DATA STORAGE CORPORATION (OTCMKTS:DTST) Files An 8-K Entry into a Material Definitive Agreement

DATA STORAGE CORPORATION (OTCMKTS:DTST) Files An 8-K Entry into a Material Definitive Agreement

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Item 1.01 Entry Into A Material Definitive Agreement

Item 2.01 Completion or Acquisition or Disposition of
Assets

On October 25, 2016, Data Storage Corporation (the Company),
through its wholly-owned subsidiary (the Subsidiary), entered
into and closed two Asset Purchase Agreements (collectively, the
Purchase Agreements) with ABC Services Inc. (ABC I), a New York
corporation, and ABC Services II Inc. (ABC II and collectively
with ABC I, ABC), a New York Corporation, to which the Subsidiary
purchased certain assets from ABC, including tangible assets and
service agreements, in consideration of an aggregate 64,669,936
shares of common stock of the Company (the Shares). The Closing
occurred on October 25, 2016. In the event that the audits of ABC
I or ABC II for the fiscal year ended December 31, 2015 provide
that either ABC I or ABC II have generated less than $2,000,000
in revenue, then such entity’s respective Shares will be reduced
by the proportionate amount of such shortfall.

In addition, on October 25, 2016 (the Effective Date), the
Company entered into three Conversion Agreements with three
affiliates (collectively, the Affiliates) of the Company to which
the Company and the Affiliates agreed to convert an aggregate of
$2,678,124.28 in debt owed by the Company to the Affiliates into
shares of common stock of the Company at a conversion price of
$0.10 per share (the Conversion Price) resulting in the issuance
of an aggregate of 26,781,242 shares of common stock of the
Company to the Affiliates. Specifically, the Company and Charles
Piluso converted $1,802,521.08 into 18,025,210, the Company, John
Coghlan converted $138,822 into 1,388,220 shares of common stock
of the Company and the Company and Clifford Stein converted
$736,781.20 into 7,367,812 shares of common stock of the Company.
At the end of the 90 day period following the Effective Date, if
the average closing price during any ten (10) day period during
the 90 day period is greater than $0.10 per share (the Adjusted
Conversion Price), then the Conversion Price will be adjusted to
equal the Adjusted Conversion Price; provided, however, that the
Adjusted Conversion Price will have a ceiling of $0.20 per share,
whereby if the 10 day average closing price is greater than $0.20
per share during the 90 day period, then the Conversion Price
will be adjusted to equal $0.20 per share. There will only be one
adjustment.

The foregoing information is a summary of each of the agreements
involved in the transactions described above, is not complete,
and is qualified in its entirety by reference to the full text of
those agreements, each of which is attached an exhibit to this
Current Report on Form 8-K.Readers should review those agreements
for a complete understanding of the terms and conditions
associated with this transaction.

Item3.02. Unregistered Sales of Equity
Securities

The information contained in Item1.01 is hereby incorporated by
reference into this Item3.02. The shares of common stock issued
as part of the Purchase Agreements and Conversion Agreements will
be issued to exemptions from registration provided by Section4(2)
and/or Regulation D of the 1933 Securities Act, as amended.

Item 5.01. Changes in Control of the Registrant

The disclosure set forth in Item 1.01 of this Current Report on
Form 8-K is incorporated by reference into this Item5.01 .

Item 9.01 Financial Statements and Exhibits

(a) Financial Statements of Businesses Acquired

Audited Consolidated Financial Statements for ABC Services Inc.,
and ABC Services II Inc.for the years ended December 31, 2015 and
December 31, 2014

Unaudited Consolidated Financial Statements for ABC Services
Inc., and ABC Services II Inc.for the nine months ended September
30, 2016

(b) Pro-Forma Financial Information

Pro Forma Financial Information for Data Storage Corporation and
Subsidiaries.

(d) List of Exhibits

Exhibit No. Description of Exhibit
10.1 Asset Purchase Agreement by and between ABC Services Inc.,
and Data Storage Corporation Inc. and Data Storage
Corporation as of October 25, 2016 (1)
10.2 Asset Purchase Agreement by and between ABC Services II Inc.,
and Data Storage Corporation Inc. and Data Storage
Corporation as of October 25, 2016 (1)
10.3 Conversion Agreement by and between Data Storage Corporation
and Charles M. Piluso dated October 25, 2016 (1)
10.4 Conversion Agreement by and between Data Storage Corporation
and John F. Coghlan dated October 25, 2016 (1)
10.5 Conversion Agreement by and between Data Storage Corporation
and Clifford Stein dated October 25, 2016(1)
99.1 Audited Consolidated Financial Statements for ABC Services,
Inc. for the years ended December 31, 2015 and 2014
99.2 Audited Consolidated Financial Statements for ABC Services
II, Inc. for the years ended December 31, 2015 and 2014
99.3 Unaudited Consolidated Financial Statements for ABC Services,
Inc. for the nine months ended September 30, 2016
99.4 Unaudited Consolidated Financial Statements for ABC Services
II, Inc. for the nine months ended September 30, 2016
99.5 Pro Forma Financial Information for Data Storage Corporation
and Subsidiaries.

(1) Incorporated by reference to the Form 8-K Current Report
filed with the Securities Exchange Commission on October 31,
2016.


About DATA STORAGE CORPORATION (OTCMKTS:DTST)

Data Storage Corporation (DSC) is a cloud storage and cloud computing company, which provides data protection, disaster recovery, business continuity and compliance solutions that assist organizations in protecting their data, minimizing downtime and ensuring regulatory compliance. The Company focuses on its infrastructure, disaster recovery, and e-mail archival and compliance solutions. The Company’s e-mail archival and data analysis software is Message Logic. DSC provides recovery clouds for managed service providers. Its solutions include Infrastructure-as-a-Service, data backup, recovery and restore, high availability data replication services; e-mail archive and compliance for compliance officer alerts and e-discovery; continuous data protection; data de-duplication, and virtualized system recovery. DSC offers continuous data protection (CDP), delta block processing, data de-duplication and volume protection.

DATA STORAGE CORPORATION (OTCMKTS:DTST) Recent Trading Information

DATA STORAGE CORPORATION (OTCMKTS:DTST) closed its last trading session down -0.0037 at 0.0963 with 400 shares trading hands.

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