-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Whg8fAgMcGJYqdMk3Y9djD5HFiPTuMCemGv5rWB88ll6SBAml7GIce6fL4nK+O49 N4N2H2MCSE5bf7u0oHqe1w== 0001022408-11-000006.txt : 20110207 0001022408-11-000006.hdr.sgml : 20110207 20110207140019 ACCESSION NUMBER: 0001022408-11-000006 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110203 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110207 DATE AS OF CHANGE: 20110207 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EPLUS INC CENTRAL INDEX KEY: 0001022408 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-COMPUTER & PERIPHERAL EQUIPMENT & SOFTWARE [5045] IRS NUMBER: 541817218 STATE OF INCORPORATION: DE FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34167 FILM NUMBER: 11577936 BUSINESS ADDRESS: STREET 1: 13595 DULLES TECHNOLOGY DRIVE CITY: HERNDON STATE: VA ZIP: 20171-3413 BUSINESS PHONE: 7039848400 MAIL ADDRESS: STREET 1: 13595 DULLES TECHNOLOGY DRIVE CITY: HERNDON STATE: VA ZIP: 20171-3413 FORMER COMPANY: FORMER CONFORMED NAME: MLC HOLDINGS INC DATE OF NAME CHANGE: 19960906 8-K 1 form8-k.htm EPLUS INC FORM 8-K 02-07-2011 form8-k.htm
 



 

 
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): February 3, 2011
 
ePlus inc.
 
(Exact name of registrant as specified in its charter)

 
Delaware
 
1-34167
 
54-1817218
(State or other jurisdiction of incorporation or organization)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)

 
 
13595 Dulles Technology Drive Herndon, VA 20171-3413
 
(Address, including zip code, of principal executive offices)
 
Registrant’s telephone number, including area code: (703) 984-8400
 
 
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))
                                                      

 
 

 
 
Item 2.02.  Results of Operations and Financial Condition

On February 3, 2011, ePlus inc. announced by press release its results of operations for its fiscal third quarter ended December 31, 2010.  A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
 
In accordance with General Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report on Form 8-K and Exhibit 99.1 shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01         Financial Statements and Exhibits
 
(d) The following exhibits are filed as part of this report:

Exhibit No.                            Description

99.1 
 Press release dated February 3, 2011 issued by ePlus inc.

 



 
 

 
 
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/ Elaine D. Marion 
   
   
 Elaine D. Marion
   
   
 Chief Financial Officer
   
 
 
 
Date: February 7, 2011
                                                                  

 


EX-99.1 2 ex99-1.htm PRESS RELEASE ex99-1.htm
 
Contact: Kleyton Parkhurst, SVP
 
ePlus inc.
 
investors@eplus.com
 
703-984-8150

 
ePlus Reports Fiscal 2011 Third Quarter Results

HERNDON, VA – February 3, 2011 ePlus inc. (Nasdaq NGM: PLUSnews), a leading provider of technology solutions, today announced financial results for its fiscal third quarter ended December 31, 2010.
 
Revenues totaled $230.5 million, an increase of $51.8 million or 29.0%, compared to $178.7 million in the fiscal third quarter of 2010.  Net earnings increased $5.2 million to $7.5 million or $0.89 per diluted share, as compared to $2.3 million, or $0.27 per diluted share, in the same period last year.  During the fiscal third quarter of 2010, the Company recorded a $4.0 million pre-tax goodwill impairment charge relating to its leasing reporting unit.  Excluding this impairment charge, non-GAAP net earnings totaled $4.6 million, or $0.54 per diluted share in the fiscal third quarter of 2010.
 
“We were pleased to see the strong demand from our customers continue during the December quarter, as we benefited from the overall strength in IT spending and achieved another strong quarter,” said Phillip G. Norton, Chairman, President and Chief Executive Officer.  “Moreover, to facilitate and accommodate business growth, we continue to add experienced staff to our key solutions areas, enabling us to better align our go-to-market and engineering delivery capabilities with the market opportunities afforded by the cloud.  By leveraging our deep virtualization experience with our multi-vendor expertise, we are providing a full range of cloud solutions, from architecture through enablement and managed services to help our customers capture the benefits of cloud computing.”
 
