8-K

UNITED STATES

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

Date of Report (Date of earliest event reported):   April 29, 2013

Sterling consolidated corp.

(Exact name of registrant as specified in its charter)

Nevada	333-183246	45-1840913
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employee Identification No.)

1105 Green Grove Road

Neptune, NJ 07753

 (Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (732) 918-8004

Not applicable

 (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 Entry into a Material Definitive Agreement.

Reference is made to the disclosure set forth under Item 2.01 of this Report, which disclosure is incorporated herein by reference.

Item 2.01  Completion of Acquisition or Disposition of Assets

On April 29, 2013, Sterling Consolidated Corp. (the “Company”), through a wholly owned subsidiary, ADDR Properties (the “Seller”), sold a parcel of land (the “Land”) with the buildings, improvements, and structure thereon (“Improvements,” together with the Land, the “Premises”) to Old Bridge Realty Partner, LLC, or its nominee or assignee (the “Purchaser”) for a purchase price of Six Hundred and Fifty Thousand Dollars ($650,000) plus closing costs upon satisfaction of certain conditions (the “Transaction”). The Premises are located in the Township of Old Bridge, Middlesex County, New Jersey, commonly known as 160 Route 35 North, Cliffwood Beach, New Jersey 08857, and identified on the tax assessment map of said township as Lots 4 & 5 in Block 215.

The Premises shall include all rights and easements appurtenant to the Premises. The Premises shall include all of the rights, titles and interests of the Seller pertaining to the Premises. The Premises also includes all personal property owned by the Seller in connection with the Premises.

The foregoing sale is subject to Purchaser’s satisfactory due diligence and inspection of the Premises.

The Purchaser is not affiliated with the Company or its advisors, and no material relationship exists between the Company and the Purchaser, except in connection with the Transaction.

Item 7.01 Regulation FD Disclosure.

On May 23, 2013, the Company issued a press release announcing the sale of the Premises. The press release states that the closing of the sale will allow the Company to retire nearly 50% of its secured debt, which includes both senior debt and its secured mortgage.  A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01  Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number	Description of Exhibit
99.1	Press Release Dated May 23, 2013 , “Sterling Consolidated Announces Sale of Non-Strategic Cliffwood Beach, NJ Property”

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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.

	Sterling Consolidated Corp.
Date: May 23, 2013	By:	/s/ Darren DeRosa
		Darren DeRosa Chief Executive Officer

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EX-99.1

 

Sterling Consolidated Announces Sale of Non-Strategic Cliffwood Beach, NJ Property

Purchase price of $650,000 allows Company to retire nearly 50% of its secured debt

Neptune, NJ – May 23, 2013 Sterling Consolidated Corp. (OTCBB: STCC) (the “Company”), a leading supplier of hydraulic and pneumatic seals to the automotive and industrial marketplace, today announced that on April 29, 2013, its wholly owned subsidiary, ADDR Properties, entered into an agreement with Old Bridge Realty Partner, LLC (the “Purchaser”) to sell its property in Cliffwood Beach, NJ. The purchase price of the property was $650,000 plus closing costs.

The property in Cliffwood Beach was Sterling Seal’s former principal office and was being rented out by various tenants. The closing of the sale will allow the Company to retire nearly 50% of its secured debt, which includes both senior debt and its secured mortgage. Additionally, the major tenant, who contributed a majority of the rent revenue at the Cliffwood Beach property, has agreed to move its operations to the available, vacant space at the Company’s Neptune, NJ facilities.

The foregoing sale is subject to the Purchaser’s satisfactory due diligence and inspection of the Premises. The Purchaser is not affiliated with the Company or its advisors, and no material relationship exists between the Company and the Purchaser, except in connection with the Agreements.

Darren DeRosa, Chief Executive Officer of Sterling Consolidated, commented, “We are extremely excited about the progress we have been making over the last few months. The sale of this property, which was a non-strategic asset, allows us to retire nearly 50% of our secured debt, clearing our balance sheet of a substantial amount of our long-term liabilities. With this sale completed, we now look forward to forming our acquisition committee so we may begin our roll-up acquisition strategy within the highly fragmented O-ring distributor market.”

About Sterling Consolidated Corp.

Sterling Consolidated Corp., through its wholly-owned subsidiary, Sterling Seal and Supply has been a leading supplier of hydraulic and pneumatic seals to the automotive and industrial marketplace for more than 40 years. Through a combination of leveraging its logistical expertise and sophisticated, experienced management, the company intends to be an active and strategic consolidator of small- and mid-sized businesses within the highly-fragmented, multi-billion dollar seal industry. Currently serving more than 3,000 customers, Sterling offers acquisition targets a unique growth opportunity and competitive advantage through logistical expertise, strong regional branding and industry-specific distribution centers.

 

Forward-looking Statements

This release contains statements that constitute forward-looking statements. These statements appear in a number of places in this release and include all statements that are not statements of historical fact regarding the intent, belief or current expectations of the Company, its directors or its officers with respect to, among other things: (i) the Company's financing plans; (ii) trends affecting the Company's financial condition or results of operations; (iii) the Company's growth strategy and operating strategy; and (iv) the declaration and payment of dividends. The words "may," "would," "will," "expect," "estimate," "anticipate," "believe," "intend," and similar expressions and variations thereof are intended to identify forward-looking statements. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, many of which are beyond the Company's ability to control, and that actual results may differ materially from those projected in the forward-looking statements as a result of various factors.

Communications Contacts:

Todd Fromer / Phil Carlson

KCSA Strategic Communications

Phone: 212-896-1215 / 212-896-1233

Email: tfromer@kcsa.com / pcarlson@kcsa.com