[As adopted in Release No. 34-32231, April 28, 1993, 58 F.R. 26509]
U.S. Securities and Exchange Commission
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: June 30, 1997
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
EXCHANGE ACT
For the transition period from to
Commission file number 0-18834
Klever Marketing, Inc.
(Exact name of small business issuer as specified in its charter)
Delaware 36-3688583
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
350 West 30 South, Suite 201, Salt Lake City, Utah 84101
(Address of principal executive offices)
(801) 322-1221
Issuer's telephone number
(Former name, former address and former fiscal year, if changed since last
report.)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for
such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past
90 days. Yes X No
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDING DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to
be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution
of securities under a plan confirmed by a court. Yes No X
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practical date:
July 16, 1997 9,679,775
Transitional Small Business Disclosure Format (check one).
Yes ; No X
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
KLEVER MARKETING, INC.
(FORMERLY VideOcart, Inc.)
(A Development Stage Company)
BALANCE SHEET
(Unaudited)
June 30 December 31
ASSETS 1997 1996
Current Assets
Cash $ 116,963 $ 29,452
Shareholder Receivable 483 $ 57,500
Total Current Assets 117,446 86,952
Fixed Assets
Equipment 52,262 52,262
Less Accumulated Depreciation (34,038) (29,225)
Net Fixed Assets 18,224 23,037
Other Assets
Patents 1,632,075 1,623,386
Organization Costs 152,662 152,662
Less Accumulated Amortization (921,198) (839,812)
Net Other Assets 863,539 936,236
Total Assets $ 999,209 $ 1,046,225
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts Payable, Trade $ 118,799 $ 111,714
Accrued Liabilities 35,211 34,200
Related Party Payables 9,160 50,166
Lease Obligation 2,593 4,479
Total Current Liabilities 165,763 200,559
Other
Deferred Income 229,000 229,000
Notes Payable - Related Party 38,619 27,148
Total Other Liabilities 267,619 256,148
Total Liabilities 433,382 456,707
KLEVER MARKETING, INC.
(FORMERLY VideOcart, Inc.)
(A Development Stage Company)
BALANCE SHEET
(Continued)
(Unaudited)
JUNE 30 DECEMBER 31
LIABILITIES AND STOCKHOLDERS' EQUITY 1997 1996
(Continued)
Stockholders' Equity
Preferred stock (par value $.01),
2,000,000 shares authorized.
-0- issued and outstanding $ - $ -
Common Stock (Par Value $.01),
20,000,000 shares authorized.
9,631,489 shares issued and out-
standing June 30, 1997 and
9,050,607 shares issued and out-
standing December 31, 1996 96,315 90,506
Common Stock to be issued 3,575 6,057
Paid in Capital in Excess of Par
Value 4,956,932 4,658,554
Retained Deficit (3,333,785) (3,333,785)
Deficit Accumulated During the
Development Stage (1,157,210) (831,814)
Total Stockholders' Equity 565,827 589,518
Total Liabilities and
Stockholders' Equity $ 999,209 $ 1,046,225
The accompanying notes are an integral part of these financial statements.
KLEVER MARKETING, INC.
(FORMERLY VideOcart, Inc.)
(A Development Stage Company)
STATEMENT OF OPERATIONS
(Unaudited)
Cumulative
For the Three Months For the Six Months During
June 30, June 30, Development
1997 1996 1997 1996 Stage
Revenue $ - $ - $ - $ - $ -
Total Revenue - - - - -
Expenses
General and
Administrative 161,470 135,344 272,216 270,689 813,593
Research and
Development 3,650 70,209 48,514 140,418 329,351
Total Expenses 165,120 205,553 320,730 411,107 1,142,944
Other Income (Expense)
Interest Income - - - - -
Interest Expense (2,810) (2,375) (4,666) (4,750) (14,166)
(2,810) (2,375) (4,666) (4,750) (14,166)
Income (Loss)
Before Taxes (167,930) (207,928) (325,396) (415,857) (1,157,110)
Income Taxes - - - - 100
Net Income (Loss)
After Taxes $ (167,930) $ (207,928) $ (325,396) $ (415,857) $(1,157,210)
Weighted Average Shares
Outstanding 9,577,895 8,640,224 9,411,868 8,659,602
Loss Per Share $ (.02) $ (.02) $ (.03) $ (.05)
The accompanying notes are an integral part of these financial statements.
KLEVER MARKETING, INC.
(FORMERLY VideOcart, Inc.)
