Data Storage Corp. Files S-1/A Amendment

TL;DR

Data Storage Corp. (DSCR) filed an S-1/A, updating its registration. Watch for potential stock moves.

AI Summary

Data Storage Corp. filed an S-1/A amendment on June 11, 2024, for its registration statement. The company, previously known as Euro Trend Inc. until November 30, 2007, is incorporated in Nevada and headquartered in Melville, New York. This filing relates to SEC Act of 1933, with registration number 333-253056.

Why It Matters

This S-1/A filing indicates Data Storage Corp. is updating its registration statement, which could be a precursor to a new offering or significant corporate action.

Risk Assessment

Risk Level: medium — S-1/A filings often precede significant corporate events like stock offerings, which can introduce volatility and risk.

Key Numbers

• 333-253056 — SEC Registration Number (Identifies the specific registration statement being amended.)
• 20240611 — Filing Date (The date the amendment was filed with the SEC.)

Key Players & Entities

• Data Storage Corp. (company) — Registrant
• Euro Trend Inc. (company) — Former company name
• June 11, 2024 (date) — Filing date
• 333-253056 (registration_number) — SEC registration number
• Charles M. Piluso (person) — Chief Executive Officer
• Leslie Marlow, Esq. (person) — Legal counsel

FAQ

Key Financial Figures

• $0.001 — hares”) of common stock par value $0.001 per share (the “Common Stock&rdqu
• $6.60 — price of our Common Stock on Nasdaq was $6.60 per share. Investing in our securities
• $7.425 — e to purchase shares of Common Stock at $7.425 per share. The exercise price and the n
• $9.1 m — ’s Warrants will be approximately $9.1 million, assuming all of the Warrants and
• $14.4 m — t tangible book value was approximately $14.4 million, or approximately $2.08 per share
• $2.08 — imately $14.4 million, or approximately $2.08 per share. Assuming the cash exercise
• $9,092,729 — receipt of aggregate gross proceeds of $9,092,729.25, our as adjusted net tangible book v
• $23.5 m — ook value would have been approximately $23.5 million, or $2.88 per share at March 31,
• $2.88 — ve been approximately $23.5 million, or $2.88 per share at March 31, 2024. This repre

Filing Documents

• e5730_s1a.htm (S-1/A) — 333KB
• e5730_ex23-1.htm (EX-23.1) — 3KB
• image_001.jpg (GRAPHIC) — 4KB
• image_002.jpg (GRAPHIC) — 4KB
• image_003.jpg (GRAPHIC) — 4KB
• 0001731122-24-000931.txt ( ) — 353KB

USE OF PROCEEDS

USE OF PROCEEDS 6 MARKET FOR OUR COMMON STOCK 7

DILUTION

DILUTION 8 PLAN OF DISTRIBUTION 10

DESCRIPTION OF SECURITIES BEING REGISTERED

DESCRIPTION OF SECURITIES BEING REGISTERED 10 DESCRIPTION OF OUR CAPITAL STOCK 11 MATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS TO NON-U.S. HOLDERS 14 LEGAL MATTERS 19 EXPERTS 19 INCORPORATION OF CERTAIN INFORMATION BY REFERENCE 19 WHERE YOU CAN FIND MORE INFORMATION 20 i No dealer, salesperson or other person is authorized to give any information or to represent anything not contained in this prospectus. You must not rely on any unauthorized information or representations. This prospectus is an offer to sell only the Shares of Common Stock offered hereby, but only under circumstances and in jurisdictions where it is lawful to do so. The information contained in this prospectus is current only as of its date. ABOUT THIS PROSPECTUS The post effective amendment to this registration includes exhibits that provide more detail of the matters discussed in this prospectus. You should read this prospectus and the related exhibits filed with the SEC, together with the additional information described under the heading “Where You Can Find More Information.” You should rely only on information contained in this prospectus. We have not authorized anyone to provide you with additional information or information different from that contained in this prospectus. Neither the delivery of this prospectus nor the sale of our securities means that the information contained in this prospectus is correct after the date of this prospectus. This prospectus is not an offer to sell or the solicitation of an offer to buy our securities in any circumstances under which the offer or solicitation is unlawful or in any state or other jurisdiction where the offer is not permitted. For investors outside the United States: We have not taken any action that would permit this offering or possession or distribution

