about the valuation of the surviving company- DarkPulse Technologies.
 



Personal ATM for O'Leary, Cellucci, Singer, et al.


In DarkPulse's disclosure to KLMK, it reveals DarkPulse has NO employees

https://backend.otcmarkets.com/otcapi/company/sec-filings/12721283/content/html


Of course, DarkPulse DOES have owners, as they also disclose:



Apparently this ownership percentage will basically carry over to KLMK, with the slight diminution by the approximately 7% allocated to current KLMK shareholders

So this company, DarkPulse, VIA ITS OWNERS' PRIVATE HOLDINGS, will now have the ability to sell approx 93% of this new paper company to an unsuspecting public, fueled by the inevitable empty Press Releases and partnership announcements.

Yup, ATM machine indeed. Sad part is the withdrawals will come from investors (if O'Leary can be managed!)


The owners know there is no "there" there.
.
Current holders would do well to get out while they still have the chance, before the approximate 1 for 6 reverse split.

Buyer Beware.

Information below refers to the OLD KLMK (Klever Marketing)
 
State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practical date. As of May 10, 2011, there were 45,071,640 shares of the issuer's $.01 par value common stock issued and outstanding.

http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=7937791
Klever Mobile Applications
Klever provides a suite of products for the Consumer, CPG Manufacturer and Retailer - all based from the KleverNET consumer and product database. Portals for each of these groups will provide personalized service through individual log-ins.

These products are currently in development for planned release in the first quarter 2011. Our entire product line is designed to serve the three points of the grocery industry - Consumers, Retailers and Product Manufacturers.
Consumer Mobile Application

Locate Grocery Markets in your Area, Check-in at your store, receive promotions and coupons tailored to your preferences, use the in-store shopping services (store directory, recipes, local promotions, store services). Rely on Klever as a trusted source for product recommendations, promotions and savings.
Consumer Web Portal

Log-in and give us your preferences and dislikes to help us build your initial shopping profile. Let us know your special eating needs (vegetarian, Kosher, low-carbohydrate, high protein, organic, etc.) so we can find the products you need and offer discounts you can't resist - in total privacy. Find additional special offers on the website.
CPG Portal

A suite of products and services for use by the CPG manufacturer to facilitate their distribution of coupons and promotions to all mobile applications - all based on the highly targeted distribution network in the KleverNET.

The Business Intelligence module will provide real time feedback to CPGs on the success of their promotions for immediate change and re-measurement.
Retailer Portal

Retailers have their own portal and platform to reach their targeted customers
with store specific promotions for their branded products delivered through the resources of the KelverNET database. Additionally, they will benefit from use of the in-store services available to consumers through their mobile phones, including a detailed store directory, recipes, and local store promotions.
The Giving Cart (former hardware application)

The Giving cart was a former hardware application, before we evolved the system to a more advanced mobile based software system. Additional information about the Giving cart may be found at: 
http://www.kleverkart.com/



 


The Klever Integrated Solution:
A Dominating Competitive Advantage

The increasing competitiveness of the retail industry requires retailers to seek a new competitive advantage.

That advantage will be gained by those possessing the technology that will best enable retailers to target promotions at the Point-of-Selection, to store and analyze consumer purchasing habits and product movement data, and to build consumer loyalty.

The Giving Cart™ is that technology.• Its extensive patent protection provides exclusive rights to market an in-store advertising system that displays advertisements and/or promotions, triggered by the presence of a particular product, on an electronic device mounted to the handle of a shopping cart.
• It gives retailers the ability to communicate and provide information to their customer
• It utilizes existing customer loyalty data to drive customer behavior
• It scanning ability enables in-the-aisle self-checkout, with running totals of expenditure instantly available to the customer
• It captures valuable customer data and market research that until now has been costly and difficult to gather
• It facilitates significant increases in both (1) product movement and (2) average basket size


Thus the Giving Cart™ is the superior value proposition for both manufacturers and retailers, for it provides precisely the complete "end-to-end" solution to their in-store marketing challenges that virtually all of them have been seeking.


Klever marketing continues to lead the revolution. We are at the vanguard of creating a shopping experience that connects the consumer with grocery retailers and CPG companies like never before.



Since 1999 Klever Marketing has been a pioneer in the industry. Three generations of patented in-store marketing technologies has created a real-time, interactive shopping experience. This has not only benefitted the consumer, but the retailer and the CPG companies as well.

Today, we have rethought everything. Challenging the industry's practices and conventions, Klever Marketing offers the products and services that create unrivaled, unprecedented and unexpected value for consumers, CPG companies and grocery retailers.

Leveraging this new platform, Klever Marketing enables CPG companies and retailers to personalize, one-to-one mobile interactions with the informed and empowered consumer to influence and entice them to buy their brands and products.

 Come along with us to lead the revolution.


