SOURCE: AvWorks Aviation, Corp.

April 02, 2014 14:20 ET

Merger of AvWorks Aviation Corp., SPLI, and Vapor Group, Inc., Completed; Company Files Amendments to 2012 10Q and 10K, and 2013 10Q Reports

DAVIE, FL--(Marketwired - Apr 2, 2014) - AvWorks Aviation Corp. (OTCQB: SPLI), (the "Company", "AvWorks", or "Vapor Group"), issued a statement today clarifying that the "Merger Agreement and the Plan of Reorganization" with Vapor Group, Inc., a Florida corporation, announced on January 22, 2014, (the "Merger") was completed in its entirety by the acceptance by the Secretary of State of the State of Florida of the filing of all Merger documents on January 27, 2014. (A copy of the filing is available online at, the website of the Secretary of State of the State of Florida, under the filings of "Vapor Group, Inc.," whose ID number is P13000073660.)

In addition, Vapor Group has caused to be re-filed the aviation company's quarterly and annual reports for 2012, and its quarterly reports for 2013 with the Securities and Exchange Commission ("SEC") in order to verify that all such reports met stringent Public Company Accounting Oversight Board ("PCAOB") standards and those standards required of fully-reporting public companies filing with the SEC.

Dror Svorai, President stated, "There has been some confusion in the markets about the status of the Merger since the language of the 8-K of January 22, 2014, inferred that it was subject to the acceptance of the Secretary of State of the State of Florida -- which it was in only a few days. Accordingly, the Company changed its name to Vapor Group, Inc. per the filing in Florida, and we await FINRA approval for a change in our name on the OTC market and a change in our symbol.

He added, "Separately, as I had stated in an earlier press release, as a 'fully-reporting company,' our Board of Directors had approved a plan to commit any necessary resources to make sure that all ongoing financial reports and material events are disclosed and reported to the SEC and our shareholders on a timely basis. To that end we have re-filed the aviation company's prior quarterly and annual reports for 2012 and 2013, which have now been re-reviewed in the case of quarterlies, and are now re-audited in the case of the 2012 annual report, by our new PCAOB-registered auditor, Terry L. Johnson, CPA, Clearwater, Florida. We believe these re-filed reports, which represent a re-examination of the Company's 2012 and 2013 books and records, provide a confirmation of the results of operations of the aviation business during those periods in 2012 and 2013. Hopefully, these filings will resolve any concerns about the accuracy of reports filed previously."

He concluded, "Please note that in the coming days, we will file the audited 2013 annual report for the aviation company and the consolidated financial statements of Vapor Group, Inc. as well."

About the Vapor Group
Vapor Group, Inc.,, is in the business of designing, developing, manufacturing and marketing high quality, vaporizers and e-cigarette brands which use state-of-the-art electronic technology and specially formulated, "Made in the USA" e-liquids, which may or may not contain nicotine. It offers a range of products with unique e-liquid flavors that is unmatched in our industry. Its products are marketed under the Vapor Group, Total Vapor, Vapor 123, and Vapor Products brands. It sells nationwide through distributors, wholesalers and directly to consumers through its own websites and direct response advertising.

All of its E-cigarettes consist of a long-life battery, a heating element, a cartridge filled with an "e-liquid" and an atomizer which, when heated, vaporizes the e-liquid. Because E-cigarettes are not "lit" like regular cigarettes, they don't create flame, smoke from burning, ash, tar, noxious fumes or leftover "cigarette butts." As a result, they may be used virtually anywhere. 

Vapor Group is committed to providing E-cigarettes that are convenient and economical to use, safer and healthier than traditional smoking, and which provide a flavorful, enjoyable smoking experience.

Vapor Group, Inc. is managed by a highly experienced team of executives committed to responsible business policies and practices, including the marketing of our products only to those eighteen years of age or older, not making or avoiding claims about our product health benefits, and fulfilling the requirements of all applicable laws and regulations.

Safe Harbor Statement:
This release includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934. Certain statements set forth in this press release constitute "forward-looking statements." Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate, or imply future results, performance or achievements, and may contain the words "estimate", "project", "intend", "forecast", "anticipate", "plan", "planning", "expect", "believe", "will likely", "should", "could", "would", "may" or words or expressions of similar meaning. Such statements are not guarantees of future performance and are subject to risks and uncertainties that could cause the company's actual results and financial position to differ materially from those included within the forward-looking statements. Forward-looking statements involve risks and uncertainties, including those relating to the Company's ability to grow its business. Actual results may differ materially from the results predicted and reported results should not be considered as an indication of future performance. The potential risks and uncertainties include, among others, the Company's limited operating history, the limited financial resources, domestic or global economic conditions -- activities of competitors and the presence of new or additional competition and conditions of equity markets.

Contact Information

    Vapor Group, Inc.