UNITED STATES SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
CURRENT REPORT
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-
16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For July 24, 2002
Commercial Consolidators Corp.
(Translation of registrant's name into English)
Suite 1010, 5255 Yonge Street, Toronto, Ontario, Canada M2N 6P4
(Address of principal executive office)
[Indicate by check mark whether the registrant files or will file
annual reports under cover of Form 20-F or Form 40-F]
Form 20-F [x] Form 40-F [ ]
[Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.
Yes [ ] No [x]
[If "Yes" is marked, indicate below the file number assigned to
the registrant in connection with Rule 12g3-2(b):
82 - .]
Commercial Consolidators Corp. reports that Sales revenue increased 12% to
$115.5 million for the year ended February 28, 2002 from $103.5 million for
the year ended February 28, 2001. Net after tax earnings for the year decreased
8.8% to $3.0 million, or $0.15 per fully diluted share, from $3.3 million, or
$0.18 per fully diluted share, for the same period last year.
Copy of the News Release and BC FORMS 53-901F are attached hereto and filed
as Exhibits to this filing on Form 6-K.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
COMMERCIAL CONSOLIDATORS CORP.
/s/ Guy P. Jarvis
Guy P. Jarvis, Chief Executive Officer
Date: July 24, 2002
Exhibit 1
News Release
July 24, 2002
COMMERCIAL CONSOLIDATORS REPORTS YEAR END SALES UP 12%
TORONTO, July 24, 2002 - COMMERCIAL CONSOLIDATORS CORP. (ZCC - AMEX & CJ9 -
Frankfurt) (the "Company"), is a diversified distributor of business tech-
nologies (cellular phones and accessories, computer hardware, software and
solutions) and consumer electronics to the Americas (North, South and Central).
The Company's head office is located in Toronto, Ontario.
Sales revenue increased 12% to $115.5 million for the year ended February 28,
2002 from $103.5 million for the year ended February 28, 2001. Net after tax
earnings for the year decreased 8.8% to $3.0 million, or $0.15 per fully
diluted share, from $3.3 million, or $0.18 per fully diluted share, for the
same period last year.
The Company's financial results are summarized in the following table:
Year ended Year ended
Feb. 28, 2002 Feb. 28, 2001
(CDN$000's - CDN GAAP)
- ---------------------------------------------------------------------------
Sales $115,548 $103,506
Cost of sales 96,485 83,114
Gross Profit 19,063 20,391
Gross Margin 16.5% 19.7%
Expenses 16,300 16,751
Income - before foreign
exchange, income taxes, and 2,762 3,641
amortization of goodwill
Income Margin 2.4% 3.5%
Net income $3,031 $3,325
Net earnings per share (fully diluted) $0.15 $0.18
- ------------------------- -------------------------------------------------
For the fiscal year, sales growth reflects a full 12-months sales contribution
from the three acquisitions successfully made during fiscal'01. Overall
operating and finance expenses as a percentage of sales decreased in the fiscal
year compared to fiscal 2000. Profit margins were lower during the fiscal year
due to a shift in the sales mix.
As announced in our Q3 financial statements for the nine months ending
Nov.30'01, some changes were made to the Company's accounting policies in an
effort to align our statements more in accordance with US GAAP, which requires
certain expenditures to be expensed in the period incurred. Subsequently,
audited revenue is $115.5 million vs. the $119.2 million reported in the
management-prepared unaudited figure previously announced on May 15, 2002.
Similarly, the audited net income is $3.0 million vs. the $5.7 million
reported in the previously reported management-prepared unaudited figure.
As the Company has expanded organically and by acquisition, specifically over
the past two years, considerable capital was deployed to facilitate this growth
and to ensure our sales momentum could be maintained, some of which was
required to be expensed under US GAAP.
"Our overall fiscal 2002 performance reflect the Company's continued growth in
an extremely challenging environment," states Commercial Consolidators Corp.'s
Chief Executive Officer, Mr. Guy Jarvis. "We are encouraged by our successful
diversification over the past two years, both by products and by geographic
markets."
For further information, please contact Investor Relations at 1-800-968-1727
or visit the Company's website at www.commercialconsolidator.com.
ON BEHALF OF THE BOARD OF DIRECTORS
"Guy Jarvis"
________________________________
GUY JARVIS, Chief Executive Officer
Exhibit 2
BC FORM 53-901F
July 24, 2002
BC FORM 53-901F (Previously Form 27)
Securities Act
Material Change Report Under Section 85(1) of the Act
ITEM 1 REPORTING ISSUER
COMMERCIAL CONSOLIDATORS CORP.