During the quarter, ePlus acquired Interchange Technologies, Inc., a Tandberg Platinum Partner with advanced expertise in visual communication and collaboration technologies. With the acquisition, ePlus gained Tandberg Platinum Partner status, adding to its current credentials as a Cisco TelePresence authorized technology provider as well as a Cisco Master Unified Communications specialized and Cisco WebEx certified collaboration solutions partner. The acquisitio n enables ePlus to provide customers a single source for a full spectrum of solutions and services in the teleconferencing, audio and video, unified communications, and collaboration market space to meet their diverse business communications needs.  Tandberg was acquired by Cisco in April 2010.
 
On January 31, 2011, ePlus announced that a jury in the United States District Court for the Eastern District of Virginia unanimously found that Lawson Software, Inc. infringed ePlus patents relating to electronic procurement systems and that all ePlus patent claims tried in c ourt were valid.  The lawsuit, which was filed in May 2009, originally included three additional defendants.  ePlus previously reached settlements with each of those defendants.
 
Quarterly Results
Sales of product and services totaled $219.2 million, an increase of $56.0 million or 34.3%, as compared to $163.2 million in the fiscal third quarter of 2010. The gross margin on products and services improved to 15.4% compared to 13.4% in the same quarter last year due to an improvement in margin from hardware sales and manufacturer incentives.
 
Revenues generated from the combination of sales of leased equipment, lease revenues, and fee and other income totaled $11.3 million, a decrease of $4.3 million compared to $15.5 million in the fiscal third quarter of 2010, due to a decline in the gain on sales of leased assets and lower revenue from operating leases.
 
Selling, general, and administrative expenses, which includes professional and other fees, salaries and benefits, and general and administrative expenses, totaled $28.9 million, an increase of $3.0 million or 11.5%, as compared to $25.9 million in the fiscal third quarter of 2010. Professional and other fees increased by $0.4 million compared to the prior year, primarily due to higher legal fees relating to the Company’s patent infringement litigation. Salaries and benefit expenses increased $2.7 million compared to the prior year, due to higher commissions and bonuses on increased sales as well as slightly higher salary expenses. As of December 31, 2010, the Company had 691 employees, as compared to 653 employees as of December 31, 2009.
 
Interest and financing costs totaled $0.6 million, a decrease of $0.3 million compared to the fiscal third quarter of 2010, due to lower non-recourse note balances. At December 31, 2010, non-recourse notes payable totaled $34.8 million, a decrease of 40.5%, compared to $58.5 million at December 31, 2009.
 
As of December 31, 2010, stockholders’ equity was $207.4 million or $24.49 per share. Total cash and cash equivalents were $59.0 million.
 
During the three months ended December 31, 2010, ePlus repurchased 6,725 shares of its outstanding common stock at an average cost of $23.58 per share for a total purchase price of $0.2 million.
 
Year to Date Results
For the nine months ended December 31, 2010, revenues totaled $654.0 million, an increase of $150.1 million or 29.8%, as compared to $503.8 million for the nine months ended December 31, 2009. Total revenue included patent settlement income of $0.1 million and $3.4 million for the nine months ended December 31, 2010 and 2009, respectively. Net earnings increased $11.0 million to $20.2 million or $2.41 per diluted share, as compared to $9.2 million, or $1.08 per diluted share, for the comparable period of fiscal 2010.  Results for the nine months ended December 31, 2009 include a $4.0 million pre-tax goodwill impairment charge relating to its leasing reporting unit.  Excluding this impairment charge, non-GAAP net earnings totaled $11.5 million, or $1.35 per diluted share for the nine month period ended December 31, 2 009.
 
