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): JULY 12, 2004 COMMISSION FILE NO.: 0-49628 TELEPLUS ENTERPRISES, INC. -------------------------- (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) NEVADA 98-0045023 - ------------------------------- ----------------------------------- (STATE OR OTHER JURISDICTION OF (IRS EMPLOYER IDENTIFICATION NO.) INCORPORATION OR ORGANIZATION) 465 St Jean, Suite 601 Montreal, Quebec, H2Y 2R6 -------------------------------------------------- (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (514) 344-0778 ----------------------------- (ISSUER TELEPHONE NUMBER) ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE On July 12, 2004, the Company secured $11,000,000 US in financing from Cornell Capital Partners LP. The terms of the transaction call for TelePlus to receive initial funding in the amount of $1,000,000 US payable in three (3) installments: $450,000 US payable on closing, $400,000 US payable upon filing of a registration statement and the balance of $150,000 US payable upon the registration statement becoming effective. As part of the transaction the Company also secured $10,000,000 US under a Standby Equity Agreement. The Company can draw the funds under the Standby Equity Agreement over a 24 month period based on the Company's funding requirements subject to an effective registration with the SEC. The proceeds will be used to finance existing and future acquisitions, capital expenditures, increases in inventory and for general working purposes. As of the date of this 8K, the Company has received the first installment of $450,000. Agreements pertaining to the financing arrangement will be filed as exhibits to the registration statement once filed. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS None. SIGNATURES Pursuant to the requirement of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto authorized. TELEPLUS ENTERPRISES, INC. July 16, 2004 /s/ Marius Silvasan - -------------------------------- Marius Silvasan Chief Executive Officer