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): March 29, 2002
EPLUS INC.
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(Exact name of registrant as specified in its charter)
Delaware 000-28926 54-1817218
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(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification No.)
400 Herndon Parkway, Herndon, Virginia 20176
(Address, including zip code, of principal executive office)
(703) 834-5710
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(Registrant's telephone number, including area code)
Item 5. Other Events
ePlus inc. ("ePlus") announced by press release on April 1, 2002 that on March
29, 2002, it had purchased fixed assets, customer lists, and contracts and
assumed certain limited liabilities relating to the IT fulfillment and IT
professional services business of Elcom International, Inc., a Delaware
corporation ("Elcom"). The press release is attached hereto as Exhibit 99 and
incorporated by reference herein.
ePlus' acquisition was made pursuant to an Asset Purchase and Sale Agreement
dated March 25, 2002 by and between ePlus Technology, Inc., a Virginia
corporation, and a wholly owned subsidiary of ePlus, Elcom Services Group, Inc.,
a Delaware corporation, elcom, inc., a Delaware corporation, and Elcom , as
amended on March 29, 2002. Total consideration for the acquisition was
approximately 2.3 million consisting of cash of $2,150,000 and the assumption of
certain liabilities of approximately $113,000. Approximately 98 former Elcom
personnel were hired by ePlus as part of the transaction and are located in the
established sales offices of Elcom in greater Philadelphia, New York City,
Boston and San Diego acquired in the transaction.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
The following exhibits are filed herewith:
Exhibit
Number Description
2 Asset Purchase and Sale Agreement by and between ePlus Technology, Inc.
Elcom Services Group, Inc., elcom, inc., and Elcom International, Inc.
dated March 25, 2002.
2.1 Amendment to Asset Purchase and Sale Agreement by and between ePlus
Technology, Inc. Elcom Services Group, Inc., elcom, inc., and Elcom
International, Inc. dated March 29, 2002.
99 Press Release dated April 1, 2002 regarding the acquisition of certain
assets of Elcom by ePlus inc.
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SIGNATURE
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.
ePlus inc.
By: /s/ Steven J. Mencarini
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Steven J. Mencarini
Date: April 5, 2002 Chief Financial Officer
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