Delaware
|
54-1817218
|
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer Identification No.)
|
13595 Dulles Technology Drive, Herndon, VA 20171-3413
|
(Address of principal executive offices)
|
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
Common Stock, $.01 par value
|
PLUS
|
|
Large accelerated filer ☒
|
Accelerated filer ☐
|
Non-accelerated filer ☐
|
Smaller reporting company ☐
|
Emerging growth company ☐
|
|
Page
|
||
1
|
||
Part I
|
||
Item 1.
|
3
|
|
13
|
||
Item 1A.
|
13
|
|
Item 1B.
|
24
|
|
Item 2.
|
24
|
|
Item 3.
|
24
|
|
Item 4.
|
24
|
|
Part II
|
||
Item 5.
|
25
|
|
Item 6.
|
26
|
|
Item 7.
|
27
|
|
Item 7A.
|
43
|
|
Item 8.
|
44
|
|
Item 9.
|
44
|
|
Item 9A.
|
44
|
|
Item 9B.
|
45
|
|
Part III
|
||
Item 10.
|
45
|
|
Item 11.
|
45
|
|
Item 12.
|
46
|
|
Item 13.
|
46
|
|
Item 14.
|
46
|
|
Part IV
|
||
Item 15.
|
46
|
|
Item 16.
|
48
|
|
49
|
• |
the duration and ongoing impact of the novel coronavirus (“COVID-19”) pandemic, which could materially adversely affect our financial condition and results of operations and has resulted in governmental authorities imposing
numerous unprecedented measures, and court opinions concerning the legality thereof, to contain the virus that has impacted and may further impact our workforce and operations, the operations of our customers, and those of our
respective vendors, suppliers, and partners;
|
• |
national and international political instability fostering uncertainty and volatility in the global economy including exposure to fluctuation in foreign currency rates, interest rates, and inflation, including increases in our
costs and price increases to our customers which may result in adverse changes in our gross profit;
|
• |
significant and rapid inflation may cause price, wage, and interest rate increases, as well as increases in operating costs which may impact the arrangements that have pricing commitments over the term of the agreement;
|
• |
significant adverse changes in, reductions in, or loss of one or more of our larger volume customers or vendors;
|
• |
supply chain issues, including a shortage of IT products, may increase our costs or cause a delay in fulfilling customer orders, or completing professional services, or purchasing IT products or services needed to support our
internal infrastructure or operations, resulting in an adverse impact on our financial results;
|
• |
maintaining and increasing advanced professional services by recruiting and retaining highly skilled, competent personnel, and vendor certifications;
|
• |
our dependence on key personnel to maintain certain customer relationships, and our ability to hire, train, and retain sufficient qualified personnel;
|
• |
our ability to secure our own and our customers’ electronic and other confidential information, while maintaining compliance with evolving data privacy and regulatory laws and regulations;
|
• |
remain secure during a cybersecurity attack, including both disruptions in our or our vendors’ IT systems and data and audio communication networks;
|
• |
reliance on third parties to perform some of our service obligations to our customers, and the reliance on a small number of key vendors in our supply chain with whom we do not have long-term supply agreements, guaranteed price
agreements, or assurance of stock availability;
|
• |
the creditworthiness of our customers and our ability to reserve adequately for credit losses;
|
• |
loss of our credit facility or credit lines with our vendors may restrict our current and future operations;
|
• |
a possible decrease in the capital spending budgets of our customers or a decrease in purchases from us;
|
• |
our ability to raise capital, maintain or increase as needed our lines of credit with vendors or floor planning facility, obtain debt for our financing transactions, or the effect of those changes
on our common stock price;
|
• |
reduction of vendor incentives provided to us;
|
• |
changes in the Information Technology (“IT”) industry and/or rapid changes in product offerings, including the proliferation of the cloud, infrastructure as a service (“IaaS”), software as a service (“SaaS”) and platform as a
service (“PaaS”);
|
• |
our dependency on continued innovations in hardware, software, and services offerings by our vendors and our ability to partner with them;
|
• |
future growth rates in our core businesses;
|
• |
rising interest rates or the loss of key lenders or the constricting of credit markets;
|
• |
the possibility of goodwill impairment charges in the future;
|
• |
adapting to meet changes in markets and competitive developments;
|
• |
increasing the total number of customers using integrated solutions by up-selling within our customer base and gaining new customers;
|
• |
managing a diverse product set of solutions in highly competitive markets with a number of key vendors;
|
• |
increasing the total number of customers who use our managed services and professional services and continuing to enhance our managed services offerings to remain competitive in the marketplace;
|
• |
performing professional and managed services competently;
|
• |
our ability to implement comprehensive plans for the integration of sales forces, cost containment, asset rationalization, systems integration, and other key strategies;
|
• |
exposure to changes in, interpretations of, or enforcement trends in, and customer and vendor actions in anticipation of or response to, legislation and regulatory matters;
|
• |
domestic and international economic regulations uncertainty (e.g., tariffs, sanctions, and trade agreements);
|
• |
our contracts may not be adequate to protect us, and we are subject to audit which we may not pass, and our professional and liability insurance policies coverage may be insufficient to cover a claim;
|
• |
failure to comply with public sector contracts, or applicable laws or regulations;
|
• |
maintaining our proprietary software and updating our technology infrastructure to remain competitive in the marketplace;
|
• |
our ability to realize our investment in leased equipment;
|
• |
our ability to successfully perform due diligence and integrate acquired businesses;
|
• |
our ability to protect our intellectual property rights and successfully defend any challenges to the validity of our patents or allegations that we are infringing upon any third-party patents, and the
costs associated with those actions, and, when appropriate, license required technology.
|
ITEM 1. |
BUSINESS
|
• |
IT sales: Our offerings consist of hardware, perpetual and subscription software, maintenance, software assurance, and internally provided
and outsourced services. We believe that our customers view technology purchases as integrated solutions, rather than discrete product and service categories, and the majority of our sales are derived from integrated solutions
involving our customers’ data center, cloud, network, security, and collaboration infrastructure. We hold various technical and sales-related certifications from leading manufacturers and software publishers, which authorizes us to
market their products and enables us to provide advanced professional and managed services. We actively engage with emerging vendors to offer their technologies to our customers. Our flexible platform and customizable catalogs
facilitate the addition of new vendors’ products with minimal incremental effort.
|
• |
Advanced professional and managed services: We provide a range of advanced professional and managed services to help our customers improve
productivity, profitability, and revenue growth while reducing operating costs. Our solutions and services include the following:
|
• |
Managed services proactively monitors and manages a broad range of technologies on-premises and in the cloud with services such as managed infrastructure, service desk, and Managed Power Protection. These
solutions are built in a flexible subscription model to monitor, manage, and maximize business critical technologies—including cloud, security, data center, mobility, and collaboration based on a an ITIL Framework with SOC 1/2 and
HIPAA accreditation;
|
• |
Professional services focus on cloud infrastructure, unified
communications, collaboration, networking, storage, hyper-converged infrastructure, and virtual desktop infrastructure, supported by security and managed services solutions;
|
• |
Security solutions help safeguard our customers’ business and information assets through the appropriate application of governance, technology and supporting services:
|
• |
Governance, Risk, and Compliance (GRC) services help ensure customers are meeting governance and compliance requirements by leveraging regulatory frameworks, industry best practices, and supporting controls - thereby allowing
customers to effectively identify, assess, and mitigate risk.
|
• |
Technology Introduction and Deployment services help customers rapidly adopt and integrate key security controls and embrace efficiencies across technology types like network, endpoint, data, and cloud.
|
• |
Managed Security Services help customers strengthen their information security profile with industry-leading tools, technology, and expertise - often at a fraction of the cost of in-house security resources. Services include
Security Operations Center (SOC), Vulnerability Management, Managed Detection and Response (MDR), and Incident Response (IR).
|
• |
Cloud Consulting Services is a global team of architects and consultants focused on assessing customer workloads for cloud, assisting with the selection of the appropriate cloud solution, design and build of cloud
platforms, application modernization and migration, automation, and ongoing management and optimization of cloud platforms.
|
• |
Cloud Hosted Services provide cloud-hosted offerings including Cloud
Managed Backup and Cloud Disaster Recovery. These data protection offerings, delivered under SOC 2 Type 2 and HIPAA frameworks, are focused on delivering confidence to our customers in their ability to rapidly recover when incidents
such as ransomware occur.
|
• |
Staff augmentation services provide customers with flexible headcount
options, which may range from service desk to infrastructure to software developer skills. Staff augmentation allows customers to access talent, fill specific technology skill gaps, or provide short-term or long-term IT professional
help, which also includes services, such as Virtual Chief Information Officer (vCIO) and Virtual Chief Information Security Officer (vCISO), used to complement existing personnel and build three-to-five-year IT roadmaps.
|
• |
Service desk provides outsourced functions including but not limited to server and desktop support to
respond to our customers’ business demands while minimizing overhead.
|
• |
Project management services enhance productivity and collaboration management and enable successful implementations and adoption of solutions for our customers.
|
• |
Front-end processing, such as procurement, order aggregation, order automation, vendor performance measurement, ordering, reconciliation, and payment;
|
• |
Lifecycle and asset ownership services, including asset management, change management, and property tax filing; and
|
• |
End-of-life services such as equipment audit, removal, and disposal.
