EPLUS INC
8-K, 2000-09-22
FINANCE LESSORS
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                       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 8, 2000

                                   EPLUS INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

     Delaware                   000-28926                      54-1817218
    (State or other       (Commission File Number)            (IRS Employer
    jurisdiction of                                         Identification No.)
    incorporation)

                  400 Herndon Parkway, Herndon, Virginia 20170
          (Address, including zip code, of principal executive office)

                                 (703) 834-5710
                                 --------------

              (Registrant's telephone number, including area code)

<PAGE>

ITEM 5.  OTHER EVENTS

On September 8, 2000, ePlus Technology, inc., a wholly owned subsidiary of ePlus
inc,  entered into a floor  planning  agreement  with a $25 million dollar limit
with Deutsche Financial Services Corporation. The agreements included a Business
Financing Agreement, an Agreement for Wholesale Financing, a Paydown Addendum to
the Business  Financing  Agreement and a Limited Guaranty provided by ePlus inc.
These agreements replaced the previous supplier, BankAmerica Credit, which opted
out of the  floor  planning  business  and  terminated  this  type of  financing
effective August 16, 2000.

Purpose of the Credit Facility

ePlus  Technology,  inc. uses this credit source to finance its working  capital
requirements for inventories and accounts receivable. Their traditional business
as sellers of computer  technology  assets and  related  network  equipment  and
software products is financed through these arrangements known as floor planning
financing,  where the interest expense for the first thirty to forty days is not
charged  but  is  paid  for  by  the  supplier/distributor.   These  floor  plan
liabilities are recorded as accounts  payable-trade  as they are normally repaid
within the thirty to forty day time frame and  represent  as  assigned  accounts
payable  originally  generated with the  supplier/distributor.  If the thirty to
forty day obligation is not paid timely, interest is then assessed at the stated
contractual rates.

Principal Terms of the Credit Facility

The   contracts   provide  for  various   repayment   days   dependent   on  the
supplier/distributor, but the majority are 40 days on average. The facility is a
two-year commitment but can be terminated with 60 days notice with a termination
charge  dependent on the  remaining  contractual  term.  The $25 million  dollar
facility  consists of $19 million dollars of inventory and $6 million dollars of
accounts  receivable  financing.  Interest  is  assessed at the prime rate minus
one-half of one percent on the  outstanding  prinicipal  debt under the accounts
receivable facility.

In consideration  for the extension of this credit facility to ePlus Technology,
inc, the parent, ePlus inc. has agreed to guaranty a maximum aggregate liability
not to exceed $2 million dollars.


                                    EXHIBIT INDEX

The following exhibits are filed as part of this report:

Exhibit
Number   Exhibit Description

5.1      Text of  Business  Financing  Agreement  dated  September  8, 2000
         between Deutsche Financial Services Corporation and ePlus Technology,
         inc.

5.2      Text of Agreement for Wholesale  Financing  dated September 8, 2000
         between Deutsche Financial Services and ePlus Technology, inc.

5.3      Text of Paydown Addendum to Business  Financing  Agreement between
         Deutsche Financial Services and ePlus Technology, inc.

5.4      Text of Limited Guaranty dated September 8, 2000 between Deutsche
         Financial Services and ePlus inc.


                                      -1-
<PAGE>

                                   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 thereunto duly authorized.

                                        ePlus inc.

Dated September 22, 2000                By: /s/Steven J. Mencarini
                                            --------------------
                                            Steven J. Mencarini
                                            Chief Financial Officer



                                      -2-


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