Evans Brewing Co Inc (ALES)
FORM 8-K | Current report Dec. 26, 2017 4:05 PM
About: Evans Brewing Co Inc (ALES)
Item 1.01 Entry into a Material Definitive Agreement.
On December 20, 2017, Evans Brewing, Inc., a Delaware corporation (the “Company” or “we”), entered into an Agreement and Plan of Merger and Reorganization (the “Agreement”) with I-ON Communications Ltd., an entity organized under the laws of the Republic of South Korea (“I-ON”) and I-ON Acquisition Corp., a Delaware corporation and wholly-owned subsidiary of the Company.
Under the terms of the Agreement, Acquisition will merge with and into I-ON (the “Merger”) with I-ON becoming the surviving entity. In consideration for the Merger, the Company will issue 26,000,000 shares of the Company’s common stock, par value $0.0001 per share to the shareholders of I-ON, which will result in a change in control of the Company. The Company anticipates that I-ON will elect to become the successor issuer to the Company for accounting and reporting purposes.
The Company anticipates that the Merger will be completed prior to December 31, 2017. It is anticipated that the current officer and directors of the Company will resign contemporaneously with the appointment of new officers and directors by I-ON. https://seekingalpha.com/filing/3809944#F8K122217EX10-1_EVANS_HTM