|
|
As of March 31,
|
Change
|
||||||||||
|
2022
|
2021
|
||||||||||
Sales and marketing
|
588
|
589
|
(1
|
)
|
||||||||
Professional services
|
666
|
662
|
4
|
|||||||||
Administration
|
229
|
217
|
12
|
|||||||||
Internal IT
|
88
|
85
|
3
|
|||||||||
Management
|
6
|
7
|
(1
|
)
|
||||||||
|
1,577
|
1,560
|
17
|
Name
|
Age
|
Position
|
||
|
|
|||
Mark P. Marron
|
60
|
Chief Executive Officer, President, and Director
|
||
|
|
|||
Elaine D. Marion
|
54
|
Chief Financial Officer
|
||
|
|
|||
Darren Raiguel
|
51
|
Chief Operating Officer and ePlus Technology, inc. President
|
ITEM 1B. |
UNRESOLVED STAFF COMMENTS
|
ITEM 2. |
PROPERTIES
|
ITEM 3. |
LEGAL PROCEEDINGS
|
ITEM 4. |
MINE SAFETY DISCLOSURES
|
ITEM 5. |
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
|
Period
|
Total
number of
shares
purchased
(1)
|
Average
price
paid per
share
|
Total number of
shares purchased
as part of publicly
announced plans
or programs
|
Maximum number (or
approximate dollar
value) of shares that
may yet be purchased
under the plans or
programs
|
||||||||||||||||
April 1, 2021 through April 30, 2021
|
-
|
$
|
-
|
-
|
881,798
|
(2
|
)
|
|||||||||||||
May 1, 2021 through May 27, 2021
|
1,998
|
$
|
50.40
|
-
|
881,798
|
(3
|
)
|
|||||||||||||
May 28, 2021 through May 31, 2021
|
-
|
$
|
-
|
-
|
1,000,000
|
(4
|
)
|
|||||||||||||
June 1, 2021 through June 30, 2021
|
88,690
|
$
|
45.21
|
35,258
|
964,742
|
(5
|
)
|
|||||||||||||
July 1, 2021 through July 31, 2021
|
62,798
|
$
|
44.00
|
62,798
|
901,944
|
(6
|
)
|
|||||||||||||
August 1, 2021 through August 31, 2021
|
-
|
$
|
-
|
-
|
901,944
|
(7
|
)
|
|||||||||||||
September 1, 2021 through September 30, 2021
|
-
|
$
|
-
|
-
|
901,944
|
(8
|
)
|
|||||||||||||
October 1, 2021 through October 31, 2021
|
-
|
$
|
-
|
-
|
901,944
|
(9
|
)
|
|||||||||||||
November 1, 2021 through November 30, 2021
|
-
|
$
|
-
|
-
|
901,944
|
(10
|
)
|
|||||||||||||
December 1, 2021 through December 31, 2021
|
49,943
|
$
|
51.90
|
49,943
|
852,001
|
(11
|
)
|
|||||||||||||
January 1, 2022 through January 31, 2022
|
79,991
|
$
|
51.78
|
79,991
|
772,010
|
(12
|
)
|
|||||||||||||
February 1, 2022 through February 28, 2022
|
-
|
$
|
-
|
-
|
772,010
|
(13
|
)
|
|||||||||||||
March 1, 2022 through March 31, 2022
|
-
|
$
|
-
|
-
|
772,010
|
(14
|
)
|
(1) |
All shares acquired were in open-market purchases, except for 55,430 shares, out of which 1,998 were repurchased in May 2021 and 53,432 in June 2021 to satisfy tax withholding obligations that arose due
to the vesting of shares of restricted stock.
|
(2) |
The share purchase authorization in place for the month ended April 30, 2021, had purchase limitations on the number of shares of up to 1,000,000 shares. As of April 30, 2021, the remaining authorized shares to be purchased were
881,798.
|
(3) |
As of May 27, 2021, the authorization under the then-existing share repurchase plan expired.
|
(4) |
On March 18, 2021, the board of directors authorized the company to repurchase up to 1,000,000 shares of our outstanding common stock commencing on May 28, 2021 and continuing to May 27, 2022. As of May 31, 2021, the remaining
authorized shares to be purchased were 1,000,000.
|
(5) |
The share purchase authorization in place for the month ended June 30, 2021, had purchase limitations on the number of shares of up to 1,000,000 shares. As of June 30, 2021, the remaining authorized shares to be purchased were
964,742.
|
(6) |
The share purchase authorization in place for the month ended July 31, 2021, had purchase limitations on the number of shares of up to 1,000,000 shares. As of July 31, 2021, the remaining authorized shares to be purchased were
901,944.
|
(7) |
The share purchase authorization in place for the month ended August 31, 2021, had purchase limitations on the number of shares of up to 1,000,000 shares. As of August 31, 2021, the remaining authorized shares to be purchased were
901,944.
|
(8) |
The share purchase authorization in place for the month ended September 30, 2021, had purchase limitations on the number of shares of up to 1,000,000 shares. As of September 30, 2021, the remaining authorized shares to be purchased
were 901,944.
|
(9) |
The share purchase authorization in place for the month ended October 31, 2021, had purchase limitations on the number of shares of up to 1,000,000 shares. As of October 31, 2021, the remaining authorized shares to be purchased
were 901,944.
|
(10) |
The share purchase authorization in place for the month ended November 30, 2021, had purchase limitations on the number of shares of up to 1,000,000 shares. As of November 30, 2021, the remaining authorized shares to be purchased
were 901,944.
|
(11) |
The share purchase authorization in place for the month ended December 31, 2021, had purchase limitations on the number of shares of up to 1,000,000 shares. As of December 31, 2021, the remaining authorized shares to be purchased
were 852,001.
|
(12) |
The share purchase authorization in place for the month ended January 31, 2022, had purchase limitations on the number of shares of up to 1,000,000 shares. As of January 31, 2022, the remaining authorized shares to be purchased
were 772,010.
|
(13) |
The share purchase authorization in place for the month ended February 28, 2022, had purchase limitations on the number of shares of up to 1,000,000 shares. As of February 28, 2022, the remaining authorized shares to be purchased
were 772,010.
|
(14) |
The share purchase authorization in place for the month ended March 31, 2022, had purchase limitations on the number of shares of up to 1,000,000 shares. As of March 31, 2022, the remaining authorized shares to be purchased were
772,010.
|
ITEM 6. |
[RESERVED]
|
ITEM 7. |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
|
Year Ended March 31,
|
|||||||||||
Consolidated
|
2022
|
2021
|
2020
|
|||||||||
Net sales
|
$
|
1,821,019
|
$
|
1,568,323
|
$
|
1,588,404
|
||||||
|
||||||||||||
Gross profit
|
$
|
460,982
|
$
|
393,554
|
$
|
391,191
|
||||||
Gross margin
|
25.3
|
%
|
25.1
|
%
|
24.6
|
%
|
||||||
Operating income margin
|
8.1
|
%
|
6.8
|
%
|
6.0
|
%
|
||||||
|
||||||||||||
Net earnings
|
$
|
105,600
|
$
|
74,397
|
$
|
69,082
|
||||||
Net earnings margin
|
5.8
|
%
|
4.7
|
%
|
4.3
|
%
|
||||||
Net earnings per common share - diluted
|
$
|
3.93
|
$
|
2.77
|
$
|
2.57
|
||||||
|
||||||||||||
Non-GAAP: Net earnings (1)
|
$
|
117,964
|
$
|
85,567
|
$
|
82,167
|
||||||
Non-GAAP: Net earnings per common share - diluted (1)
|
$
|
4.39
|
$
|
3.19
|
$
|
3.06
|
||||||
|
||||||||||||
Adjusted EBITDA (2)
|
$
|
170,004
|
$
|
128,245
|
$
|
119,359
|
||||||
Adjusted EBITDA margin
|
9.3
|
%
|
8.2
|
%
|
7.5
|
%
|
||||||
|
||||||||||||
Technology Segment
|
||||||||||||
Net sales
|
$
|
1,733,036
|
$
|
1,507,954
|
$
|
1,530,138
|
||||||
Adjusted gross billings (3)
|
$
|
2,620,614
|
$
|
2,263,865
|
$
|
2,227,885
|
||||||
|
||||||||||||
Gross profit
|
$
|
408,153
|
$
|
346,235
|
$
|
340,588
|
||||||
Gross margin
|
23.6
|
%
|
23.0
|
%
|
22.3
|
%
|
||||||
|
||||||||||||
Operating income
|
$
|
109,000
|
$
|
75,665
|
$
|
62,155
|
||||||
Adjusted EBITDA (2)
|
$
|
131,353
|
$
|
97,219
|
$
|
85,840
|
||||||
|
||||||||||||
Financing Segment
|
||||||||||||
Net sales
|
$
|
87,983
|
$
|
60,369
|
$
|
58,266
|
||||||
|
||||||||||||
Gross profit
|
$
|
52,829
|
$
|
47,319
|
$
|
50,603
|
||||||
|
||||||||||||
Operating income
|
$
|
38,316
|
$
|
30,670
|
$
|
33,124
|
||||||
Adjusted EBITDA (2)
|
$
|
38,651
|
$
|
31,026
|
$
|
33,519
|
(1) |
Non-GAAP Net earnings and Non-GAAP Net earnings per common share – diluted is based on net earnings calculated in accordance with GAAP, adjusted to exclude other income (expense), share-based compensation, and acquisition and
integration expenses, and the related tax effects.
