Replies to post #45283 on DD Support Board and Research Team

[integral]

Without knowing much about KMAG, it is a 15-12g withdrawn issuer and is no longer a registrant. It was suspended based on the accuracy and adequacy of the information it was releasing on press releases. It was not subject to Section 12(k), nor was it 12(j)'d. I doubt KMAG as it stands will ever clear comments again without addressing and satisfying the inquiries of its potentially fraudulent news.

In addition, merging into a new shell and trying to clear comments will not happen either. The commission is not that stupid. They will know it is the same issuer trying to be a registrant.

The best way is to register a new corporation using S-1 and acquire the assets from the KMAG shareholders after the effectiveness. Subsequently, try to do a distribution, but good luck getting a second S-1 through. The issuer can try an S-4, but the SEC will probably not let it through. Best way is to 144 the distribution after the effectiveness in an acquisition. The existing shareholders will just have to wait. No way around it.

[Cassandra]

KMAG: What happened with the company's promise that it would have its two most recent fiscal years audited and file a Form 10 registration statement with the SEC? That's probably the only hope the company would have to ever get off of the grey market.

http://ih.advfn.com/p.php?pid=nmona&article=54213877

However, if audited financial statements wouldn't match what he had previously been submitting to OTC Markets and posting on the KMAG website, he would not likely pursue that avenue.

The idea that a formerly suspended grey market company like KMAG can reverse merge into a reporting shell is ludicrous IMO and would probably get the shell suspended if anyone tried it.