=====================================================














 
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KLMK News: Quarterly Report (10-q) 05/14/2018 05:19:46 PM
KLMK News: Statement Regarding Change in Majority of Directors Pursuant to Rule 14f-1 (sc 14f1) 05/04/2018 12:48:47 PM
KLMK News: Current Report Filing (8-k) 05/01/2018 05:43:14 PM
KLMK News: Annual Report (10-k) 04/02/2018 12:27:11 PM
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PostSubject
#373   Very nice buying!!!!! Something coming??? pennypauly 05/24/18 09:45:49 AM
#372   It should go up fast. Short will be Fit For Life 05/23/18 08:46:13 PM
#371   Bids creeping up pennypauly 05/23/18 11:26:22 AM
#370   Picked up more today, this is getting ready pennypauly 05/23/18 11:10:22 AM
#369   “MUST SEE DENNIS BOARD STATUS OF CROWDSTRIKE OVER TenKay 05/21/18 04:35:47 PM
#368   Of course there is the frequent mentions of RN1 05/20/18 09:46:33 PM
#367   DarkKnight55 Sunday, 05/20/18 08:46:23 PM pennypauly 05/20/18 09:15:21 PM
#366   BVTK become Google Partners. ironKstock 05/20/18 04:34:44 PM
#365   May 30th is coming quickly. Press release will Fit For Life 05/19/18 10:52:43 PM
#364   A merger subsidiary is a pretty standard thing TenKay 05/19/18 04:04:17 PM
#362   So does anyone have a logical explanation about PNKBULLSHT 05/18/18 02:09:49 PM
#361   lets look at this dpt dose not john12341 05/18/18 12:26:39 AM
#359   a good trader is sitting on free shares mad dog2 05/17/18 04:39:59 PM
#358   Just with the OTC needs. Another scam ticker RN1 05/17/18 03:09:24 PM
#357   DPTH COMING!!! pennypauly 05/17/18 02:45:26 PM
#356   Its true they are not, they will be Eb1988 05/17/18 02:34:40 PM
#355   Yep they are pos and Dennis said this Evandean1 05/17/18 02:13:35 PM
#354   A GENEROUS valuation pre-split price would be .005 FullDeck 05/17/18 09:56:29 AM
#353   Good luck with that. If you've studied, you FullDeck 05/17/18 09:46:40 AM
#352   Buying before the May 30 reverse split? FullDeck 05/17/18 09:42:19 AM
#351   KLMK Merger is what is important! 5/30 Thunderstruck 05/17/18 09:39:22 AM
#350   I make my bread and butter on merger Fit For Life 05/17/18 09:38:09 AM
#349   It's not based on financials, that's for sure. FullDeck 05/17/18 09:36:31 AM
#348   $KLMK a little clarity on their coded messages!!! PNKBULLSHT 05/17/18 09:25:49 AM
#347   I probably bought your shares!! Thanks will buy pennypauly 05/17/18 09:19:02 AM
#345   I'm out done with the bs good luck Evandean1 05/17/18 01:04:47 AM
#344   !!!!!! KLMK IS NOT DARK PULSE Evandean1 05/17/18 01:02:52 AM
#343   Revenues who cares? It is a merger play. Fit For Life 05/17/18 12:34:48 AM
#342   Go to the otc market place an read tutankhamuns 05/17/18 12:32:15 AM
#340   Waiting for that link pennypauly 05/16/18 01:46:50 PM
#339   Post link then UnderTheInfluence 05/16/18 12:23:31 PM
#338   Photo SHOP LOL ITS ON DARK PULSE FACE Evandean1 05/16/18 11:59:02 AM
#337   Haha I have photo shop too... UnderTheInfluence 05/16/18 11:34:10 AM
#336   KLMK IMO... MM's are scraping the bottom Thunderstruck 05/16/18 11:22:14 AM
#335   KLMK----The truth is the MM's can take this Thunderstruck 05/16/18 11:04:28 AM
#334   I go by leagal 10q documents not twitter pennypauly 05/16/18 10:56:30 AM
#333   Dark puls confirmation KLMK IS NOT DARK PULSE https://investorshub.advfn.com/uim Evandean1 05/16/18 10:52:07 AM
#332   KLMK---Sounds good!! All the way!! Thunderstruck 05/16/18 10:27:52 AM
#331   Don’t forget about the 6/1 RS Riotact79 05/16/18 10:21:38 AM
#329   That 10q has no relation to the new pennypauly 05/16/18 10:15:46 AM
#328   Because everyone is trying to get out while Riotact79 05/16/18 10:05:07 AM
#327   KLMK...Any reason why they are stacking the ask?? Thunderstruck 05/16/18 09:58:44 AM
#326   Green today!! 14/15 pennypauly 05/16/18 09:25:45 AM
#325   Lots of people care. That's why no volume Louey1979 05/16/18 09:22:22 AM
#324   I would be honored to enjoy it, but Fit For Life 05/16/18 08:02:43 AM
#323   Enjoy your reverse split RN1 05/16/18 07:58:55 AM
#322   Nice story! Nobody cares.. Fit For Life 05/16/18 07:57:45 AM
#321   Not exactly the past when Dennis is a RN1 05/16/18 07:56:36 AM
#320   Way to misquote me. Good one. Learned a RN1 05/16/18 12:29:20 AM
#319   Dwelling on the past will leave you poor. Fit For Life 05/16/18 12:19:37 AM
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