|
|
Year Ended March 31,
|
|||||||||||
|
2022
|
2021
|
2020
|
|||||||||
GAAP: Earnings before tax
|
$
|
146,884
|
$
|
106,906
|
$
|
95,959
|
||||||
Share based compensation
|
7,114
|
7,167
|
7,954
|
|||||||||
Acquisition and integration expense
|
-
|
271
|
1,676
|
|||||||||
Acquisition related amortization expense
|
10,072
|
9,116
|
9,217
|
|||||||||
Other (income) expense
|
432
|
(571
|
)
|
(680
|
)
|
|||||||
Non-GAAP: Earnings before provision for income taxes
|
164,502
|
122,889
|
114,126
|
|||||||||
GAAP: Provision for income taxes
|
41,284
|
32,509
|
26,877
|
|||||||||
Share based compensation
|
2,014
|
2,188
|
2,218
|
|||||||||
Acquisition and integration expense
|
-
|
78
|
490
|
|||||||||
Acquisition related amortization expense
|
2,803
|
2,730
|
2,487
|
|||||||||
Other (income) expense
|
120
|
(143
|
)
|
(200
|
)
|
|||||||
Tax benefit (expense) on restricted stock
|
317
|
(40
|
)
|
87
|
||||||||
Non-GAAP: Provision for income taxes
|
46,538
|
37,322
|
31,959
|
|||||||||
Non-GAAP: Net earnings
|
$
|
117,964
|
$
|
85,567
|
$
|
82,167
|
|
Year Ended March 31,
|
|||||||||||
2022
|
2021
|
2020
|
||||||||||
GAAP: Net earnings per common share - diluted
|
$
|
3.93
|
$
|
2.77
|
$
|
2.57
|
||||||
Share based compensation
|
0.20
|
0.19
|
0.22
|
|||||||||
Acquisition and integration expense
|
-
|
0.01
|
0.04
|
|||||||||
Acquisition related amortization expense
|
0.26
|
0.24
|
0.25
|
|||||||||
Other (income) expense
|
0.01
|
(0.02
|
)
|
(0.02
|
)
|
|||||||
Tax benefit (expense) on restricted stock
|
(0.01
|
)
|
-
|
-
|
||||||||
Total non-GAAP adjustments - net of tax
|
0.46
|
0.42
|
0.49
|
|||||||||
|
||||||||||||
Non-GAAP: Net earnings per common share - diluted
|
$
|
4.39
|
$
|
3.19
|
$
|
3.06
|
(2) |
We define Adjusted EBITDA as net earnings calculated in accordance with GAAP, adjusted for the following: interest expense, depreciation and amortization, share-based compensation, acquisition and integration expenses, provision
for income taxes, and other income. Segment Adjusted EBITDA is defined as operating income calculated in accordance with GAAP, adjusted for interest expense, share-based compensation, acquisition and integration expenses, and
depreciation and amortization. We consider the interest on notes payable from our financing segment and depreciation expense presented within cost of sales, which includes depreciation on assets financed as operating leases, to be
operating expenses. As such, they are not included in the amounts added back to net earnings in the Adjusted EBITDA calculation. We provide below a reconciliation of Adjusted EBITDA to net earnings, which is the most directly
comparable financial measure to this Non-GAAP financial measure. Adjusted EBITDA margin is our calculation of Adjusted EBITDA divided by net sales.
|
Year Ended March 31,
|
||||||||||||
Consolidated
|
2022
|
2021
|
2020
|
|||||||||
Net earnings
|
$
|
105,600
|
$
|
74,397
|
$
|
69,082
|
||||||
Provision for income taxes
|
41,284
|
32,509
|
26,877
|
|||||||||
Share based compensation
|
7,114
|
7,167
|
7,954
|
|||||||||
Interest and financing costs
|
928
|
521
|
294
|
|||||||||
Acquisition and integration expense
|
-
|
271
|
1,676
|
|||||||||
Depreciation and amortization
|
14,646
|
13,951
|
14,156
|
|||||||||
Other income (expense)
|
432
|
(571
|
)
|
(680
|
)
|
|||||||
Adjusted EBITDA
|
$
|
170,004
|
$
|
128,245
|
$
|
119,359
|
||||||
Technology Segment
|
||||||||||||
Operating income
|
$
|
109,000
|
$
|
75,665
|
$
|
62,155
|
||||||
Depreciation and amortization
|
14,535
|
13,839
|
14,016
|
|||||||||
Share based compensation
|
6,890
|
6,923
|
7,699
|
|||||||||
Interest and financing costs
|
928
|
521
|
294
|
|||||||||
Acquisition and integration expense
|
-
|
271
|
1,676
|
|||||||||
Adjusted EBITDA
|
$
|
131,353
|
$
|
97,219
|
$
|
85,840
|
||||||
Financing Segment
|
||||||||||||
Operating income
|
$
|
38,316
|
$
|
30,670
|
$
|
33,124
|
||||||
Depreciation and amortization
|
111
|
112
|
140
|
|||||||||
Share based compensation
|
224
|
244
|
255
|
|||||||||
Adjusted EBITDA
|
$
|
38,651
|
$
|
31,026
|
$
|
33,519
|
(3) |
We define Adjusted gross billings as our technology segment net sales
calculated in accordance with US GAAP, adjusted to exclude the costs incurred related to sales of third-party maintenance, software assurance, subscription/SaaS licenses, and services. We have provided below a reconciliation of
Adjusted gross billings to technology segment net sales, which is the most directly comparable financial measure to this Non-GAAP financial measure.
|
|
Year Ended March 31,
|
|||||||||||
|
2022
|
2021
|
2020
|
|||||||||
Technology segment net sales
|
$
|
1,733,036
|
$
|
1,507,954
|
$
|
1,530,138
|
||||||
Costs incurred related to sales of third party maintenance, software assurance and subscription/SaaS licenses, and services
|
887,578
|
755,911
|
697,747
|
|||||||||
Adjusted gross billings
|
$
|
2,620,614
|
$
|
2,263,865
|
$
|
2,227,885
|
• |
Portfolio income: Interest income from financing receivables and rents due under operating leases;
|
• |
Transactional gains: Net gains or losses on the sale of financial assets; and
|
• |
Post-contract earnings: Month-to-month rents; early termination, prepayment, make-whole or buyout fees; and the sale of off-lease (used) equipment.
|
Year Ended March 31,
|
|
|||||||||||||||
2022
|
2021
|
|||||||||||||||
Net sales
|
||||||||||||||||
Product
|
$
|
1,492,411
|
$
|
1,305,789
|
$
|
186,622
|
14.3
|
%
|
||||||||
Services
|
240,625
|
202,165
|
38,460
|
19.0
|
%
|
|||||||||||
Total
|
1,733,036
|
1,507,954
|
225,082
|
14.9
|
%
|
|||||||||||
Cost of sales
|
||||||||||||||||
Product
|
1,175,789
|
1,036,627
|
139,162
|
13.4
|
%
|
|||||||||||
Services
|
149,094
|
125,092
|
24,002
|
19.2
|
%
|
|||||||||||
Total
|
1,324,883
|
1,161,719
|
163,164
|
14.0
|
%
|
|||||||||||
Gross profit
|
408,153
|
346,235
|
61,918
|
17.9
|
%
|
|||||||||||
Selling, general, and administrative
|
283,690
|
256,210
|
27,480
|
10.7
|
%
|
|||||||||||
Depreciation and amortization
|
14,535
|
13,839
|
696
|
5.0
|
%
|
|||||||||||
Interest and financing costs
|
928
|
521
|
407
|
78.1
|
%
|
|||||||||||
Operating expenses
|
299,153
|
270,570
|
28,583
|
10.6
|
%
|
|||||||||||
Operating income
|
$
|
109,000
|
$
|
75,665
|
$
|
33,335
|
44.1
|
%
|
||||||||
Adjusted gross billings
|
$
|
2,620,614
|
$
|
2,263,865
|
$
|
356,749
|
15.8
|
%
|
||||||||
Adjusted EBITDA
|
$
|
131,353
|
$
|
97,219
|
$
|
34,134
|
35.1
|
%
|
|
Year Ended March 31,
|
Change
|
||||||||||
Net sales by customer end market:
|
2022
|
2021
|
||||||||||
Telecom, Media & Entertainment
|
29
|
%
|
25
|
%
|
4
|
%
|
||||||
Healthcare
|
16
|
%
|
13
|
%
|
3
|
%
|
||||||
Technology
|
14
|
%
|
17
|
%
|
(3
|
%)
|
||||||
SLED
|
14
|
%
|
16
|
%
|
(2
|
%)
|
||||||
Financial Services
|
9
|
%
|
13
|
%
|
(4
|
%)
|
||||||
All others
|
18
|
%
|
16
|
%
|
2
|
%
|
||||||
Total
|
100
|
%
|
100
|
%
|
||||||||
|
|
Year Ended March 31,
|
Change
|
||||||||||
Net sales by vendor:
|
2022
|
2021
|
||||||||||
Cisco Systems
|
39
|
%
|
36
|
%
|
3
|
%
|
||||||
Dell EMC
|
9
|
%
|
7
|
%
|
2
|
%
|
||||||
Juniper Networks
|
5
|
%
|
6
|
%
|
(1
|
%)
|
||||||
NetApp
|
5
|
%
|
4
|
%
|
1
|
%
|
||||||
HP Inc. & HPE
|
3
|
%
|
4
|
%
|
(1
|
%)
|
||||||
Arista Networks
|
3
|
%
|
3
|
%
|
0
|
%
|
||||||
All others
|
36
|
%
|
40
|
%
|
(4
|
%)
|
||||||
Total
|
100
|
%
|
100
|
%
|
Year Ended March 31,
|
Change
|
|||||||||||||||
2022
|
2021
|
|||||||||||||||
Net sales
|
$
|
87,983
|
$
|
60,369
|
$
|
27,614
|
45.7
|
%
|
||||||||
Cost of sales
|
35,154
|
13,050
|
22,104
|
169.4
|
%
|
|||||||||||
Gross profit
|
52,829
|
47,319
|
5,510
|
11.6
|
%
|
|||||||||||
Selling, general, and administrative
|
13,427
|
15,053
|
(1,626
|
)
|
(10.8
|
%)
|
||||||||||
Depreciation and amortization
|
111
|
112
|
(1
|
)
|
(0.9
|
%)
|
||||||||||
Interest and financing costs
|
975
|
1,484
|
(509
|
)
|
(34.3
|
%)
|
||||||||||
Operating expenses
|
14,513
|
16,649
|
(2,136
|
)
|
(12.8
|
%)
|
||||||||||
Operating income
|
$
|
38,316
|
$
|
30,670
|
$
|
7,646
|
24.9
|
%
|
||||||||
Adjusted EBITDA
|
$
|
38,651
|
$
|
31,026
|
$
|
7,625
|
24.6
|
%
|
Year Ended March 31,
|
||||||||
2022
|
2021
|
|||||||
Net cash provided by (used in) operating activities
|
$
|
(20,571
|
)
|
$
|
129,507
|
|||
Net cash used in investing activities
|
(1,259
|
)
|
(35,756
|
)
|
||||
Net cash provided by (used in) financing activities
|
47,176
|
(49,802
|
)
|
|||||
Effect of exchange rate changes on cash
|
470
|
(618
|
)
|
|||||
Net increase in cash and cash equivalents
|
$
|
25,816
|
$
|
43,331
|
Year Ended March 31,
|
||||||||
2022
|
2021
|
|||||||
Technology segment
|
$
|
(20,243
|
)
|
$
|
153,332
|
|||
Financing segment
|
(328
|
)
|
(23,825
|
)
|
||||
Net cash provided by (used in) operating activities
|
$
|
(20,571
|
)
|
$
|
129,507
|
As of March 31,
|
||||||||
2022
|
2021
|
|||||||
(DSO) Days sales outstanding (1)
|
69
|
69
|
||||||
(DIO) Days inventory outstanding (2)
|
25
|
15
|
||||||
(DPO) Days payable outstanding (3)
|
(46
|
)
|
(47
|
)
|
||||
Cash conversion cycle
|
48
|
37
|
(1) |
Represents the rolling three-month average of the balance of trade accounts receivable-trade, net for our Technology segment at the end of the period divided by Adjusted gross billings for the same three-month period.
