SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
Commission File Number: 0-4465
(Check One): |_| Form 10-K |_| Form 11-K |_| Form 20-F |X| Form 10-QSB
|_| Form N-SAR
For Period Ended: August 31, 2002
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|_| Transition Report on Form 10-K |_| Transition Report on Form 10-Q
|_| Transition Report on Form 20-F |_| Transition Report on Form N-SAR
|_| Transition Report on Form 11-K
For the Transition Period Ended:
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Read attached instruction sheet before preparing form. Please print or type.
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
If the notification related to a portion of the filing check above,
identify the item(s) to which the notification relates:
PART I
REGISTRANT INFORMATION
Full name of registrant eLEC COMMUNICATIONS CORP.
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Former name if applicable
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Address of principal executive office (Street and number)
543 Main Street
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City, state and zip code New Rochelle, New York 10801
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Part II
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed: (Check appropriate box.)
|X| (a) The reasons described in reasonable detail in Part III of
this form could not be eliminated without unreasonable effort
or expense;
|X| (b) The subject quarterly report on Form 10-QSB will be filed on
or before the fifth calendar day following the prescribed due
date;
|_| (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
Part III
State below in reasonable detail the reasons why Form 10-QSB could not
be filed within the prescribed period.
The preparation of our Quarterly Report on Form 10-QSB for the fiscal
quarter ended August 31, 2002 was delayed due to our inability to obtain from
third parties certain information necessary for us to complete our financial
reporting.
As a result of the foregoing, our Quarterly Report on Form 10-QSB for
the quarter ended August 31, 2002 is being filed on October 16, 2002, which is
within the extension period provided under Rule 12b-25.
Part IV
(1) Name and telephone number of person to contact in regard to this
notification.
Eric M. Hellige (212) 421-4100
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(2) Have all other periodic reports required under section 13 or 15(d) of
the Securities Exchange Act of 1934 or section 30 of the Investment
Company Act of 1940 during the preceding twelve months or for such
shorter period that the registrant was required to file such report(s)
been filed? If the answer is no, identify such reports.
Yes |X| No |_|
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(3) Is it anticipated that any significant change in results of operations
from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject
report or portion thereof? If so, attach an explanation of the
anticipated change, both narratively and quantitatively, and, if
appropriate, state the reasons why a reasonable estimate of the
results cannot be made.
Yes |X| No |_|
Our net revenues for the three-month period ending August 31, 2002 decreased by
approximately $2,019,000, or approximately 36%, to approximately $3,630,000 as
compared to approximately $5,649,000 reported for the three-month period ending
August 31, 2001. The decrease is related to the loss of customers, including our
largest customer. In addition, our financial condition has not allowed us to
spend the marketing dollars necessary to obtain new customers to replace the
customers we have lost.
Our gross profit for the three-month period ending August 31, 2002 decreased by
approximately $1,032,000 to approximately $1,324,000 from approximately
$2,356,000 reported in the three-month period ending August 31, 2001, and our
gross profit percentage decreased to 36.5% from 41.7% reported in the prior
fiscal period. The change in gross profit is attributable to the decrease in our
customer base. The reduction in gross profit percentage in comparison to the
prior year period is due to our inability to obtain credits from our primary
vendors for billing disputes.
SG&A expenses decreased by approximately $648,000, or approximately 22%, to
approximately $2,291,000 for the three-month period ending August 31, 2002 from
approximately $2,939,000 reported in the prior fiscal period. This decrease in
expense is directly related to our efforts, started in the second half of fiscal
2001, to implement various cost-cutting measures, which included, among other
things, a reduction in staffing of our telemarketing division and reduced
spending on our marketing efforts.
Interest expense for the three-month period ending August 31, 2002 decreased by
approximately $113,000 to approximately $87,000 from approximately $200,000
reported in the three-month period ending August 31, 2001 primarily due to
decreased average borrowings, offset by higher interest rates charged by our
former lender.
Miscellaneous income for the three-month periods ending August 31, 2002 and 2001
of approximately $701,000 and $53,000, respectively, resulted primarily from the
sale of shares of common stock of Talk America Holdings Inc.
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eLEC COMMUNICATIONS CORP. has caused this notification to be signed on its
behalf by the undersigned thereunto duly authorized.
Date: October 16, 2002 By: /s/ Paul H. Riss
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Name: Paul H. Riss
Title: Chief Executive Officer
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