Business

Business Continuity Solutions: Offers rapid recovery from system outages and disasters, ensuring minimal operational disruption. Managed Cloud Infrastructure Services: Facilitates cloud migration and provides ongoing support for software applications and technical workloads in a multi-cloud environment. Cyber Security: Delivers comprehensive security consultation, data protection, disaster recovery, and remote monitoring services, either integrated into cloud solutions or as standalone offerings. Client Engagement and Revenue Generation: The Company engages with clients through direct business development efforts and a broad distribution network, offering solutions that lower barriers to entry for disaster recovery and cloud infrastructure services. While subscription-based services constitute a significant portion of its revenue, Data Storage Corporation also generates income from the sale of equipment and software, emphasizing cybersecurity, data storage, and IBM Power systems solutions. This overview highlights Data Storage Corporation’s strategic approach to leveraging technology and expertise to meet the complex needs of its diverse client base, ensuring business continuity and security in an increasingly digital world. 1 2024 Business Update Summary In a strategic move to bolster its offerings and market presence, Data Storage Corporation successfully completed a merger with Flagship Solutions, LLC, a Florida-based provider of IBM solutions, managed services, cyber security, and cloud solutions, on May 31, 2021. This merger, formalized through an Agreement and Plan of Merger with Data Storage FL, LLC, a wholly-owned subsidiary, enhanced operational efficiencies and synergize with Data Storage Corporation’s existing IBM business segment. Key Merger Highlights: Synergistic Integration: The merger with Flagship created a unified platform that leverages both entities’ strengths in IBM solutions, managed services, and cloud-based se

Use of proceeds

Use of proceeds We will receive proceeds from the cash exercise of the Warrants and Representative’s Warrants for cash. We intend to use any net proceeds from the exercise of Warrants and Representative’s Warrants for general corporate purposes. See “ Use of Proceeds .”

Risk factors

Risk factors See “ Risk Factors ” and the other information included in this prospectus for a discussion of factors you should carefully consider before deciding to invest in our Common Stock. Market and Trading Symbol Our shares of Common Stock are traded on The Nasdaq Capital Market under the symbol “DTST.” The Warrants are listed on The Nasdaq Capital Market under the symbol “DTSTW”. Transfer agent and registrar VStock Transfer LLC 4

RISK FACTORS

RISK FACTORS Investing in our Common Stock involves a high degree of risk. You should carefully consider and evaluate all of the information contained in this prospectus and in the documents we incorporate by reference into this prospectus before you decide to purchase our shares of Common Stock. In particular, you should carefully consider and evaluate the risks and uncertainties described under the heading “Risk Factors” in our most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q, as updated by annual, quarterly and other reports and documents that we file with the SEC and incorporate by reference into this prospectus, or any prospectus, which risks could materially and adversely affect our business, results of operations and financial condition, which in turn could materially and adversely affect the value of the shares of our Common Stock offered by this prospectus. Our business, financial condition, results of operations and prospects could be materially and adversely affected by these risks. As a result, you could lose all or part of your investment. 5

USE OF PROCEEDS

USE OF PROCEEDS We estimate that our gross proceeds from this offering from the issuance of shares by us pursuant to the exercise of Warrants and Representative’s Warrants will be approximately $9.1 million, assuming all of the Warrants and Representative’s Warrants are exercised for cash on a one-for-one basis. We cannot predict when or how many of these Warrants and Representative’s Warrants will be exercised. It is possible that a significant number of these Warrants and Representative’s Warrants may expire and may never be exercised. We intend to use the proceeds of this offering for working capital and for general corporate purposes. We may temporarily invest the proceeds in short-term, interest-bearing instruments or other investment-grade securities. The precise amount and timing of the application of such net proceeds will depend upon our funding requirements and the availability and cost of other funds. Our Board and management will have considerable discretion in the application of the net proceeds from this offering, and it is possible that we may allocate the proceeds differently than investors in the offering may desire or that we may fail to maximize the return on these proceeds. You will be relying on the judgment of our management with regard to the use of proceeds from this offering, and you will not have the opportunity, as part of your investment decision, to assess whether the proceeds are being used appropriately. 6 MARKET FOR OUR COMMON STOCK Market Information On May 14, 2021, our Common Stock began trading on The Nasdaq Capital Market under the symbol of “DTST” and our Warrants began trading under the symbol “DTSTW.” Holders As of June 11, 2024, we had approximately 39 shareholders of record of our Common Stock. Dividend Policy We have never paid or declared any cash dividends on our Common Stock, and we do not anticipate paying any cash dividends on our Common Stock in the fores

DILUTION

DILUTION If you invest in our shares of Common Stock pursuant to the exercise of the Warrants or the Representative’s Warrants, your interest may be immediately and substantially diluted to the extent of the difference between the exercise price you pay per share and the pro forma net tangible book value per share of our Common Stock. Net tangible book value per share is equal to the amount of our total tangible assets, less total liabilities, divided by the number of outstanding shares of our Common Stock. As of March 31, 2024, our historical net tangible book value was approximately $14.4 million, or approximately $2.08 per share. Assuming the cash exercise of all of the remaining Warrants and Representative’s Warrants, resulting in the issuance of 1,464,610 shares of Common Stock upon the exercise of such warrants and our receipt of aggregate gross proceeds of $9,092,729.25, our as adjusted net tangible book value would have been approximately $23.5 million, or $2.88 per share at March 31, 2024. This represents an immediate increa

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View this S-1/A filing on SEC EDGAR