|
(2) |
Represents the rolling three-month average of the balance of inventory, net for our Technology segment at the end of the period divided by cost of Adjusted gross billings for the same three-month period.
|
(3) |
Represents the rolling three-month average of the combined balance of accounts payable-trade and accounts payable-floor plan for our Technology segment at the end of the period divided by cost of Adjusted gross billings, product,
and services for the same three-month period.
|
ITEM 7A. |
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
ITEM 8. |
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
|
ITEM 9. |
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
|
ITEM 9A. |
CONTROLS AND PROCEDURES
|
ITEM 9B. |
OTHER INFORMATION
|
ITEM 10. |
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
|
ITEM 11. |
EXECUTIVE COMPENSATION
|
ITEM 12. |
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|
ITEM 13. |
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
|
ITEM 14. |
PRINCIPAL ACCOUNTING FEES AND SERVICES
|
ITEM 15. |
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
|
Exhibit No.
|
Exhibit Description
|
ePlus inc. Amended and Restated Certificate of
Incorporation, as last amended November 9, 2021 (Incorporated herein by reference to Exhibit 3.1 to our Quarterly Report on Form 10-Q for the period ended December 31, 2021).
|
|
Amended and Restated Bylaws of ePlus inc., as of March 2, 2022.
|
|
Specimen Certificate of Common Stock (Incorporated herein by reference to Exhibit 4.1 to our Registration Statement on Form S-1 (File No. 333-11737) originally filed on September 11, 1996).
|
|
Description of ePlus inc.’s securities registered under Section 12 of the Securities Exchange Act of 1934.
|
|
Form of Indemnification Agreement entered into by and between ePlus and its directors and officers (Incorporated herein by reference to Exhibit 10.1 to our
Current Report on Form 8-K filed on August 23, 2016).
|
|
Amended and Restated Employment Agreement effective September 6, 2017, by and between ePlus inc. and Mark P. Marron (Incorporated herein by reference to Exhibit
10.1 to our Quarterly Report on Form 10-Q for the period ended December 31, 2017).
|
|
Amendment #1, effective July 16, 2018, to Amended and Restated Employment Agreement effective September 6, 2017, by and between ePlus inc. and Mark P. Marron
(Incorporated herein by reference to Exhibit 10.2 to our Current Report on Form 8-K filed on July 18, 2018).
|
|
Amendment #2, effective November 14, 2019, to Amended and Restated Employment Agreement effective September 6, 2017, by and between ePlus inc. and Mark P.
Marron (Incorporated herein by reference to Exhibit 10.2 to our Quarterly Report on Form 10-Q for the period ended December 31, 2019).
|
ITEM 16. |
FORM 10-K SUMMARY
|
ePlus inc.
|
|
/s/ MARK P. MARRON
|
|
By: Mark P. Marron
|
|
Chief Executive Officer and President
|
|
Date: May 25, 2022
|
/s/ MARK P. MARRON
|
|
By: Mark P. Marron
|
|
Chief Executive Officer, President, and Director
(Principal Executive Officer)
|
|
Date: May 25, 2022
|
|
/s/ ELAINE D. MARION
|
|
By: Elaine D. Marion, Chief Financial Officer
|
|
(Principal Financial and Accounting Officer)
|
|
Date: May 25, 2022
|
|
/s/ BRUCE M. BOWEN
|
|
By: Bruce M. Bowen, Director
|
|
Date: May 25, 2022
|
|
/s/ JOHN E. CALLIES
|
|
By: John E. Callies, Director
|
|
Date: May 25, 2022
|
|
/s/ C. THOMAS FAULDERS, III
|
|
By: C. Thomas Faulders, III, Chairman
|
|
Date: May 25, 2022
|
|
/s/ ERIC D. HOVDE
|
|
By: Eric D. Hovde, Director
|
|
Date: May 25, 2022
|
|
/s/ IRA A. HUNT
|
|
By: Ira A. Hunt, Director
|
|
Date: May 25, 2022
|
|
/s/ MAUREEN F. MORRISON
|
|
By: Maureen F. Morrison
|
|
Date: May 25, 2022
|
|
/s/ BEN XIANG
|
|
By: Ben Xiang, Director
|
|
Date: May 25, 2022
|
PAGE
|
|
F-2
|
|
F-6
|
|
F-7
|
|
F-8
|
|
F-9
|
|
F-11
|
|
F-12
|
• |
We tested the design and operating effectiveness of management’s controls over the determination of gross or net recognition of third-party software and support sales.
|
• |
For a selection of contracts, we performed the following procedures:
|
– |
Inspected the customer invoice and purchase order to determine whether the sale represented a valid transaction with a customer.
|
– |
Compared the cost per the Company’s records to the cost per the vendor invoice.
|
– |
Evaluated the sale to determine whether it constituted a single or multiple performance obligation(s) through inspection of the customer invoice, purchase order, and information on
vendor websites accessed through third-party search engines.
|
– |
Evaluated the sale to determine whether there was accompanying third-party support related to the software, and whether the support was separately identifiable or essential to the
functionality of the software through inspection of customer invoices, purchase orders, information on vendor websites accessed through third-party search engines and inquiries with management, as necessary.
|
• |
We tested the design and operating effectiveness of management’s controls over the transfer of financial assets, including management’s controls over the evaluation of the terms of
loan documents and accompanying investor data, assignment agreements, and the calculation of the gain or loss.
|
• |
For a selection of transactions, we evaluated the Company’s determination of sale or secured borrowing, by evaluating, among other factors, if the transferred assets have been
isolated from the Company. Specifically, we performed the following procedures:
|
– |
Obtained the executed transfer agreement and evaluated whether the Company:
|
■ |
Assigned its rights, titles, interests, estates, claims, and demands to the third-party assignee
|
■ |
Retained any rights with respect to the payments assigned to the third-party assignee or had been appropriately isolated from the assets. We evaluated opinions from outside legal
counsel, when applicable.
|
– |
Obtained and inspected the cash proceeds support from the transfer and compared the cash received to the selling price.
|
– |
Tested the mathematical accuracy of management’s calculation of the gain or loss based on the cash proceeds and the receivable balance as of date of sale.
