−Removed: QUANTITATIVE AND QUALITATIVE DISCLOSURES
−Removed: ABOUT MARKET RISK
−Removed: Interest Rate Sensitivity
−Removed: Interest due on the Company’s loans is
−Removed: based upon the applicable stated fixed contractual rate with the lender.
−Removed: Interest earned on DSC bank accounts is linked to the
−Removed: applicable base interest rate.
−Removed: For the years ended December 31, 2019 and 2018, DSC had interest expense, net of interest income,
−Removed: of $177,201and $98,689 respectively.
−Removed: DSC believes that its results of operations are not materially affected by changes in interest
−Removed: DSC’s exposure to market risk is confined
−Removed: to its cash and cash equivalents, all of which have maturities of less than three months and bear and pay interest in U.S.
−Removed: We do not believe interest rate changes would have a material impact on us.
−Removed: DSC does not hold any derivative instruments and does not engage
−Removed: in any hedging activities.
−Removed: CONSOLIDATED FINANCIAL STATEMENTS
−Removed: AND SUPPLEMENTARY DATA.
−Removed: Index to the Consolidated Financial Statements
+Added: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
+Added: a smaller reporting company this item is not required
+Added: CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
+Added: to the Consolidated Financial Statements
Report of Independent Registered Public Accounting Firm
4 unchanged sentences
Notes to Consolidated Financial Statements
−Removed: REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
−Removed: the Board of Directors and
−Removed: Stockholders of Data Storage Corporation and Subsidiary
−Removed: on the Financial Statements
−Removed: have audited the accompanying consolidated balance sheets of Data Storage Corporation and Subsidiary (the Company) as of December
−Removed: 31 2019 and 2018, and the related consolidated statements of operations, stockholders’
−Removed: (deficit),and cash flows for each
−Removed: of the years in the two year period ended December 31, 2019, and the related notes (collectively referred to as the consolidated
−Removed: financial statements).
−Removed: In our opinion, the consolidated financial statements present fairly, in all material respects, the financial
−Removed: position of the Company as of December 31, 2019 and 2018, and the results of its operations and its cash flows for each of the
−Removed: years in the two year period ended December 31, 2019, in conformity with accounting principles generally accepted in the United
−Removed: States of America.
−Removed: consolidated financial statements are the responsibility of the Company’s management.
−Removed: Our responsibility is to express an
−Removed: opinion on the Company’s consolidated financial statements based on our audits.
−Removed: We are a public accounting firm registered
−Removed: with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to
−Removed: the Company in accordance with the U.S.
−Removed: federal securities laws and the applicable rules and regulations of the Securities and
−Removed: Exchange Commission and the PCAOB.
−Removed: conducted our audits in accordance with the standards of the PCAOB.
−Removed: Those standards require that we plan and perform the audit
−Removed: to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether
−Removed: due to error or fraud.
−Removed: The Company is not required to have, nor were we engaged to perform, an audit of its internal control over
−Removed: financial reporting.
−Removed: As part of our audits, we are required to obtain an understanding of internal control over financial reporting,
−Removed: but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting.
+Added: OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
+Added: To the Board of Directors and
+Added: Stockholders of Data Storage Corporation and
+Added: Opinion on the Financial Statements
+Added: We have audited the accompanying balance sheets
+Added: of Data Storage Corporation and Subsidiaries (the Company) as of December 31, 2020 and 2019, and the related statements of income, stockholders’
+Added: equity, and cash flows for the years then ended, and the related notes (collectively referred to as the financial statements).
+Added: opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020
+Added: and 2019, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally
+Added: accepted in the United States of America.
+Added: Basis for Opinion
+Added: These financial statements are the responsibility
+Added: of the Company’s management.
+Added: Our responsibility is to express an opinion on the Company’s financial statements based on our
+Added: We are a public accounting firm registered with the Public Company Accounting Oversight Board (United
+Added: States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S.
+Added: federal securities laws
+Added: and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
+Added: We conducted our audits in accordance
+Added: with the standards of the PCAOB.
+Added: Those standards require that we plan and perform the audit to obtain reasonable assurance about whether
+Added: the financial statements are free of material misstatement, whether due to error or fraud.
+Added: The Company is not required to have, nor were
+Added: we engaged to perform, an audit of its internal control over financial reporting.
+Added: As part of our audits we are required to obtain an understanding
+Added: of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal
+Added: control over financial reporting.
Accordingly, we express no such opinion.
−Removed: audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether
−Removed: due to error or fraud, and performing procedures that respond to those risks.
−Removed: Such procedures included examining, on a test basis,
−Removed: evidence regarding the amounts and disclosures in the consolidated financial statements.
−Removed: Our audits also included evaluating the
−Removed: accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the
−Removed: financial statements.
+Added: Our audits included performing procedures
+Added: to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that
+Added: respond to those risks.
+Added: Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial
+Added: Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as
+Added: evaluating the overall presentation of the financial statements.
We believe that our audits provide a reasonable basis for our opinion.
−Removed: Rosenberg Rich Baker Berman, P.A.
−Removed: have served as the Company’s auditor since 2008.
