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): September 23, 2005
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 (Commission File Number) (IRS Employer
of incorporation) Identification No.)
13595 Dulles Technology Drive, Herndon, Virginia 20171-3413
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(Address, including zip code, of principal executive office)
(703) 984-8400
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(Registrant's telephone number, including area code)
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):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 1.01 Entry into a Material Definitive Agreement
On September 23, 2005 ePlus inc. ("ePlus" or the "Company") entered into a
Credit Agreement ("the Credit Agreement") with National City Bank, as
Administrative Agent, and Branch Banking and Trust Company ("BB&T").
Simultaneously with the execution of the Credit Agreement, the Company's
existing credit agreement with National City Bank, BB&T, and Bank of America,
N.A. was terminated. The maximum amount that can be borrowed under the Credit
Agreement is $35 million. The term of the new credit facility expires, subject
to earlier termination upon certain events, on July 21, 2006. In certain events
of default, as set forth in the Credit Agreement, the lenders may terminate the
Credit Agreement and accelerate the maturity of any amounts then owed under the
Credit Agreement.
The foregoing description of the Credit Agreement is qualified in its entirety
by reference to the Credit Agreement, a copy of which is attached hereto as
Exhbit 10.1 and incorporated herein by reference.
On September 26, 2005, ePlus issued a press release announcing the conclusion of
the Credit Agreement. A copy of the press release is attached hereto as Exhibit
99.1 and is incorporated herein by reference.
Item 1.02 Termination of a Material Definitive Agreement
See the description contained in Item 1.01 above, which is incorporated herein
by reference.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
10.1 Credit Agreement dated September 23, 2005, by and among ePlus inc., its
subsidiaries named therein, and certain banking institutions named therein,
with National City Bank as Administrative Agent.
99.1 Press Release dated September 26, 2005 issued by ePlus inc.
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: September 28, 2005 Chief Financial Officer