|
Year Ended March 31,
|
||||||||||||
2022
|
2021
|
2020
|
||||||||||
Net sales
|
||||||||||||
Product
|
$
|
1,580,394
|
$
|
1,366,158
|
$
|
1,395,288
|
||||||
Services
|
240,625
|
202,165
|
193,116
|
|||||||||
Total
|
1,821,019
|
1,568,323
|
1,588,404
|
|||||||||
Cost of sales
|
||||||||||||
Product
|
1,210,943
|
1,049,677
|
1,076,773
|
|||||||||
Services
|
149,094
|
125,092
|
120,440
|
|||||||||
Total
|
1,360,037
|
1,174,769
|
1,197,213
|
|||||||||
Gross profit
|
460,982
|
393,554
|
391,191
|
|||||||||
Selling, general, and administrative
|
297,117
|
271,263
|
279,182
|
|||||||||
Depreciation and amortization
|
14,646
|
13,951
|
14,156
|
|||||||||
Interest and financing costs
|
1,903
|
2,005
|
2,574
|
|||||||||
Operating expenses
|
313,666
|
287,219
|
295,912
|
|||||||||
Operating income
|
147,316
|
106,335
|
95,279
|
|||||||||
Other income (expense)
|
(432
|
)
|
571
|
680
|
||||||||
Earnings before tax
|
146,884
|
106,906
|
95,959
|
|||||||||
Provision for income taxes
|
41,284
|
32,509
|
26,877
|
|||||||||
Net earnings
|
$
|
105,600
|
$
|
74,397
|
$
|
69,082
|
||||||
Net earnings per common share—basic
|
$
|
3.96
|
$
|
2.79
|
$
|
2.59
|
||||||
Net earnings per common share—diluted
|
$
|
3.93
|
$
|
2.77
|
$
|
2.57
|
||||||
Weighted average common shares outstanding—basic
|
26,638
|
26,674
|
26,654
|
|||||||||
Weighted average common shares outstanding—diluted
|
26,866
|
26,834
|
26,830
|
Year Ended March 31,
|
||||||||||||
2022
|
2021
|
2020
|
||||||||||
NET EARNINGS
|
$
|
105,600
|
$
|
74,397
|
$
|
69,082
|
||||||
OTHER COMPREHENSIVE INCOME, NET OF TAX:
|
||||||||||||
Foreign currency translation adjustments
|
(779
|
)
|
1,646
|
(720
|
)
|
|||||||
Other comprehensive income (loss)
|
(779
|
)
|
1,646
|
(720
|
)
|
|||||||
TOTAL COMPREHENSIVE INCOME
|
$
|
104,821
|
$
|
76,043
|
$
|
68,362
|
Year Ended March 31,
|
||||||||||||
2022
|
2021
|
2020
|
||||||||||
Cash flows from operating activities:
|
||||||||||||
Net earnings
|
$
|
105,600
|
$
|
74,397
|
$
|
69,082
|
||||||
Adjustments to reconcile
net earnings to net cash provided by (used in) operating activities:
|
||||||||||||
Depreciation and amortization
|
24,305
|
19,991
|
19,156
|
|||||||||
Provision for credit losses
|
(102
|
)
|
1,436
|
1,004
|
||||||||
Share-based compensation expense
|
7,114
|
7,169
|
7,954
|
|||||||||
Deferred taxes
|
(3,581
|
)
|
(4,198
|
)
|
(2,185
|
)
|
||||||
Payments from lessees directly to lenders—operating leases
|
(32
|
)
|
(34
|
)
|
(70
|
)
|
||||||
Gain on disposal of property, equipment, and operaing lease equipment
|
(4,136
|
)
|
(2,742
|
)
|
(814
|
)
|
||||||
Changes in:
|
||||||||||||
Accounts receivable
|
(50,803
|
)
|
(5,056
|
)
|
(64,388
|
)
|
||||||
Inventories-net
|
(85,453
|
)
|
(16,798
|
)
|
115
|
|||||||
Financing receivables—net
|
8,832
|
(42,104
|
)
|
(109,355
|
)
|
|||||||
Deferred costs and other assets
|
(10,560
|
)
|
(16,503
|
)
|
(20,982
|
)
|
||||||
Accounts payable-trade
|
(25,187
|
)
|
76,772
|
(8,884
|
)
|
|||||||
Salaries and commissions payable, deferred revenue, and other liabilities
|
13,432
|
37,177
|
35,193
|
|||||||||
Net cash provided by (used in) operating activities
|
(20,571
|
)
|
129,507
|
(74,174
|
)
|
|||||||
Cash flows from investing activities:
|
||||||||||||
Proceeds from sale of property, equipment, and operating lease equipment
|
21,923
|
2,791
|
1,705
|
|||||||||
Purchases of property, equipment and operating lease equipment
|
(23,182
|
)
|
(11,513
|
)
|
(7,009
|
)
|
||||||
Cash used in acquisitions, net of cash acquired
|
-
|
(27,034
|
)
|
(15,035
|
)
|
|||||||
Net cash used in investing activities
|
(1,259
|
)
|
(35,756
|
)
|
(20,339
|
)
|
||||||
Cash flows from financing activities:
|
||||||||||||
Borrowings of non-recourse and recourse notes payable
|
114,105
|
66,403
|
141,369
|
|||||||||
Repayments of non-recourse and recourse notes payable
|
(99,991
|
)
|
(74,328
|
)
|
(31,880
|
)
|
||||||
Repurchase of common stock
|
(13,608
|
)
|
(6,948
|
)
|
(14,425
|
)
|
||||||
Repayments of financing of acquisitions
|
-
|
(556
|
)
|
(5,763
|
)
|
|||||||
Net borrowings (repayments) on floor plan facility
|
46,670
|
(34,373
|
)
|
11,333
|
||||||||
Net cash provided by (used in) financing activities
|
47,176
|
(49,802
|
)
|
100,634
|
||||||||
Effect of exchange rate changes on cash
|
470
|
(618
|
)
|
294
|
||||||||
Net increase in cash and cash equivalents
|
25,816
|
43,331
|
6,415
|
|||||||||
Cash and cash equivalents, beginning of period
|
129,562
|
86,231
|
79,816
|
|||||||||
Cash and cash equivalents, end of period
|
$
|
155,378
|
$
|
129,562
|
$
|
86,231
|
Year Ended March 31,
|
||||||||||||
2022
|
2021
|
2020
|
||||||||||
Supplemental disclosures of cash flow information:
|
||||||||||||
Cash paid for interest
|
$
|
1,714
|
$
|
1,436
|
$
|
2,260
|
||||||
Cash paid for income taxes
|
$
|
47,143
|
$
|
31,690
|
$
|
28,356
|
||||||
Cash paid for amounts included in the measurement of lease liabilities
|
$
|
4,653
|
$
|
5,780
|
$
|
5,613
|
||||||
Schedule of non-cash investing and financing activities:
|
||||||||||||
Proceeds from sale of property, equipment, and leased equipment
|
$
|
18
|
$
|
2,045
|
$
|
-
|
||||||
Purchases of property, equipment, and operating lease equipment
|
$
|
(98
|
)
|
$
|
(372
|
)
|
$
|
(329
|
)
|
|||
Consideration for acquisitions
|
$
|
-
|
$
|
-
|
$
|
(241
|
)
|
|||||
Borrowing of non-recourse and recourse notes payable
|
$
|
58,619
|
$
|
121,826
|
$
|
114,439
|
||||||
Repayments of non-recourse and recourse notes payable
|
$
|
(32
|
)
|
$
|
(34
|
)
|
$
|
(70
|
)
|
|||
Vesting of share-based compensation
|
$
|
8,481
|
$
|
7,937
|
$
|
8,990
|
||||||
New operating lease assets obtained in exchange for lease obligations
|
$
|
2,653
|
$
|
1,146
|
$
|
6,035
|
Common Stock
|
Additional
Paid-In
|
Treasury
|
Retained
|
Accumulated
Other
Comprehensive
|
||||||||||||||||||||||||
Shares
|
Par Value
|
Capital
|
Stock
|
Earnings
|
Income
|
Total
|
||||||||||||||||||||||
Balance, April 1, 2019
|
27,222
|
$
|
143
|
$
|
137,243
|
$
|
(53,999
|
)
|
$
|
341,137
|
$
|
(271
|
)
|
$
|
424,253
|
|||||||||||||
Issuance of restricted stock awards
|
186
|
1
|
-
|
-
|
-
|
-
|
1
|
|||||||||||||||||||||
Share-based compensation
|
-
|
-
|
7,954
|
-
|
-
|
-
|
7,954
|
|||||||||||||||||||||
Repurchase of common stock
|
(408
|
)
|
-
|
-
|
(14,425
|
)
|
-
|
-
|
(14,425
|
)
|
||||||||||||||||||
Net earnings
|
-
|
-
|
-
|
-
|
69,082
|
-
|
69,082
|
|||||||||||||||||||||
Foreign currency translation adjustment
|
-
|
-
|
-
|
-
|
-
|
(720
|
)
|
(720
|
)
|
|||||||||||||||||||
Balance, March 31, 2020
|
27,000
|
$
|
144
|
$
|
145,197
|
$
|
(68,424
|
)
|
$
|
410,219
|
$
|
(991
|
)
|
$
|
486,145
|
|||||||||||||
Issuance of restricted stock awards
|
200
|
1
|
-
|
-
|
-
|
-
|
1
|
|||||||||||||||||||||
Share-based compensation
|
-
|
-
|
7,169
|
-
|
-
|
-
|
7,169
|
|||||||||||||||||||||
Repurchase of common stock
|
(194
|
)
|
-
|
-
|
(6,948
|
)
|
-
|
-
|
(6,948
|
)
|
||||||||||||||||||
Net earnings
|
-
|
-
|
-
|
-
|
74,397
|
-
|
74,397
|
|||||||||||||||||||||
Foreign currency translation adjustment
|
-
|
-
|
-
|
-
|
-
|
1,646
|
1,646
|
|||||||||||||||||||||
Balance, March 31, 2021
|
27,006
|
$
|
145
|
$
|
152,366
|
$
|
(75,372
|
)
|
$
|
484,616
|
$
|
655
|
$
|
562,410
|
||||||||||||||
Issuance of restricted stock awards
|
163
|
1
|
-
|
-
|
-
|
-
|
1
|
|||||||||||||||||||||
Share-based compensation
|
-
|
-
|
7,114
|
-
|
-
|
-
|
7,114
|
|||||||||||||||||||||
Repurchase of common stock
|
(283
|
)
|
-
|
-
|
(13,608
|
)
|
-
|
-
|
(13,608
|
)
|
||||||||||||||||||
Stock split effected in the form of a dividend
|
135
|
-
|
-
|
(135
|
)
|
-
|
-
|
|||||||||||||||||||||
Retirement of treasury stock
|
(11
|
)
|
-
|
82,246
|
(82,235
|
)
|
-
|
-
|
||||||||||||||||||||
Net earnings
|
-
|
-
|
-
|
-
|
105,600
|
-
|
105,600
|
|||||||||||||||||||||
Foreign currency translation adjustment
|
-
|
-
|
-
|
-
|
-
|
(779
|
)
|
(779
|
)
|
|||||||||||||||||||
Balance, March 31, 2022
|
26,886
|
$
|
270
|
$
|
159,480
|
$
|
(6,734
|
)
|
$
|
507,846
|
$
|
(124
|
)
|
$
|
660,738
|
● |
Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity can access at the measurement date.
|
● |
Level 2 – Inputs other than quoted prices included within Level 1, such as quoted prices for similar assets or liabilities in active markets, that are
observable for the asset or liability, either directly or indirectly.
|
● |
Level 3 – Unobservable inputs for the asset or liability. The fair values are determined based on model-based techniques such as discounted cash flow models
using inputs that we could not corroborate with market data.
