02 Feb, 2018
[Press Release] Seoul, South Korea-Based I-ON Communications, Ltd. Announces Consummation of Reverse Merger with Evans Brewing Company, Inc.
- I-ON is a leading, Seoul South Korea-based enterprise digital marketing and unstructured data management software and solutions company focused on East Asia and international expansion
- Evans Brewing Company, Inc. to be renamed I-ON Communications Corp. with new OTCQB trading symbol "IONC"
- Approximately 32,000,000 shares of Common Stock will be issued and outstanding and the I-ON shareholders will beneficially own 26,000,000 shares or (81%)
SEOUL, South Korea and NEW YORK, Feb. 2, 2018 /PRNewswire/ -- Evans Brewing Company, Inc. (ALES) ("Company"), a Delaware corporation, announced today that it consummated an Agreement of Merger and Plan of Reorganization ("Merger Agreement") with I-ON Communications, Ltd. ("I-ON"), www.i-on.net, a company organized under the laws of the Republic of Korea (South Korea) and a leading global enterprise software company focused on delivering leading web content management and unstructured data management products and solutions to mid and large-scale enterprises. Over the past 10 years, I-ON has sold to over 1,000 mid to large clients across numerous verticals in both the private and public sectors and now has over 10 products at market that enable clients to create, measure, and optimizes digital experiences for their audiences across marketing channels and devices.
Pursuant to the Merger Agreement, the Company's brewing operations were spun-off and the Company's directors and officers resigned. The Company is now under the leadership of I-ON's current executive management team with Mr. James Oh serving as Chairman and CEO. The Company will be renamed I-ON Communications Corp. and will commence trading on the OTCQB under a new symbol to reflect its new name.
Mr. Oh commented, "As a publicly traded company, I-ON hopes to more aggressively engage with a broader addressable market and investor base while expanding our pipeline and making multiple new offerings available to our existing and future enterprise customers. We will also continue to opportunistically pursue acquisition and partnership opportunities in South Korea and Japan, as well as key markets across South East Asia, the U.K. and U.S."
He added, "The enterprise CMS, digital marketing and unstructured data management arenas are worth hundreds of billions annually, are rapidly evolving and growing at a double digit growth rate globally, particularly across East Asia. We intend to capitalize on this secular trend by rolling out or acquiring solutions that meet the digital or mobile marketing needs of mid to large scale enterprises. I-ON will continue to reinvest 15% of revenue annually into R&D, a team that comprises of over 100 full time developers and engineers that will expand over the next 12 to 24 months."
As set forth in a Current Report on Form 8-K filed on February 1, 2018, the Company consummated the Merger Agreement with I-ON and I-ON Acquisition Corp., a wholly-owned subsidiary of the Company, which merged with and into I-ON in a statutory reverse triangular merger, with I-ON surviving as a wholly-owned subsidiary of the Company. As consideration for the Merger, the Company agreed to issue the shareholders of I-ON an aggregate of 26,000,000 shares of our common stock, par value $0.001 per share in accordance with their pro rata ownership of I-ON capital stock. Following the Merger, the Company adopted the business plan of I-ON in software development and information technology services. The Company's Board of Directors also approved an amendment to its Certificate of Incorporation to change its name to I-ON Communications Corp.
Immediately prior to the Merger, the Company had 4,784,293 shares of Common Stock issued and outstanding. In connection with the Merger, Michael Rapport, the Company's former principal officer and shareholder agreed to convert 1,000,000 shares of preferred stock and forgive $1,000,000 in unpaid advances in exchange for the spin-off of the Company's current operations. Following the consummation of the Merger, and upon the issuance of the merger shares and the shares to be issued in connection with the Spin-Off, the Company will have approximately 32,000,000 shares of Common Stock issued and outstanding and the I-ON shareholders will beneficially own 26,000,000 shares, or approximately eighty-one percent (81%), of such issued and outstanding Common Stock.
source : https://finance.yahoo.com/news/seoul-south-korea-based-communications-130000847.html