<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
June 24, 1998
-------------
Date of Report (Date of earliest event reported)
CONSOLIDATION CAPITAL CORPORATION
---------------------------------
(Exact name of Registrant Specified in its Charter)
Delaware
--------
(State or jurisdiction of incorporation)
000-23421
---------
(Commission File No.)
52-2054952
----------
(I.R.S. Employer Identification Number)
800 Connecticut Avenue, N.W., Suite 1111, Washington, D.C. 20006
-----------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(202) 261-6000
--------------
(Registrant's telephone number, including area code)
<PAGE>
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On June 24, 1998, Consolidation Capital Corporation (the "Company")
consummated the acquisition of Regency Electric Company, Inc. ("Regency"). The
consideration paid by the Company (including certain fees) for the acquisition
was determined through arms' length negotiations and consisted of $40.8 million
in cash and 1,828,446 shares of Common Stock. In addition, there is the
potential for the payment of up to an additional $10.0 million, payable 50% in
cash and 50% in shares of Common Stock, based on the performance of Regency. The
Company intends to continue to use the assets of Regency as they were used prior
to the acquisition.
Additional information relating to the acquisition of Regency has been
reported previously in the Company's Post-Effective Amendment No. 4 to the
Registration Statement on Form S-1, filed with the Securities and Exchange
Commission ("SEC") on July 7, 1998, and has been omitted pursuant to General
Instruction B.3 of Form 8-K.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Financial Statements of Business Acquired
(i) Consolidated financial statements of Regency as of December 31,
1996 and 1997 and for the years then ended and as of March 31,
1998 and for the three months ended March 31, 1997 and 1998
(unaudited).*
(b) Pro Forma Financial Information
Pro Forma financial information as of March 31, 1998 and for the year ended
December 31, 1997 and for the three months ended March 31, 1997 and 1998
(unaudited).*
(c) Exhibits
(i) Agreement and Plan of Reorganization, dated as of June 1, 1998,
by and among the Company, RECI Acquisition Corp., Regency
Electric Company, Inc. and the shareholders named therein
(Exhibit 2.11 of Post-Effective Amendment No. 4 of the
Registration Statement on Form S-1, filed on July 6, 1998 (File
No. 333-42317) is hereby incorporated by reference).
_________________
* Previously filed in Post-Effective Amendment No. 4 of the Registration
Statement on Form S-1, filed on July 7, 1998 (File No. 333-42317), and omitted
pursuant to General Instruction B.3 of Form 8-K.
<PAGE>
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 hereunto duly authorized.
CONSOLIDATION CAPITAL CORPORATION
Dated: July 7, 1998 By: /s/ F. Traynor Beck
-----------------------------------------
F. Traynor Beck
Executive Vice President, General Counsel
and Secretary
<PAGE>
EXHIBIT INDEX
Exhibit Description
- ------- -----------
2.01 Agreement and Plan of Reorganization, dated as of June 1, 1998, by and
among the Company, RECI Acquisition Corp., Regency Electric Company,
Inc. and the shareholders named therein (Exhibit 2.11 of Post-
Effective Amendment No. 4 of the Registration Statement on Form S-1,
filed on July 7, 1998 (File No. 333-42317) is hereby incorporated by
reference).