Suite 1010, 5255 Yonge Street,
Toronto, Ontario, Canada M2N 6P4
ITEM 2 DATE OF MATERIAL CHANGE
July 24, 2002
ITEM 3 PRESS RELEASE
Issued July 24, 2002 at Vancouver, BC
ITEM 4 SUMMARY OF MATERIAL CHANGE
Commercial Consolidators Corp. reports that Sales revenue increased 12% to
$115.5 million for the year ended February 28, 2002 from $103.5 million for
the year ended February 28, 2001. Net after tax earnings for the year decreased
8.8% to $3.0 million, or $0.15 per fully diluted share, from $3.3 million, or
$0.18 per fully diluted share, for the same period last year.
ITEM 5 FULL DESCRIPTION OF MATERIAL CHANGE
Please see attached Schedule "A"
ITEM 6 RELIANCE ON SECTION 85(2) OF THE ACT
This report is not being filed on a confidential basis.
ITEM 7 OMITTED INFORMATION
There are no significant facts required to be disclosed herein
which have been omitted.
ITEM 8 DIRECTOR/SENIOR OFFICER
Contact: Guy P. Jarvis
Telephone: (416) 512-8299
ITEM 9 STATEMENT OF SENIOR OFFICER/DIRECTOR
The foregoing accurately discloses the material change referred to
herein.
DATED at Vancouver, BC this 24th day of July 2002.
"Guy P. Jarvis"
_______________________________
Guy P. Garvis
Chief Executive Officer
Schedule "A"
COMMERCIAL CONSOLIDATORS REPORTS YEAR END SALES UP 12%
TORONTO, July 24, 2002 - COMMERCIAL CONSOLIDATORS CORP. (ZCC - AMEX & CJ9 -
Frankfurt) (the "Company"), is a diversified distributor of business tech-
nologies (cellular phones and accessories, computer hardware, software and
solutions) and consumer electronics to the Americas (North, South and Central).
The Company's head office is located in Toronto, Ontario.
Sales revenue increased 12% to $115.5 million for the year ended February 28,
2002 from $103.5 million for the year ended February 28, 2001. Net after tax
earnings for the year decreased 8.8% to $3.0 million, or $0.15 per fully
diluted share, from $3.3 million, or $0.18 per fully diluted share, for the
same period last year.
The Company's financial results are summarized in the following table:
Year ended Year ended
Feb. 28, 2002 Feb. 28, 2001
(CDN$000's - CDN GAAP)
- ---------------------------------------------------------------------------
Sales $115,548 $103,506
Cost of sales 96,485 83,114
Gross Profit 19,063 20,391
Gross Margin 16.5% 19.7%
Expenses 16,300 16,751
Income - before foreign
exchange, income taxes, and 2,762 3,641
amortization of goodwill
Income Margin 2.4% 3.5%
Net income $3,031 $3,325
Net earnings per share (fully diluted) $0.15 $0.18
- ------------------------- -------------------------------------------------
For the fiscal year, sales growth reflects a full 12-months sales contribution
from the three acquisitions successfully made during fiscal'01. Overall
operating and finance expenses as a percentage of sales decreased in the fiscal
year compared to fiscal 2000. Profit margins were lower during the fiscal year
due to a shift in the sales mix.
As announced in our Q3 financial statements for the nine months ending
Nov.30'01, some changes were made to the Company's accounting policies in an
effort to align our statements more in accordance with US GAAP, which requires
certain expenditures to be expensed in the period incurred. Subsequently,
audited revenue is $115.5 million vs. the $119.2 million reported in the
management-prepared unaudited figure previously announced on May 15, 2002.
Similarly, the audited net income is $3.0 million vs. the $5.7 million
reported in the previously reported management-prepared unaudited figure.
As the Company has expanded organically and by acquisition, specifically over
the past two years, considerable capital was deployed to facilitate this growth
and to ensure our sales momentum could be maintained, some of which was
required to be expensed under US GAAP.
"Our overall fiscal 2002 performance reflect the Company's continued growth in
an extremely challenging environment," states Commercial Consolidators Corp.'s
Chief Executive Officer, Mr. Guy Jarvis. "We are encouraged by our successful
diversification over the past two years, both by products and by geographic
markets."
For further information, please contact Investor Relations at 1-800-968-1727
or visit the Company's website at www.commercialconsolidator.com.
ON BEHALF OF THE BOARD OF DIRECTORS
"Guy Jarvis"
________________________________
GUY JARVIS, Chief Executive Officer