|
March 31,
|
||||||||||||
2022
|
2021
|
2020
|
||||||||||
Current (included in deferred revenue)
|
$
|
85,826
|
$
|
72,299
|
$
|
54,486
|
||||||
Non-current (included in other liabilities)
|
$
|
30,086
|
$
|
26,042
|
$
|
16,395
|
|
$
|
45,471
|
||
|
20,021
|
|||
|
7,064
|
|||
|
1,518
|
|||
|
357
|
|||
Total remaining performance obligations
|
$
|
74,431
|
Year Ended March 31,
|
||||||||
2022
|
2021
|
|||||||
Net sales
|
$
|
14,943
|
$
|
27,196
|
||||
Cost of sales
|
12,478
|
17,855
|
||||||
Gross profit
|
$
|
2,465
|
$
|
9,341
|
Year Ended March 31,
|
||||||||
2022
|
2021
|
|||||||
Interest income on sales-type leases
|
$
|
3,904
|
$
|
7,602
|
||||
Lease income on operating leases
|
$
|
24,711
|
$
|
15,864
|
March 31, 2022
|
Notes
Receivable
|
Lease
Receivables
|
Financing
Receivables
|
|||||||||
Gross receivables
|
$
|
80,517
|
$
|
38,788
|
$
|
119,305
|
||||||
Unguaranteed residual value (1)
|
-
|
9,141
|
9,141
|
|||||||||
Unearned income
|
(2,728
|
)
|
(3,604
|
)
|
(6,332
|
)
|
||||||
Allowance for credit losses (2)
|
(708
|
)
|
(681
|
)
|
(1,389
|
)
|
||||||
Total, net
|
$
|
77,081
|
$
|
43,644
|
$
|
120,725
|
||||||
Reported as:
|
||||||||||||
Current
|
$
|
45,415
|
$
|
16,077
|
$
|
61,492
|
||||||
Long-term
|
31,666
|
27,567
|
59,233
|
|||||||||
Total, net
|
$
|
77,081
|
$
|
43,644
|
$
|
120,725
|
(1) |
Includes unguaranteed residual values of $6,424 thousand that we retained after selling the related lease receivable.
|
(2) |
Refer to Note 6, “Allowance for Credit Losses” for details.
|
March 31, 2021
|
Notes
Receivable
|
Lease
Receivables
|
Financing
Receivables
|
|||||||||
Gross receivables
|
$
|
112,641
|
$
|
68,393
|
$
|
181,034
|
||||||
Unguaranteed residual value (1)
|
-
|
14,876
|
14,876
|
|||||||||
Initial direct costs, net of amortization
|
425
|
-
|
425
|
|||||||||
Unearned income
|
-
|
(8,393
|
)
|
(8,393
|
)
|
|||||||
Allowance for credit losses (2)
|
(1,212
|
)
|
(1,171
|
)
|
(2,383
|
)
|
||||||
Total, net
|
$
|
111,854
|
$
|
73,705
|
$
|
185,559
|
||||||
Reported as:
|
||||||||||||
Current
|
$
|
73,175
|
$
|
33,097
|
$
|
106,272
|
||||||
Long-term
|
38,679
|
40,608
|
79,287
|
|||||||||
Total, net
|
$
|
111,854
|
$
|
73,705
|
$
|
185,559
|
(1) |
Includes unguaranteed residual values of $9,453 thousand that we retained after selling the related lease receivable.
|
(2) |
Refer to Note 6, “Allowance for Credit Losses” for details.
|
Year ending March 31, 2023
|
$
|
18,444
|
||
2024
|
11,267
|
|||
2025
|
6,608
|
|||
2026
|
1,881
|
|||
2027
and thereafter
|
588
|
|||
Total
|
$
|
38,788
|
March 31, 2022
|
March 31, 2021
|
|||||||
Cost of equipment under operating leases
|
$
|
13,044
|
$
|
18,748
|
||||
Accumulated depreciation
|
(7,985
|
)
|
(7,870
|
)
|
||||
Investment in operating lease equipment—net (1)
|
$
|
5,059
|
$
|
10,878
|
(1) |
Amounts include estimated unguaranteed
residual values of $1.7 million and $2.5
million as of March 31, 2022, and 2021, respectively.
|
Year ending March 31, 2023
|
$
|
2,402
|
||
2024
|
976
|
|||
2025
|
173
|
|||
Total
|
$
|
3,551
|
Year Ended March 31,
|
||||||||
Lease term and Discount Rate
|
2022
|
2021
|
||||||
Weighted average remaining lease term (months)
|
29
|
32
|
||||||
Weighted average discount rate
|
3.2
|
%
|
3.7
|
%
|
Year ending March 31, 2023
|
$
|
3,635
|
||
2024
|
1,727
|
|||
2025
|
1,301
|
|||
2026
|
322
|
|||
2027 and thereafter
|
156
|
|||
Total lease payments
|
7,141
|
|||
Less: interest
|
(271
|
)
|
||
Present value of lease liabilities
|
$
|
6,870
|
Year ended March 31, 2022
|
Year ended March 31, 2021
|
|||||||||||||||||||||||
Goodwill
|
Accumulated
Impairment
Loss
|
Net
Carrying
Amount
|
Goodwill
|
Accumulated
Impairment
Loss
|
Net
Carrying
Amount
|
|||||||||||||||||||
Beginning balance
|
$
|
135,318
|
$
|
(8,673
|
)
|
$
|
126,645
|
$
|
126,770
|
$
|
(8,673
|
)
|
$
|
118,097
|
||||||||||
Acquisitions
|
-
|
-
|
-
|
8,328
|
-
|
8,328
|
||||||||||||||||||
Foreign currency translations
|
(102
|
)
|
-
|
(102
|
)
|
220
|
-
|
220
|
||||||||||||||||
Ending balance
|
$
|
135,216
|
$
|
(8,673
|
)
|
$
|
126,543
|
$
|
135,318
|
$
|
(8,673
|
)
|
$
|
126,645
|
March 31, 2022
|
March 31, 2021
|
|||||||||||||||||||||||
Gross
Carrying
Amount
|
Accumulated
Amortization
|
Net
Carrying
Amount
|
Gross
Carrying
Amount
|
Accumulated
Amortization
|
Net
Carrying
Amount
|
|||||||||||||||||||
Customer relationships & other intangibles
|
$
|
77,224
|
$
|
(52,087
|
)
|
$
|
25,137
|
$
|
77,335
|
$
|
(42,115
|
)
|
$
|
35,220
|
||||||||||
Capitalized software development
|
10,517
|
(8,404
|
)
|
2,113
|
10,553
|
(7,159
|
)
|
3,394
|
||||||||||||||||
Total
|
$
|
87,741
|
$
|
(60,491
|
)
|
$
|
27,250
|
$
|
87,888
|
$
|
(49,274
|
)
|
$
|
38,614
|
Year ending March 31, 2023
|
$
|
8,024
|
||
2024
|
6,216
|
|||
2025
|
4,645
|
|||
2026
|
3,156
|
|||
2027
|
1,887
|
|||
2028 and thereafter
|
1,209
|
|||
Total
|
$
|
25,137
|
Accounts
Receivable
|
Notes
Receivable
|
Lease
Receivables
|
Total
|
|||||||||||||
Balance as of March 31, 2019
|
$
|
1,579
|
$
|
505
|
$
|
530
|
$
|
2,614
|
||||||||
Provision for credit losses
|
627
|
293
|
84
|
1,004
|
||||||||||||
Write-offs and other
|
(425
|
)
|
-
|
(4
|
)
|
(429
|
)
|
|||||||||
Balance as of March 31, 2020
|
1,781
|
798
|
610
|
3,189
|
||||||||||||
Provision for credit losses
|
367
|
503
|
566
|
1,436
|
||||||||||||
Write-offs and other
|
(84
|
)
|
(89
|
)
|
(5
|
)
|
(178
|
)
|
||||||||
Balance as of March 31, 2021
|
2,064
|
1,212
|
1,171
|
4,447
|
||||||||||||
Provision for credit losses
|
482
|
(312
|
)
|
(272
|
)
|
(102
|
)
|
|||||||||
Write-offs and other
|
(135
|
)
|
(192
|
)
|
(218
|
)
|
(545
|
)
|
||||||||
Balance as of March 31, 2022
|
$
|
2,411
|
$
|
708
|
$
|
681
|
$
|
3,800
|
• |
High CQR: This rating includes accounts with excellent to good business credit, asset quality and capacity to meet financial obligations. Loss rates in this
category are generally less than 1%.
|
• |
Average CQR: This rating includes accounts with average credit risk that are more susceptible to loss in the event of adverse business or economic conditions.
Loss rates in this category are generally in the range of 2% to 10%.
|
• |
Low CQR: This rating includes accounts that have marginal credit risk such that the customer’s ability to make repayment is impaired or may likely become
impaired. The loss rates in this category in the normal course are generally in the range of 10% to 100%.
|
Amortized cost basis by origination year ending March 31,
|
||||||||||||||||||||||||||||||||||||
2022
|
2021
|
2020
|
2019
|
2018
|
2017
|
Total
|
Transfers
(2)
|
Net
credit
exposure
|
||||||||||||||||||||||||||||
Notes receivable:
|
||||||||||||||||||||||||||||||||||||
High CQR
|
$
|
35,264
|
$
|
28,005
|
$
|
1,297
|
$
|
345
|
$
|
2
|
$
|
4
|
$
|
64,917
|
$
|
(30,274
|
)
|
$
|
34,643
|
|||||||||||||||||
Average CQR
|
8,922
|
2,976
|
758
|
213
|
3
|
-
|
12,872
|
(4,763
|
)
|
8,109
|
||||||||||||||||||||||||||
Low CQR
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
|||||||||||||||||||||||||||
Total
|
$
|
44,186
|
$
|
30,981
|
$
|
2,055
|
$
|
558
|
$
|
5
|
$
|
4
|
$
|
77,789
|
$
|
(35,037
|
)
|
$
|
42,752
|
|||||||||||||||||
Lease receivables:
|
||||||||||||||||||||||||||||||||||||
High CQR
|
$
|
14,549
|
$
|
5,002
|
$
|
2,499
|
$
|
902
|
$
|
50
|
$
|
11
|
$
|
23,013
|
$
|
(3,385
|
)
|
$
|
19,628
|
|||||||||||||||||
Average CQR
|
10,936
|
3,092
|
741
|
47
|
72
|
-
|
14,888
|
(347
|
)
|
14,541
|
||||||||||||||||||||||||||
Low CQR
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
|||||||||||||||||||||||||||
Total
|
$
|
25,485
|
$
|
8,094
|
$
|
3,240
|
$
|
949
|
$
|
122
|
$
|
11
|
$
|
37,901
|
$
|
(3,732
|
)
|
$
|
34,169
|
|||||||||||||||||
Total amortized cost (1)
|
$
|
69,671
|
$
|
39,075
|
$
|
5,295
|
$
|
1,507
|
$
|
127
|
$
|
15
|
$
|
115,690
|
$
|
(38,769
|
)
|
$
|
76,921
|
(1) |
Unguaranteed residual values of $6,424 thousand that we retained after selling the related lease
receivable is excluded from amortized cost..
