Business Context and Reporting Period
Data Storage Corporation (Nevada) filed a Form 8-K Current Report on September 18, 2012. The filing discloses the entry into material definitive agreements and the unregistered sale of equity securities involving company directors.
Key Financial Metrics
The filing details a private placement transaction with the following metrics:
- Total Shares Issued: 1,666,667 shares of Common Stock.
- Price Per Share: $0.15.
- Total Consideration Raised: $250,000.
- Transaction Date: Consummated on September 19, 2012.
The filing text does not provide clear values for revenue, profit, cash flow, margins, debt, or liquidity positions outside of this specific transaction.
Material Changes
The primary material change is the increase in outstanding common stock and the infusion of $250,000 in capital. The shares were sold to Jan Burman and Charles M. Piluso (including Piluso Family Associates), both of whom are directors of the Company. The sales were executed under exemptions from registration pursuant to Section 4(2) and Regulation D of the Securities Act of 1933.
Guidance, Outlook, and Risks
The filing does not contain management commentary, forward-looking guidance, or specific risk factors beyond the standard disclosure of unregistered securities sales. No unusual items or contingencies were reported in this document.
Investor Verification Checklist
- Verify the updated total share count and potential dilution impact on existing shareholders.
- Confirm the use of proceeds from the $250,000 capital raise.
- Review the specific terms of the Stock Purchase Agreements (Exhibits 2.1, 2.2, and 2.3) for any restrictive covenants or rights granted to the directors.
- Check subsequent filings for any changes in the company's liquidity position following this transaction.