Sales of product and services totaled $617.0 million, an increase of $156.1 million or 33.9%, as compared to $460.9 million in the first nine months of fiscal 2010. The gross margin on products and services was 14.7%, up from 14.0% in the comparable period last year. Revenues generated from the combination of sales of leased equipment, lease revenues, and fee and other income totaled 36.8 million, a decrease of $2.7 million or 6.9%, compared to $39.5 million in the first nine months of fiscal 2010.
 
Selling, general, and administrative expenses, which includes professional and other fees, salaries and benefits, and general and administrative expenses, totaled $83.6 million, an increase of $9.9 million or 13.4%, as compared to $73.7 million in the comparable period of fiscal 2010.  The change includes a 40.5% increase in professional and other fees to $10.9 million from $7.8 million, primarily due to higher legal fees relating to the Company’s patent infringement litigation.
 
During the nine months ended December 31, 2010, ePlus repurchased 130,253 shares of its outstanding common stock at an average cost of $17.77 per share for a total purchase price of approximately $2.3 million.
 
Percentage changes stated throughout this press release are calculated based upon numbers from the Company’s financial statements (stated in thousands of dollars), not on the rounded numbers used herein.  Investors are encouraged to read the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2010 and the Company’s Form 10-Q for the quarter ended December 31, 2010.  Copies are available via the Company’s Web site at http://www.eplus.com, the SEC’s Web site at http://www.sec.gov, or by contacting the Company.
 
Conference Call Information
The Company will host a conference call on Friday, February 4, 2011 at 11:00 a.m. (Eastern time).  The call can be accessed live over the phone by dialing (877) 870-9226, or for international callers, (973) 890-8320.  Reference code: 40591850.  A live webcast will be available via the Company’s investor relations Web site at www.eplus.com.
 
A replay will be available shortly after the call and can be accessed by dialing (800) 642-1687, or for international callers, (706) 645-8291.  The passcode for the replay is 40591850.  The replay will be available until February 11, 2011.  The webcast will also remain available for replay via the Company’s investor relations page of its Web site.
 
Use of Non-GAAP Financial Information
In this release, ePlus discloses certain non-GAAP financial measures.  A “non-GAAP financial measure” is a numerical measure of a company’s historical or future financial performance, financial position or cash flows that excludes amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly comparable measure calculated and presented in accordance with GAAP in the statement of income, balance sheet or statement of cash flows of the Company; or includes amounts, or is subject to adjustments that have the effect of including amounts, that are excluded from the most directly comparable measure so calculated and presented.   ;ePlus uses the financial measures that are included in this news release in its internal evaluation and management of its business.  Management believes that these measures and the information they provide are useful to investors because they permit investors to view the Company’s performance using the same tools that ePlus uses and to better evaluate the Company’s ongoing business performance.  These measures should not be considered an alternative to measurements required by accounting principles generally accepted in the United States (GAAP), such as net earnings and earnings per share.  These non-GAAP measures are unlikely to be comparable to non-GAAP information provided by other companies. In accordance with SEC regula tions, reconciliation of the ePlus GAAP information to the non-GAAP information is provided in the table below.  We will also make available on the investor relations page of our website at www.eplus.com this press release, and a reconciliation of the difference between the GAAP and non-GAAP financial measures.
 
Forward-Looking Statements
Statements in this press release that are not historical facts may be deemed to be “forward-looking statements.”  Actual and anticipated future results may vary materially due to certain risks and uncertainties, including, without limitation, possible adverse effects resulting from the recent financial crisis in the credit markets and general slowdown of the U.S. economy such as our current and potential customers delaying or reducing technology purchases, increasing credit risk associated with our customers and vendors, reduction of vendor incentive programs, the possibility of additional goodwill impairment charges, and restrictions on our access to capital necessary to fund our operations; the demand for and acceptance of, our products and services; our ability to adapt our services to meet changes in market de velopments; our ability to adapt to changes in the IT industry and/or rapid change in product standards; the impact of competition in our markets; the possibility of defects in our products or catalog content data; our ability to hire and retain sufficient personnel; our ability to protect our intellectual property; our ability to consummate and integrate acquisitions; the creditworthiness of our customers; our ability to raise capital and obtain non-recourse financing for our transactions; our ability to reserve adequately for credit losses; and other risks or uncertainties detailed in our reports filed with the Securities and Exchange Commission.  All information set forth in this press release is current as of the date of this release and ePlus undertakes no duty or obligation to update this information.
 