|
(2) |
Transfers consist of receivables that have
been transferred to third-party financial institutions on a non-recourse basis and receivables that are in the process of being transferred to third-party financial institutions.
|
Amortized cost basis by origination year ending March 31,
|
||||||||||||||||||||||||||||||||
2021
|
2020
|
2019
|
2018
|
2017
|
Total
|
Transfers
(2)
|
Net
credit
exposure
|
|||||||||||||||||||||||||
Notes receivable:
|
||||||||||||||||||||||||||||||||
High CQR
|
$
|
93,793
|
$
|
6,250
|
$
|
769
|
$
|
771
|
$
|
19
|
$
|
101,602
|
$
|
(63,471
|
)
|
$
|
38,131
|
|||||||||||||||
Average CQR
|
7,689
|
2,468
|
550
|
8
|
-
|
10,715
|
(2,896
|
)
|
7,819
|
|||||||||||||||||||||||
Low CQR
|
-
|
-
|
324
|
-
|
-
|
324
|
-
|
324
|
||||||||||||||||||||||||
Total
|
$
|
101,482
|
$
|
8,718
|
$
|
1,643
|
$
|
779
|
$
|
19
|
$
|
112,641
|
$
|
(66,367
|
)
|
$
|
46,274
|
|||||||||||||||
Lease receivables:
|
||||||||||||||||||||||||||||||||
High CQR
|
$
|
28,898
|
$
|
5,885
|
$
|
1,798
|
$
|
463
|
$
|
125
|
$
|
37,169
|
$
|
(7,468
|
)
|
$
|
29,701
|
|||||||||||||||
Average CQR
|
23,445
|
3,482
|
1,017
|
270
|
40
|
28,254
|
(4,592
|
)
|
23,662
|
|||||||||||||||||||||||
Low CQR
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
||||||||||||||||||||||||
Total
|
$
|
52,343
|
$
|
9,367
|
$
|
2,815
|
$
|
733
|
$
|
165
|
$
|
65,423
|
$
|
(12,060
|
)
|
$
|
53,363
|
|||||||||||||||
Total amortized cost (1)
|
$
|
153,825
|
$
|
18,085
|
$
|
4,458
|
$
|
1,512
|
$
|
184
|
$
|
178,064
|
$
|
(78,427
|
)
|
$
|
99,637
|
(1) |
Unguaranteed residual values of $9,453 thousand that we retained after selling the related lease
receivable and initial direct costs of notes receivable of $425 thousand are excluded from amortized cost.
|
(2) |
Transfers consist of receivables that have
been transferred to third-party financial institutions on a non-recourse basis and receivables that are in the process of being transferred to third-party financial institutions.
|
31-60
Days Past
Due
|
61-90
Days Past
Due
|
> 90
Days Past
Due
|
Total
Past Due
|
Current
|
Total
Billed
|
Unbilled
|
Amortized
Cost
|
|||||||||||||||||||||||||
Notes receivable
|
$
|
187
|
$
|
37
|
$
|
23
|
$
|
247
|
$
|
5,307
|
$
|
5,554
|
$
|
72,235
|
$
|
77,789
|
||||||||||||||||
Lease receivables
|
115
|
325
|
430
|
870
|
639
|
1,509
|
36,392
|
37,901
|
||||||||||||||||||||||||
Total
|
$
|
302
|
$
|
362
|
$
|
453
|
$
|
1,117
|
$
|
5,946
|
$
|
7,063
|
$
|
108,627
|
$
|
115,690
|
31-60
Days Past
Due
|
61-90
Days Past
Due
|
> 90
Days Past
Due
|
Total
Past Due
|
Current
|
Total
Billed
|
Unbilled
|
Amortized
Cost
|
|||||||||||||||||||||||||
Notes receivable
|
$
|
648
|
$
|
910
|
$
|
673
|
$
|
2,231
|
$
|
3,240
|
$
|
5,471
|
$
|
107,170
|
$
|
112,641
|
||||||||||||||||
Lease receivables
|
804
|
132
|
643
|
1,579
|
2,566
|
4,145
|
61,278
|
65,423
|
||||||||||||||||||||||||
Total
|
$
|
1,452
|
$
|
1,042
|
$
|
1,316
|
$
|
3,810
|
$
|
5,806
|
$
|
9,616
|
$
|
168,448
|
$
|
178,064
|
March 31,
2022
|
March 31,
2021
|
|||||||
Furniture, fixtures and equipment
|
$
|
28,640
|
$
|
26,612
|
||||
Leasehold improvements
|
7,615
|
6,918
|
||||||
Capitalized software
|
3,822
|
4,153
|
||||||
Vehicles
|
476
|
546
|
||||||
Total assets
|
40,553
|
38,229
|
||||||
Accumulated depreciation and amortization
|
(32,642
|
)
|
(30,841
|
)
|
||||
Property and equipment - net
|
$
|
7,911
|
$
|
7,388
|
Recourse notes
payable
|
Non-recourse
notes payable
|
|||||||
Year ended March 31, 2023
|
$
|
7,848
|
$
|
17,315
|
||||
2024
|
6,207
|
2,696
|
||||||
2025
|
-
|
961
|
||||||
2026
|
-
|
584
|
||||||
Total maturities
|
$
|
14,055
|
$
|
21,556
|
2022
|
2021
|
2020
|
||||||||||
Net earnings attributable to common shareholders - basic and diluted
|
$
|
105,600
|
$
|
74,397
|
$
|
69,082
|
||||||
Basic and diluted common shares outstanding:
|
||||||||||||
Weighted average common shares outstanding — basic
|
26,638
|
26,674
|
26,654
|
|||||||||
Effect of dilutive shares
|
228
|
160
|
176
|
|||||||||
Weighted average shares common outstanding — diluted
|
26,866
|
26,834
|
26,830
|
|||||||||
Earnings per common share - basic
|
$
|
3.96
|
$
|
2.79
|
$
|
2.59
|
||||||
Earnings per common share - diluted
|
$
|
3.93
|
$
|
2.77
|
$
|
2.57
|
Number of
Shares
|
Weighted Average
Grant-date Fair Value
|
|||||||
Nonvested April 1, 2021
|
366,756
|
$
|
37.49
|
|||||
Granted
|
170,038
|
$
|
46.56
|
|||||
Vested
|
(185,716
|
)
|
$
|
39.19
|
||||
Forfeited
|
(7,272
|
)
|
$
|
34.07
|
||||
Nonvested March 31, 2022
|
343,806
|
$
|
41.01
|
Year Ended March 31,
|
||||||||||||
2022
|
2021
|
2020
|
||||||||||
Income tax expense computed at the U.S. statutory federal rate
|
$
|
30,845
|
$
|
22,450
|
$
|
20,182
|
||||||
State income tax expense—net of federal benefit
|
8,937
|
6,941
|
5,659
|
|||||||||
Non-deductible executive compensation
|
1,749
|
2,052
|
613
|
|||||||||
Other
|
(247
|
)
|
1,066
|
423
|
||||||||
Provision for income taxes
|
$
|
41,284
|
$
|
32,509
|
$
|
26,877
|
||||||
Effective income tax rate
|
28.1
|
%
|
30.4
|
%
|
28.0
|
%
|
Year Ended March 31,
|
||||||||||||
2022
|
2021
|
2020
|
||||||||||
Current:
|
||||||||||||
Federal
|
$
|
32,309
|
$
|
26,054
|
$
|
19,367
|
||||||
State
|
11,681
|
9,882
|
9,520
|
|||||||||
Foreign
|
894
|
770
|
200
|
|||||||||
Total current expense
|
44,884
|
36,706
|
29,087
|
|||||||||
Deferred:
|
||||||||||||
Federal
|
(3,289
|
)
|
(3,067
|
)
|
(492
|
)
|
||||||
State
|
(370
|
)
|
(1,096
|
)
|
(1,799
|
)
|
||||||
Foreign
|
59
|
(34
|
)
|
81
|
||||||||
Total deferred benefit
|
(3,600
|
)
|
(4,197
|
)
|
(2,210
|
)
|
||||||
Provision for income taxes
|
$
|
41,284
|
$
|
32,509
|
$
|
26,877
|
March 31,
|
||||||||
2022
|
2021
|
|||||||
Deferred tax assets:
|
||||||||
Accrued vacation
|
$
|
2,391
|
$
|
2,537
|
||||
Deferred revenue
|
5,090
|
4,227
|
||||||
Allowance for credit losses
|
951
|
1,048
|
||||||
Restricted stock
|
616
|
772
|
||||||
Other deferred tax assets
|
743
|
1,552
|
||||||
Accrued bonus
|
2,532
|
2,277
|
||||||
Lease liabilities
|
1,857
|
2,476
|
||||||
Other credits and carryforwards
|
249
|
-
|
||||||
Gross deferred tax assets
|
14,429
|
14,889
|
||||||
Less: valuation allowance
|
(250
|
)
|
-
|
|||||
Net deferred tax assets
|
14,179
|
14,889
|
||||||
Deferred tax liabilities:
|
||||||||
Property and equipment
|
(2,295
|
)
|
(2,391
|
)
|
||||
Operating leases
|
(2,759
|
)
|
(6,948
|
)
|
||||
Prepaid expenses
|
(887
|
)
|
(912
|
)
|
||||
Right-of-use assets
|
(1,869
|
)
|
(2,419
|
)
|
||||
Tax deductible goodwill
|
(1,319
|
)
|
(751
|
)
|
||||
Total deferred tax liabilities
|
(9,129
|
)
|
(13,421
|
)
|
||||
Net deferred tax asset
|
$
|
5,050
|
$
|
1,468
|
Fair Value Measurement Using
|
||||||||||||||||
Recorded
Amount
|
Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
|
Significant Other
Observable Inputs
(Level 2)
|
Significant
Unobservable
Inputs (Level 3)
|
|||||||||||||
March 31, 2022
|
||||||||||||||||
Assets:
|
||||||||||||||||
Money market funds
|
$
|
18,138
|
$
|
18,138
|
$
|
-
|
$
|
-
|
||||||||
March 31, 2021
|
||||||||||||||||
Assets:
|
||||||||||||||||
Money market funds
|
$
|
45,134
|
$
|
45,134
|
$
|
-
|
$
|
-
|
Acquisition Date
Amount
|
||||
Accounts receivable
|
$
|
14,526
|
||
Other assets
|
3,344
|
|||
Identified intangible assets
|
14,280
|
|||
Accounts payable and other current liabilities
|
(11,424
|
)
|
||
Performance obligations
|
(2,020
|
)
|
||
Total identifiable net assets
|
18,706
|
|||
Goodwill
|
8,328
|
|||
Total purchase consideration
|
$
|
27,034
|
Year Ended March 31,
|
||||||||||||
2022
|
2021
|
2020
|
||||||||||
Customer end market:
|
||||||||||||
Telecom, Media & Entertainment
|
$
|
502,408
|
$
|
371,913
|
$
|
289,958
|
||||||
Technology
|
250,485
|
251,683
|
324,239
|
|||||||||
State and local government and educational institutions
|
241,769
|
245,919
|
243,092
|
|||||||||
Healthcare
|
270,481
|
200,067
|
233,894
|
|||||||||
Financial Services
|
155,160
|
198,761
|
191,679
|
|||||||||
All others
|
312,733
|
239,611
|
247,276
|
|||||||||
Net sales
|
1,733,036
|
1,507,954
|
1,530,138
|
|||||||||
Less: Revenue from financing and other
|
(14,943
|
)
|
(23,850