(A Development Stage Company)
STATEMENT OF CASH FLOWS
(Unaudited)
Cumulative
For the Six Months Ended During
June 30, Development
1997 1996 Stage
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss $ (325,396) $(415,857) $(1,157,210)
Adjustments used to reconcile
net loss to net cash provided
by (used in) operating activities:
Non cash general and administrative - 4,398 22,242
Increase (decrease) in
accounts payable 7,085 7,946 22,979
Liabilities 1,011 370 1,750
Deferred income - 15,000 15,000
Depreciation and Amortization 86,199 80,309 246,818
Net Adjustment 94,295 108,023 308,789
Net cash used in operating activities (231,101) (307,834) (848,421)
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of equipment - (2,400) (4,800)
Acquisition of patents (6,794) (3,023) (52,284)
Net cash used by investing activities (6,794) (5,423) (57,084)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds From Capital Stock Issued 299,810 304,970 988,446
Proceeds From Loans 55,000 25,000 88,500
Principle Payments on
Lease Obligations (1,886) (1,853) (5,593)
Shareholder Receivable 57,017 - 57,017
Related Party Payable (41,006) - (41,006)
Cash payments on notes payable (43,529) (31,271) (89,570)
Net Cash Provided by Financing
Activities 325,406 296,846 997,794
Net Increase (Decrease) in Cash
and Cash Equivalents 87,511 (16,411) 92,289
Cash and Cash Equivalents at
Beginning of the Year 29,452 24,674 24,674
Cash and Cash Equivalents at
End of the Year 116,963 8,263 116,963
SUPPLEMENTAL DISCLOSURE OF CASH
FLOW INFORMATION:
Interest $ 4,156 $ 4,073 $ 12,303
Income Taxes $ - $ 100 $ 100
The accompanying notes are an integral part of these financial statements.
KLEVER MARKETING, INC.
(FORMERLY VideOcart, Inc.)
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED JUNE 30, 1997
(Unaudited)
1. Interim Reporting
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles and with Form 10-QSB
requirements. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments
considered necessary for a fair presentation have been included. Operating
results for the six month period ended June 30, 1997, are not necessarily
indicative of the results that may be expected for the year ended December 31,
1997.
Item 2. Management's Discussion and Analysis or Plan of Operation.
General - This discussion should be read in conjunction with Management's
Discussion and Analysis of Financial Condition and Results of Operations in
the Company's annual report on Form 10-KSB for the year ended December 31,
1996.
Results of Operations - From December 8, 1993 to July 5, 1996 VideOcart,
Inc. was in Bankruptcy. On July 5, 1996 VideOcart, Inc. was reorganized,
changed its name to Klever Marketing, Inc. and became a development stage
company and has not begun principal operations.
Liquidity and Capital Resources
The Company requires working capital principally to fund its current
operations. From time to time in the past the Company has relied on
short-term borrowing and the issuance of restricted common stock to fund
current operations. There are no formal commitments from banks or other
lending sources for lines of credit or similar short-term borrowing, but the
Company has been able to borrow any additional working capital that has been
required. From time to time in the past, required short-term borrowing have
been obtained from a principal shareholder or other related entities.
The Company generates and uses cash flows through three activities:
operating, investing, and financing. During the six months ended June 30,
1997, operating activities used cash of $231,000 as compared to net cash used
of $308,000 for the six months ended June 30, 1996.
Cash flows used in investing activities is primarily due to the
acquisition of $7,000 and $5,000 of computer equipment and office furniture
and patents for the six months ended June 30, 1997 and June 30, 1996.
Financing activities provided $325,000 and $297,000 for the six months
ended June 30, 1997 and 1996. The increase in cash flow from financing
activities was primarily from the sale of common stock.
The Company may be required to supplement its available cash and other
liquid assets with proceeds from borrowing, the sale of additional securities,
or other sources. There can be no assurance that any such required additional
funding will be available or, if available, that it can be obtained on terms
favorable to the Company.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
The Company did not file a report on Form 8-K during the three months
ended June 30, 1997.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
Klever Marketing, Inc.
(Registrant)
DATE: August 20, 1997 By: /s/
Paul G. Begum
Chief Executive officer & Director
(Principal financial and
Accounting Officer)
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<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET OF KLEVER MARKETING, INC. AS OF JUNE 30, 1997 AND THE RELATED
STATEMENTS OF OPERATIONS AND CASHFLOWS FOR THE THREE AND SIX MONTHS THEN
ENDED AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
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