About ePlus inc.
 
ePlus is a leading provider of technology solutions.  ePlus enables organizations to optimize their IT infrastructure and supply chain processes by delivering world-class IT products from top manufacturers, professional services, flexible lease financing, proprietary software, and patented business methods.  Founded in 1990, ePlus has more than 690 associates in 20+ locations serving federal, mu nicipal, and commercial customers.  The Company is headquartered in Herndon, VA.   For more information, visit http://www.eplus.com, call 888-482-1122, or email info@eplus.com.

ePlus® and ePlus products referenced herein are either registered trademarks or trademarks of ePlus inc. in the United States and/or other countries.  The names of other companies and products mentioned herein may be the trademarks of their respective owners.
 
 
 
 
 

 

 
ePlus inc. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited)
 
As of
December 31, 2010
 
As of
March 31, 2010
 
(in thousands)
ASSETS
 
       
Cash and cash equivalents
 $ 59,001
 
 $ 85,077
Accounts receivable, net of allowance for doubtful
 139,982
 
 108,752
Notes receivable
 980
 
 1,991
Inventories
 21,655
 
 9,316
Investment in leases and leased equipment - net
 123,084
 
 153,553
Property and equipment - net
 1,914
 
 2,057
Other assets
 37,215
 
 27,312
Goodwill
 18,602
 
 17,573
TOTAL ASSETS
 $ 402,433
 
 $ 405,631
       
LIABILITIES AND STOCKHOLDERS' EQUITY
     
       
LIABILITIES
     
Accounts payable - equipment
 $ 7,117
 
 $ 40,894
Accounts payable - trade
 19,657
 
 17,501
Accounts payable - floor plan
 71,068
 
 57,613
Salaries and commissions payable
 8,566
 
 5,763
Accrued expenses and other liabilities
 47,443
 
 40,502
Income taxes payable
 4,681
 
 2,385
Recourse notes payable
 -
 
 102
Nonrecourse notes payable
 34,782
 
 53,577
Deferred tax liability
 1,754
 
 1,803
Total Liabilities
 195,068
 
 220,140
       
COMMITMENTS AND CONTINGENCIES
     
       
STOCKHOLDERS' EQUITY
     
       
Preferred stock, $.01 par value; 2,000,000 shares authorized; none issued or outstanding
$         -
 
 $       -
Common stock, $.01 par value; 25,000,000 shares authorized; 12,401,644 issued and 8,468,649 outstanding at December  31, 2010 and 11,917,129 issued and 8,123,508 outstanding at March 31, 2010
 124
 
 119
Additional paid-in capital
 88,309
 
 84,100
Treasury stock, at cost, 3,917,149 and 3,793,621 shares, respectively
 (45,888)
 
 (43,346)
Retained earnings
 164,369
 
 144,197
Accumulated other comprehensive income - foreign currency translation adjustment
 451
 
 421
Total Stockholders' Equity
 207,365
 
 185,491
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
 $ 402,433
 
 $ 405,631
 
 
 
 

