8-K: Current report filing
Published on March 3, 2010
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 11,
2010
DATA STORAGE
CORPORATION
(Exact
name of registrant as specified in its charter)
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Nevada
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333-148167
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98-0530147
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(State
or other Jurisdiction of
Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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401
Merrick Avenue,
Westbury, NY
11590
(Address
of principal executive offices)
(212)
564-4922
(Telephone
number, including area code)
Copies
to:
Richard
I. Anslow, Esq.
Anslow
& Jaclin, LLP
195
Rt. 9 South
Manalapan,
NJ, 07726
Tel.:
(732) 409-1212
Fax.:
(732) 577-1188
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):
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
5.02 Entry
into Material Definitive Agreement
On
February 11, 2010, Data Storage Corporation (the “Company”) and SafeData, LLC, a
Delaware Limited Liability Company (“SafeData”) entered into a term sheet (the
“Term Sheet”); setting forth the Company’s acquisition of certain assets of
SafeData.
Pursuant
to the Term Sheet, the Company has agreed, subject to a satisfactory due
diligence review, certain assets of SafeData in an asset purchase transaction.
The purchase price of the assets of SafeData is $3,000,000 payable in the
following manner (i) $2,500,000 in cash and $500,000 in the Company’s common
stock based on a per share price of $0.50. A portion of the cash payment equal
to $1,800,000 would be payable upon the closing of the transaction; (ii)
$700,000 shall be paid by the Company on the one year anniversary of
the closing based on certain renewal rates related to the acquired business. The
closing of the transaction is expected to occur within 75 days of the signing of
the Term Sheet.
The
foregoing description of the Term Sheet is not intended to be complete and is
qualified in its entirety by the complete text of the agreement attached as an
exhibit to this Current Report on Form 8-K.
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(d)
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Exhibits
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| Exhibit Number Description | |
| 10.1 Term Sheet | |
SIGNATURES
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 thereunto
duly authorized.
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Dated:
March 3, 2010
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DATA
STORAGE CORPORATION
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By:
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/s/
Charles M. Piluso
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CHARLES
M. PILUSO
President
& Chief Executive Officer
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