|
)
|
(15,631
|
)
|
||||||
Revenue from contracts with customers
|
$
|
1,718,093
|
$
|
1,484,104
|
$
|
1,514,507
|
||||||
Year Ended March 31,
|
||||||||||||
2022
|
2021
|
2020
|
||||||||||
Vendor:
|
||||||||||||
Cisco Systems
|
$
|
672,821
|
$
|
537,041
|
$
|
607,719
|
||||||
Dell EMC
|
148,782
|
107,336
|
84,939
|
|||||||||
Juniper Networks
|
92,965
|
91,946
|
68,339
|
|||||||||
HP Inc. & HPE
|
56,171
|
59,838
|
71,802
|
|||||||||
Arista Networks
|
44,280
|
51,789
|
75,281
|
|||||||||
NetApp
|
91,948
|
58,020
|
59,812
|
|||||||||
All others
|
626,069
|
601,984
|
562,246
|
|||||||||
Net sales
|
1,733,036
|
1,507,954
|
1,530,138
|
|||||||||
Less: Revenue from financing and other
|
(14,943
|
)
|
(23,850
|
)
|
(15,631
|
)
|
||||||
Revenue from contracts with customers
|
$
|
1,718,093
|
$
|
1,484,104
|
$
|
1,514,507
|
Year Ended March 31,
|
||||||||||||
2022
|
2021
|
2020
|
||||||||||
Net sales:
|
||||||||||||
US
|
$
|
1,716,525
|
$
|
1,476,466
|
$
|
1,508,329
|
||||||
Non US
|
104,494
|
91,857
|
80,075
|
|||||||||
Total
|
$
|
1,821,019
|
$
|
1,568,323
|
$
|
1,588,404
|
||||||
March 31,
|
||||||||||||
2022
|
2021
|
|||||||||||
Long-lived tangible assets:
|
||||||||||||
US
|
$
|
21,837
|
$
|
33,504
|
||||||||
Non US
|
716
|
931
|
||||||||||
Total
|
$
|
22,553
|
$
|
34,435
|
Balance at
Beginning of
Period
|
Charged to
Costs and
Expenses
|
Deductions/
Write-Offs
|
Balance at End
of Period
|
|||||||||||||
Allowance for sales returns: (1)
|
||||||||||||||||
Year ended March 31, 2020
|
852
|
2,678
|
(2,492
|
)
|
1,038
|
|||||||||||
Year ended March 31, 2021
|
1,038
|
2,909
|
(2,758
|
)
|
1,189
|
|||||||||||
Year ended March 31, 2022
|
1,189
|
2,158
|
(2,101
|
)
|
1,246
|
|||||||||||
Allowance for credit losses:
|
||||||||||||||||
Year ended March 31, 2020
|
2,614
|
1,004
|
(429
|
)
|
3,189
|
|||||||||||
Year ended March 31, 2021
|
3,189
|
1,436
|
(178
|
)
|
4,447
|
|||||||||||
Year ended March 31, 2022
|
4,447
|
(102
|
)
|
(545
|
)
|
3,800
|
||||||||||
Valuation for deferred taxes:
|
||||||||||||||||
Year ended March 31, 2020
|
1,065
|
320
|
-
|
1,385
|
||||||||||||
Year ended March 31, 2021
|
1,385
|
-
|
(1,385
|
)
|
-
|
|||||||||||
Year ended March 31, 2022
|
-
|
250
|
-
|
250
|
(1) |
These amounts represent the gross profit effect of sales returns during the respective years. Expected merchandise returns after year-end for sales made before year-end were $7.8 million, $7.4 million, and $6.5 million as of March 31, 2022, 2021, and 2020, respectively.
|
• |
the business combination or the transaction which resulted in the stockholder becoming an interested stockholder was approved by the board of directors of the corporation before such stockholder became an interested stockholder;
|
• |
upon consummation of the transaction that resulted in such stockholder becoming an interested stockholder, the interested stockholder owned at least 85% of the voting stock of the corporation outstanding at the time the transaction
commenced, excluding for purposes of determining the voting stock outstanding (but not the outstanding voting stock owned by the interested stockholder) those shares owned (a) by directors who are also officers and (b) by employee stock
plans in which the employees do not have a confidential right to tender stock held by the plan in a tender or exchange offer; or
|
• |
after such stockholder becomes an interested stockholder, the business combination is approved by the board of directors of the corporation and authorized at a meeting, and not by written consent, by two-thirds of the outstanding voting
stock which is not owned by the interested stockholder.
|
• |
Election of Directors and Vacancies. The Amended and Restated
Certificate of Incorporation and our Amended and Restated Bylaws contain provisions that establish specific procedures for appointing and removing members of the board of directors. Vacancies and newly created directorships on our board
of directors may be filled only by a majority of the directors then serving on the board.
|
• |
Requirements for Advance Notification of Stockholder Nominations and Proposals. The Amended and Restated Bylaws establish advance notice procedures with respect to stockholder proposals and the nomination of candidates for election as directors.
|
• |
Undesignated Preferred Stock. The ability to authorize undesignated
preferred stock will make it possible for our board of directors to issue preferred stock with super voting, special approval, dividend or other rights or preferences on a discriminatory basis that could impede the success of any attempt
to acquire us.
|
• |
No Cumulative Voting. The Amended and Restated Certificate of
Incorporation and Amended and Restated Bylaws do not provide for cumulative voting in the election of directors. Cumulative voting allows a minority stockholder to vote a portion or all of its shares for one or more candidates for seats
on the board of directors. Without cumulative voting, a minority stockholder will not be able to gain as many seats on the board of directors based on the number of shares of stock the stockholder holds as the stockholder would be able to
gain if cumulative voting were permitted. The absence of cumulative voting makes it more difficult for a minority stockholder to gain a seat on the board of directors to influence the board of director’s decision regarding a takeover.
|
1. |
I have reviewed this annual report on Form 10-K of ePlus inc.;
|
2. |
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;
|
3. |
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and
for, the periods presented in this report;
|
4. |
The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting
(as defined in Exchange Act Rules 13a-15(f) and 15d-15 (f)) for the registrant and have:
|
a) |
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b) |
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and
the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c) |
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by
this report based on such evaluation; and
|
d) |
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report)
that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5. |
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of
directors (or persons performing the equivalent functions):
|
a) |
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and
report financial information; and
|
b) |
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/s/ MARK P. MARRON
|
|
Mark P. Marron
|
|
Chief Executive Officer
|
|
(Principal Executive Officer)
|
1. |
I have reviewed this annual report on Form 10-K of ePlus inc.;
|
2. |
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;
|
3. |
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and
for, the periods presented in this report;
|
4. |
The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting
(as defined in Exchange Act Rules 13a-15(f) and 15d-15 (f)) for the registrant and have:
|
a) |
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b) |
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and
the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c) |
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by
this report based on such evaluation; and
|
d) |
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report)
that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5. |
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of
directors (or persons performing the equivalent functions):
|
a) |
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and
report financial information; and
|
b) |
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/s/ ELAINE D. MARION
|
|
Elaine D. Marion
|
|
Chief Financial Officer
|
|
(Principal Financial Officer)
|
a) |
the Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
|
b) |
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of ePlus inc.
|
/s/ MARK P. MARRON
|
|
Mark P. Marron Chief Executive Officer
|
|
(Principal Executive Officer)
|
|
/s/ ELAINE D. MARION
|
|
Elaine D. Marion Chief Financial Officer
|
|
(Principal Financial Officer)
|