 

ePlus inc. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
 
Three Months Ended
 
Nine months Ended
 
December 31,
 
December 31,
 
2010
 
2009
 
2010
 
2009
 
(in thousands, except shares and per share data)
REVENUES
             
Sales of product and services
 $ 219,216
 
 $ 163,178
 
 $ 617,019
 
 $ 460,899
Sales of leased equipment
 -
 
 -
 
 1,101
 
 2,276
 
 219,216
 
 163,178
 
 618,120
 
 463,175
               
Lease revenues
 8,659
 
 12,957
 
 27,352
 
 29,916
Fee and other income
 2,598
 
 2,576
 
 8,358
 
 7,355
Patent settlement income
 -
 
 -
 
 125
 
 3,400
               
TOTAL REVENUES
 230,473
 
 178,711
 
 653,955
 
 503,846
               
COSTS AND EXPENSES
             
               
Cost of sales, product and services
 185,512
 
 141,234
 
 526,294
 
 396,165
Cost of sales, leased equipment
 -
 
 -
 
 1,096
 
 2,189
 
 185,512
 
 141,234
 
 527,390
 
 398,354
               
Direct lease costs
 2,153
 
 2,581
 
 6,679
 
 8,271
Professional and other fees
 3,709
 
 3,313
 
 10,937
 
 7,787
Salaries and benefits
 21,506
 
 18,837
 
 62,153
 
 55,018
General and administrative expenses
 3,704
 
 3,797
 
 10,502
 
 10,927
Impairment of goodwill
 -
 
 4,029
 
 -
 
 4,029
Interest and financing costs
 585
 
 896
 
 2,067
 
 3,299
TOTAL COSTS AND EXPENSES
 217,169
 
 174,687
 
 619,728
 
 487,685
               
EARNINGS BEFORE PROVISION FOR INCOME TAXES
 13,304
 
 4,024
 
 34,227
 
 16,161
               
PROVISION FOR INCOME TAXES
 5,755
 
 1,708
 
 14,056
 
 6,946
               
NET EARNINGS
 $ 7,549
 
 $ 2,316
 
 $ 20,171
 
 $ 9,215
               
NET EARNINGS PER COMMON SHARE - BASIC
 $ 0.91
 
 $ 0.27
 
 $ 2.47
 
 $ 1.11
NET EARNINGS PER COMMON SHARE - DILUTED
 $ 0.89
 
 $ 0.27
 
 $ 2.41
 
 $ 1.08
               
               
WEIGHTED AVERAGE SHARES OUTSTANDING - BASIC
 8,251,715
 
 8,388,795
 
 8,170,866
 
 8,289,776
WEIGHTED AVERAGE SHARES OUTSTANDING - DILUTED
8,451,130
 
 8,554,247
 
 8,383,415
 
 8,504,966


 
 

 
 
 
ePlus inc. AND SUBSIDIARIES
NON-GAAP RECONCILIATION
(unaudited)
             
 
Three Months Ended    
December 31,
 
Nine Months Ended
December 31,
 
2010 [2]
 
2009
 
2010 [2]
 
2009
               
 
(amounts in thousands, except shares and per share data)
               
GAAP earnings before provision for income taxes as reported
 $ 13,304
 
 $ 4,024
 
 $ 34,227
 
 $ 16,161
Plus: Impairment of goodwill
 -
 
 4,029
 
 -
 
 4,029
Non-GAAP Earnings before provision for income taxes
 13,304
 
 8,053
 
 34,227
 
 20,190
               
Less: Non-GAAP Provision for income taxes [1]
 5,755
 
 3,414
 
 14,056
 
 8,682
Non-GAAP proforma net earnings
 $ 7,549
 
 $ 4,639
 
 $ 20,171
 
 $ 11,508
               
GAAP net earnings per common share -diluted
 $ 0.89
 
 $ 0.27
 
 $ 2.41
 
 $ 1.08
Non-GAAP proforma net earnings per common share-diluted
 $ 0.89
 
 $ 0.54
 
 $ 2.41
 
 $ 1.35
     
 
 
 
 
 
WEIGHTED AVERAGE SHARES OUTSTANDING - DILUTED
 8,451,130
 
 8,554,247
 
 8,383,415
 
 8,504,966
               
[1] Non-GAAP tax rate is calculated at the same tax rate as GAAP earnings
[2] Figures in the 2010 column are GAAP and provided for comparative purposes.
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