Wednesday, July 19, 2006 6:43:19 PM
EVANS SYSTEMS INC: 8-K, Sub-Doc 1, Page 2
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On April 12, 2006 (the "Effective Date"), pursuant to the terms of an
Agreement For the Purchase of Common Stock entered by and among Evans Systems,
Inc.; Homeland Integrated Security Systems, Inc.; and Cain, Smith & Strong II,
LP, Homeland agreed to purchase 50.1% of the issued and outstanding common
shares of the Company in exchange for an aggregate purchase price of Five
Hundred Thousand Dollars ($500,000.00). Pursuant to the Agreement, Blair Couey,
Dan Willis and Randy M. Clapp agreed to resign as directors of the Company (the
"Former Directors") and Frank Moody, Brian Riley, Fred Wicks and Ian Riley were
to be appointed as the new directors of Company. The consummation of the
transaction was contingent upon the Company effectuating a reverse split and
filing an amendment to its Articles of Incorporation to increase its authorized
shares to 300,000,000 shares of common stock, $.001 par value in a timely
manner. In accordance with same, the Company filed a Schedule 14C Information
Statement with the SEC detailing the transaction, reverse split, and the
increase in its authorized shares.
Based on the Company's failure to effectuate the reverse split and increase
in authorized shares in a timely manner, at this time, parties have mutually
agreed that they will not proceed with the transaction.
ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS.
Blair Couey, Dan Willis and Randy M. Clapp shall remain as the directors of
the Company and Blair Couey shall also remain as President, Chief Executive
Officer and Acting Chief Financial Officer of the Company.
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.
Evans Systems, Inc.
By: /s/ Blair Couey
-----------------------------------
Blair Couey, Chairman and President
Dated: July 17, 2006
I am not an actor, but I do play one on TV!
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