Evans Systems, Inc. Ends Attempt to Acquire TeleCents Communications, Inc.
Evans Systems, Inc. (OTCBB: EVSY) announced today that TeleCents Communications, Inc. has withdrawn from the process to be acquired by Evans Systems, Inc. Evans Systems had signed a Letter of Intent to acquire TeleCents Communications, Inc. of Michigan for $13 million in cash and stock considerations. TeleCents Communications, Inc. is a privately held telecommunications company that provides Voice Over Internet Protocol services, internet based call-on demand, and pre-paid, PIN-based calling card services.
TeleCents withdrew from the non-binding Letter of Intent due to two law suits that have been filed which involve Evans Systems and its directors. The first suit has been filed by former Homeland Integrated Security Systems, Inc. (PINKSHEETS: HISC) CEO and President, Frank Moody II. Moody resigned from Homeland on June 30, 2006. His suit names Homeland and its directors as defendants and claims that he is due up to 7,500,000 shares of Evans common stock. The Company vehemently denies this and has countersued Moody. The issue is before the Courts in North Carolina.
On January 5, 2007, Evans Systems was named a defendant in a law suit in which Big Apple Consulting, USA, Inc. is the plaintiff. Big Apple alleges that according to the terms of a consulting agreement with Evans, it is entitled to approximately 7,600,000 shares of Evans common stock. The Company vehemently denies this claim. In addition, Big Apple Consulting USA, Inc. holds a $1,207,000 convertible promissory note that it purchased for $25,000. Big Apple has sought to convert the note into free trading common shares at a rate of $0.05 per share which would result in Big Apple acquiring 24 million shares of Evans stock. The Company believes that according to the note agreement, the conversion rate should be $0.50 per share which converts to 2.4 million shares. Finally, Big Apple maintains that it is owed a 51% interest in Evans, a claim that is unfounded. The Company has obtained counsel to defend the action, and counterclaim against Big Apple for damages suffered by Evans and Homeland Integrated Security as a result of Big Apple actions.
"It is very disappointing that we were not able to close the TeleCents transaction," stated Fred Wicks, CEO of Evans Systems, Inc. "However, we are aggressively pursuing other acquisition candidates. At the same time we are working diligently to dismiss the litigation that we are facing."
About Evans Systems, Inc.:
Evans' business plan is to acquire finically sound private companies which have innovative technology and a strong potential for profitable growth. These companies will be integrated into Evans and managed as fully independent operating divisions.
Safe Harbor: Statements regarding financial matters in this press release other than historical facts are "forward-looking statements" within the meaning of section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and as that term is defined in the Private Securities Litigation Reform Act of 1995. The company intends that such statements about the Company's future expectations, including future revenues and earnings, technology efficacy and all other forward-looking statements be subject to the safe harbors created thereby. The Company is a development stage company who continues to be dependent upon outside capital to sustain its existence. Since these statements (future operational results and sales) involve risks and uncertainties and are subject to change at any time, the Company's actual results may differ materially from expected results.
Source: Market Wire (February 14, 2007 - 8:30 AM EST)
