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| DTST > SEC Filings for DTST > Form 8-K on 30-May-2012 | All Recent SEC Filings |
30-May-2012
Other Events, Financial Statements and Exhibits
On May 16, 2012, Data Storage Corporation, a Nevada corporation (the "Company") and 2059904 Ontario Inc., a Canadian corporation (the "Seller") entered into a term sheet (the "Term Sheet"), setting forth the acquisition by the Company of eighty percent (80%) of all of the issued and outstanding equity interests (including but not limited to any issued and outstanding warrants) (the "80% Interest") of e-ternity Business Continuity Consultants, Inc., a Canadian corporation ("e-ternity").
Pursuant to the Term Sheet, the Company has agreed, subject to a satisfactory due diligence review, to acquire the 80% Interest for a purchase price of $2,000,000 payable in the following manner (i) $1,600,000 in cash and (ii) $400,000 in the Company's common stock based on a per share value of $0.85. At the closing of the transaction (the "Closing"), e-ternity will receive $1,000,000, to be apportioned as to $800,000 in cash and $200,000 in the Company's common stock. The remaining $1,000,000 shall also be apportioned as to $800,000 in cash and $200,000 in the Company's common stock and shall be payable on the one year anniversary of the Closing, based upon e-ternity achieving certain revenue and gross profit margins. The Closing is expected to occur within 90 days of the signing of the Term Sheet.
In addition, the Company will be granted a call option by all the holders of the remaining twenty percent (20%) of e-ternity's issued and outstanding equity interests (the "20% Interest") to acquire the 20% Interest within two years, but not earlier than one year following the Closing.
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 Term Sheet attached as an exhibit to this Current Report on Form 8-K.
(d) Exhibits
Exhibit Number Description
99.1 Term Sheet
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