Small Business Resources, Business Advice and Forms from AllBusiness.com

eLocity Networks Corporation Announces Agreement for Change of Control.

Business Editors/High-Tech Writers

SARASOTA, Fla.--(BUSINESS WIRE)--Jan. 23, 2002

eLocity Networks Corporation, (OTCBB:ELOC), announced today that its principal shareholders, officers and directors, Thomas Clay and Mark Schellenberger, have entered into a stock purchase agreement

with Professional Adjustment Systems, Inc., a New York corporation (Professional) for the acquisition by Professional of 23,500,000 shares of eLocity's $0.001 par value common stock from Mr. Clay and Mr. Schellenberger, which will result in a change of control of eLocity. At closing, Mr. Clay and Mr. Schellenberger will step down as officers of eLocity. The stock purchase agreement is subject to due diligence by all parties, prior approvals required by applicable state corporation laws, and appropriate filings with the Securities and Exchange Commission. The closing of the agreement is contingent on an effective 14C filed with the Securities and Exchange Commission. It is also subject to the absence of any assets in eLocity at the time of closing. Mr. Clay stated that eLocity's existing assets will be transferred to a new company controlled by Clay and Schellenberger. Shares of that new company will be distributed to the Company's shareholders other than Mr. Clay and Schellenberger subsequent to closing of the stock purchase agreement pursuant to, and after the effective date of a registration statement to be filed with the Securities and Exchange Commission with respect to the distribution.

eLocity will file with the Securities and Exchange Commission an information statement on Schedule 14C and a Report on Form 8-K which will provide additional details about the transactions.

About Professional Adjustment Systems, Inc.

Professional Adjustment Systems, Inc., has advised the Company of the following; Professional Adjustment Systems is located at 1122 Coney Island Avenue, Brooklyn, New York 11230. Its business is buying uncollected debt from banks, national issuers of credit, credit card companies, financial institutions and finance companies at a large discount to the amount owed by the debtor. Professional Adjustment Systems then collects as much of the debt as possible. Professional Adjustments Systems has been in existence 7 years under the same ownership.

This document contains certain forward-looking statements regarding ELOC, including statements about its operations, prospects and expectations about future financial results, including, but not limited to future revenues and earnings. The words "estimate," "anticipate," "possible," "seeking" and similar expressions identify forward-looking statements which speak only as to the date the statements are made. These forward-looking statements involve risks and uncertainties which could cause actual results to differ materially and are subject to change at any time. ELOC's actual results could differ materially from expected results. ELOC undertakes no obligation to update forward-looking statements to reflect subsequently occurring events or circumstances. Investors are cautioned that all forward-looking statements involve risks and uncertainties, including those risks and uncertainties detailed in the Company's Annual Report on Form 10-KSB for the year ended December 31, 2000, filed with the Securities and Exchange Commission as well as subsequent reports filed on Forms 8-K and 10-QSB.

In addition, make sure to read these articles: