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): October 4, 2001
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. announced by press release on October 9, 2001 that it had acquired
SourceOne Computer Corporation ("SourceOne"), a technology sales and service
company located in San Jose, California. The press release is attached hereto as
Exhibit 99 and incorporated by reference herein.
ePlus acquired SourceOne on October 4, 2001 pursuant to an Agreement and Plan of
Reorganization by and among SourceOne, Robert Nash, Donna Nash, R. Wesley Jones,
the shareholders of SourceOne, ePlus inc. and ePlus Technology, inc., dated as
of October 2, 2001 (the "Agreement"). Pursuant to the Agreement, a newly formed
wholly owned subsidiary of ePlus inc. merged with and into SourceOne, followed
by the merger of SourceOne with and into ePlus Technology, inc., a wholly owned
subsidiary of ePlus. Total consideration for the acquisition was $2,875,000
which consisted to $800,006 in cash and 274,999 in unregistered shares of ePlus
inc. common stock.
Robert Nash and R. Wesley Jones agreed to remain with and operate the acquired
business, and each entered into a three-year employment agreement with ePlus
inc. Both the employment agreements and the Agreement and Plan of Reorganization
include restrictions on their ability to compete with, and to solicit clients
and employees from, ePlus inc.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
The following exhibits are filed herewith:
Exhibit
Number Description
2 Agreement and Plan of Reorganization by and among SourceOne Computer
Corporation, Robert Nash, Donna Nash, R. Wesley Jones, the shareholders of
SourceOne Computer Corporation, ePlus inc. and ePlus Technology, inc.,
dated as of October 2, 2001.
99 Press Release dated October 9, 2001 regarding the acquisition of SourceOne
Computer Corporation 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: October 12, 2001 Chief Financial Officer
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EXHIBIT INDEX
Exhibit
Number Description
2 Agreement and Plan of Reorganization by and among SourceOne Computer
Corporation, Robert Nash, Donna Nash, R. Wesley Jones, the shareholders of
SourceOne Computer Corporation, ePlus inc. and ePlus Technology, inc.,
dated as of October 2, 2001.
99 Press Release dated October 9, 2001 regarding the acquisition of SourceOne
Computer Corporation by ePlus inc.
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