TAMPA and ST. PETERSBURG, Fla., March 16 /PRNewswire-FirstCall/ --
World Energy Solutions, Inc. (OTC Bulletin Board: WEGY) announced today
that World Energy Solutions, Inc. ("WEGY" or the "Company") has commenced a
lawsuit styled World Energy Solutions, Inc. v. David Weintraub, et al., No.
06-8968- CI-20 (Cir. Ct. Pinellas Cty.) (the "Litigation"), against a
Florida corporation and several individuals to recover damages and
4,794,551 shares of Company common stock (the "Shares") issued in
connection with the execution of consulting agreements and promises to
perform future services for the benefit of the Company. The Company is
suing Rajax, Inc., its principal, Rachel Steele and Daniel Witherspoon,
III, as well as David Weintraub, Timothy Daley and Leslie Sands and has
alleged various claims including fraud in the inducement, conspiracy to
defraud and breach of contract. The Company contends in the Litigation that
the recipients of the Shares have not given the consideration promised to
the Company in exchange for such Shares.
Pursuant to the Litigation, the Company will seek a judgment to rescind
certain transactions involving the issuance of the Shares to Rajax, Inc.,
Rachel Steele and her designees (including Shares issued to Steele's
children at Weintraub's request under the Uniform Gift to Minors Act),
Daniel Witherspoon and Leslie Sands and, provided the Company is successful
in the Litigation, it will cancel all of the Shares. The Company is making
an adverse claim against all of the Shares being represented by
certificates numbered 4139, 5179, 5181, 5214, 5067, 5122, 5162, 5197, 4144,
5065, 4145, 5066, 5220, 5226, 5109 and 5110. The Company has issued stop
transfer instructions to its stock transfer agent regarding all of the
Shares. Furthermore, the Company is hereby giving notice that it is
asserting adverse claims against all Shares that may hereafter be presented
to the Company's transfer agent by the Litigation defendants, their
designees and any third party transferee.
On March 1, 2007, Rachel Steele filed a civil action against the
Company, styled Rachel Steele v. World Energy Solutions, Inc., No.
07-002010-CI-20 (Cir. Ct. Pinellas Cty.), wherein she sought an injunction
to allow her to sell certain quantities of the Shares (restricted
securities) in public sale transactions pursuant to Securities and Exchange
Commission Rule 144. The Company had previously advised Rachel Steele
through its litigation counsel that the Company does not believe that the
proposed sale of its common stock complies with the requirements of SEC
Rule 144. On March 13, 2007, the Circuit Court in and for Pinellas County,
Florida heard arguments on Rachel Steele's Motion For Temporary Injunction.
The Court ordered that Steele's civil action be consolidated with the
Litigation filed against her by the Company. The Court recognized that the
Company's allegations of fraud are intertwined with issues relating to
Steele's request for injunctive relief; that Steele's request for money
damages is inconsistent with a claim for irreparable harm as required for
injunctive relief; that additional time was needed for the parties to
complete discovery; and accordingly, the Court declined to address the
issues in Steele's motion at the hearing. The Company intends to vigorously
pursue discovery in the Litigation, prosecute its claims for fraud,
conspiracy to defraud and breach of contract against all defendants
identified in the Litigation with a view toward obtaining a judgment for
damages and to facilitate cancellation of all of the Shares.
Certain matters discussed in this press release are 'forward-looking
statements.' These forward-looking statements can generally be identified
as such because the context of the statement will include words such as
'expects,' 'should,' 'believes,' 'anticipates' or words of similar import.
Similarly, statements that describe World Energy Solutions' future plans,
objectives or goals are also forward-looking statements. Such
forward-looking statements are subject to certain risks and uncertainties,
including the financial performance of World Energy Solutions, which could
cause actual results to differ materially from those currently anticipated.
Although World Energy Solutions believes the expectations reflected in any
forward-looking statements are based on reasonable assumptions, they cannot
give any assurance that their expectations will be attained. Shareholders,
potential investors and other readers are urged to consider these factors
carefully in evaluating any forward-looking statements. Certain factors
could cause results and conditions to differ materially from those
projected in these forward-looking statements, and some of these factors
are discussed below. These factors are not exhaustive. New factors, risks
and uncertainties may emerge from time to time that may affect the
forward-looking statements made herein. These forward-looking statements
are only made as of the date of this press release and World Energy
Solutions does not undertake any obligation to publicly update such
forward-looking statements to reflect subsequent events or circumstances.
World Energy Solutions, Inc.
Paula Scott, Director of Investor Relations
firstname.lastname@example.org (727) 525-5552
SOURCE World Energy Solutions, Inc.
SOURCE World Energy Solutions, Inc.