HOUSTON, Aug. 7 /PRNewswire-FirstCall/ -- TexCom, Inc. (OTC Pink
Sheets: TEXC) announced today that it has signed a Stock Purchase Agreement
with AvStar Aviation, Inc. of Houston for the sale of TexCom's aviation
related subsidiaries, San Diego Airmotive and Sky Patrol Aviation, Inc.
San Diego Airmotive operates aircraft maintenance, repair and
inspection facilities at the Ramona Municipal Airport in Ramona, California
and at the French Valley Airport in Temecula, California. Sky Patrol
Aviation makes available aerial surveillance services.
Lou Ross, President of TexCom, stated, "As TexCom moves forward in
implementation of our plans in biodiesel production, these aviation related
businesses no longer fit with our core business strategies. We're very
pleased that we have located an acquirer in AvStar with plans and
capabilities to expand in the aviation sector." Robert Gaidousek, Vice
President of AvStar added, "We are looking forward to the acquisitions of
the two companies from TexCom, as it fits our plans of growth in the
business of maintenance, repair and overhaul of aircraft. To that end we
are also in the process of opening a maintenance facility, and have leased
hangar space at Houston Southwest Airport, to serve the Houston market, in
addition to the operations in Southern California."
The subsidiaries are being sold to AvStar for $410,000 plus the
assumption of up to $90,000 in payables. The stock sale will close on or
before October 31, 2006, subject to completion of standard due diligence by
TexCom, Inc. is headquartered in Houston, Texas and is an early-stage,
growth-oriented company with its primary focus on the production of
biodiesel. TexCom also has interests in liquid waste disposal servicing the
petrochemical and drilling industries. Additionally, the company is engaged
in exploration and production of oil and gas through its wholly owned
subsidiary TexCom Partners, LLC.
Statements contained herein and the information incorporated by
reference herein may be forward-looking statements within the meaning of
Section 21E of the Securities Exchange Act of 1934 (the "Exchange Act").
Forward-looking statements can be identified by the use of forward-looking
terminology such as, but not limited to, "may," "will," "expect,"
"anticipate," "estimate," "would be," "believe," or "continue" or the
negative or other variations of comparable terminology. We intend such
forward-looking statements to be covered by the safe harbor provisions
applicable to forward-looking statements contained in Section 21E of the
Exchange Act. Such statements (none of which is intended as a guarantee of
performance) are subject to certain assumptions, risks and uncertainties,
which could cause our actual future results, achievements or transactions
to differ materially from those projected or anticipated.
Forward-looking statements include statements concerning plans,
objectives, goals, strategies, future events, or performance and underlying
assumptions and other statements, which are other than statements of
historical facts. These statements are subject to uncertainties and risks
including, but not limited to, product and service demands and acceptance,
changes in technology, economic conditions, the impact of competition and
pricing, and government regulation and approvals. TexCom cautions that
assumptions, expectations, projections, intentions, or beliefs about future
events may, and often do, vary from actual results and the differences can
be material. Some of the key factors which could cause actual results to
vary from those TexCom expects include changes in natural gas and oil
prices, the timing of planned capital expenditures, availability of
acquisitions, uncertainties in estimating proved reserves and forecasting
production results, operational factors affecting the commencement or
maintenance of producing wells, the condition of the capital markets
generally, as well as our ability to access them, and uncertainties
regarding environmental regulations or litigation and other legal or
regulatory developments affecting our business.
Our expectations, beliefs and projections are expressed in good faith
and are believed to have a reasonable basis, including without limitation,
our examination of historical operating trends, data contained in our
records and other data available from third parties. There can be no
assurance, however, that our expectations, beliefs or projections will
result, be achieved, or be accomplished. Readers are cautioned not to place
undue reliance on these forward-looking statements, which speak only as of
the date hereof. We undertake no duty to update these forward-looking
Cautionary Note to U.S. Investors
The United States Securities and Exchange Commission permits oil and
gas companies, in their filings with the SEC, to disclose only proved
reserves that a company has demonstrated by actual production or conclusive
formation tests to be economically and legally producible under existing
economic and operating conditions. We use certain terms herein, such as
"probable", "possible", "recoverable", "risked" among others, that the
SEC's guidelines strictly prohibit us from including in filings with the
SEC. Readers are urged to carefully review and consider the various
disclosures made by use which attempt to advise interested parties of the
additional factors which may affect our business.
SOURCE TexCom, Inc.