- Current report filing (8-K)
January 05 2010 - 3:41PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of The Securities Exchange Act of
1934
Date of
Report (Date of earliest event reported): December 23,
2009
KAHZAM,
INC.
|
(Exact
name of registrant as specified in its charter)
|
|
Delaware
|
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333-146344
|
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26-0687353
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(State
or other jurisdiction of
incorporation
or organization)
|
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(Commission
File Number)
|
|
(I.R.S.
Employer Identification No.)
|
|
1515
SOUTH FEDERAL HWY.
SUITE
100
BOCA
RATON, FL
|
|
33432
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Address
of principal offices
|
|
Zip
Code
|
Registrant’s
telephone number including area code: 561-549-3131
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
|
Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|
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Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
|
The
following current report under Section 13 or 15(d) of the Securities Exchange
Act of 1934 is filed pursuant to Rule 13a-ll or Rule 15d-11:
Item
1.01. Entry
Into A Material Definitive Agreement
On
December 23, 2009, the Registrant entered into an Agreement to acquire 100% of
the capital stock of TeCOUP.com, LLC, a Tennessee Limited Liability Company, in
exchange for 2,000,000 Shares of the Registrant’s Common Stock. The
Agreement is subject to the completion of an audit of the financial statements
of TeCOUP as well as final approval by the Boards of Directors of both
parties. The transaction is expected to close on or before
January 15, 2010.
Nashville-Based
TeCOUP, provides SMS Text Coupon Messaging through its patient-pending delivery
services. This technology provides their clients access to the next-generation
of advertising, text messaging directly to target markets’ cell
phones.
Kahzam,
Inc. is developing and offering a comprehensive platform of next-generation
online search and portal services. The Kahzam platform features fully integrated
multimedia content, social networking, e-commerce and advertising that can be
customized to meet the diverse needs of individual Associations, Affinity Groups
and other similar organizations, as well as their millions of individual
members. The company is headquartered in Boca Raton, FL with additional offices
in Phoenix, AZ and plans to establish offices in New York City, Los Angeles,
Washington, D.C. and Chicago.
Kahzam
maintains a vast index of Web sites and other online content that is freely
available via the search engine to all Internet users. This automated search
technology helps anyone obtain nearly instant access to relevant information
from our extensive index.
Exhibit
Index
Number
|
Description
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99.1
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AGREEMENT
FOR PURCHASE AND SALE OF STOCK AND PLAN OF
REORGANIZATION
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SIGNATURES
Pursuant
to the Requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
DATED: December
28, 2009
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KAHZAM,
INC.
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|
|
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By:/s/
J. FRANKLIN BRADLEY
|
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J.
FRANKLIN BRADLEY
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President
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Madison Ave Media (CE) (USOTC:KHZM)
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