+Added: Critical Audit Matters
+Added: The critical audit matters communicated below are
+Added: matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the
+Added: audit committee and that:
+Added: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially
+Added: challenging, subjective, or complex judgments.
+Added: The communication of critical audit matters does not alter in any way our opinion on the
+Added: financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions
+Added: on the critical audit matters or on the accounts or disclosures to which they relate.
+Added: As described in Notes 2 and 4 to the consolidated
+Added: financial statements, the Company’s goodwill at December 31, 2020 was $3,015,700, which arose as a result of the purchase price
+Added: of business acquisitions exceeding the estimated fair value of identified tangible and intangible assets acquired.
+Added: The Company’s intangible assets at December 31, 2020, were $455,935 which principally consist of trademarks and customer relationships.
+Added: Goodwill and intangible assets are tested for impairment
+Added: · Goodwill is tested for impairment at least annually
+Added: at the reporting unit level or more frequently when events occur, or circumstances change.
+Added: The evaluation requires a comparison of the
+Added: estimated fair value of the asset to the carrying value of the asset.
+Added: The fair value is estimated based upon discounted future cash flow
+Added: If the carrying value of the asset exceeds its fair value, an impairment charge is recorded.
+Added: · Intangible assets are tested for
+Added: impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable.
+Added: If impairment
+Added: indicators exist, the undiscounted future cash flows associated with the expected service potential of the asset are compared to the carrying
+Added: value of the asset.
+Added: If the projection of undiscounted cash flows is less than the carrying value of a intangible asset, an
+Added: impairment charge would be recorded.
+Added: The Company utilized a valuation consultant to perform
+Added: an impairment test on both goodwill and intangible assets.
+Added: There was no impairment loss identified during 2020 as a result
+Added: The determination of the future cash flows of the goodwill and intangible assets requires management to make significant
+Added: estimates and assumptions related to forecasts of future revenues, operating margins and discount rates.
+Added: As disclosed by management, changes
+Added: in these assumptions could have a significant impact on either the future cash flows and therefore, on the amount of any impairment charge.
+Added: The determination of an impairment indicator on goodwill and intangible assets requires management judgments and involves
+Added: significant assumptions.
+Added: We identified the impairment assessment of goodwill
+Added: and intangible assets as a critical audit matter.
+Added: Auditing management’s judgments regarding the evaluation of impairment indicators,
+Added: forecasts of future revenue and operating margin, and the discount rate to be applied involve a high degree of subjectivity.
+Added: How the Critical Matter Was Addressed in the Audit
+Added: The primary audit procedures we performed to address
+Added: this critical audit matter included:
+Added: · Reviewing management’s evaluation of relevant
+Added: events and circumstances to determine whether it is more likely than not that the fair value of the Company is less than its carrying
+Added: value, and then corroborate that analysis with external information and evidence obtained in other areas of the audit.
+Added: · Utilizing a firm employed valuation specialist
+Added: with the skills and knowledge to assist in:
+Added: (i) evaluating the appropriateness of the valuation techniques used in management’s
+Added: discounted cash flow model, (ii) evaluating the significant assumptions used by management including comparing with third party market
+Added: data, (iii) performing a retrospective review of forecasts to historical operating results and evaluating whether the assumptions used
+Added: were reasonable considering current information as well as future expectations as well as using additional evidence obtained in other
+Added: areas of the audit, (iv) performing recalculations of the methods utilized by management.
+Added: · Testing completeness and accuracy of the data
+Added: used in the impairment analysis.
+Added: /s/ Rosenberg Rich Baker Berman & Company, P.A.
+Added: We have served as the Company’s auditor since
+Added: Somerset, New Jersey
+Added: March 31, 2021
STORAGE CORPORATION AND SUBSIDIARIES
BALANCE SHEETS
+Added: OF DECEMBER 31,
Current Assets:
17 unchanged sentences
Line of credit
+Added: Finance leases payable
Finance leases payable related party
1 unchanged sentence
Total Current Liabilities
−Removed: Deferred Rental obligation
+Added: Note payable long term
Operating lease liabilities long term
+Added: Finance leases payable, long term
Finance leases payable related party, long term
1 unchanged sentence
Total Liabilities
−Removed: Stockholders’
+Added: Stockholders Equity:
Preferred stock, Series A par value $.001;
10 unchanged sentences
Non-controlling interest in consolidated subsidiary
−Removed: Total Stockholder’s Equity
+Added: Total Stockholders Equity
Total Liabilities and Stockholders Equity
−Removed: The accompanying
−Removed: notes are an integral part of these consolidated Financial Statements.
+Added: accompanying notes are an integral part of these consolidated Financial Statements.
STORAGE CORPORATION AND SUBSIDIARIES
STATEMENTS OF OPERATIONS
+Added: ENDED DECEMBER 31,
Cost of sales
Selling, general and administrative
−Removed: Income from Operations
+Added: (Loss) Income from Operations
Other Income (Expense)
1 unchanged sentence
Interest expense
−Removed: Other Income (Expense)
+Added: Gain on extinguishment of contingent liability
+Added: Total Other Income (Expense)
Income before provision for income taxes
1 unchanged sentence
Non-controlling interest in consolidated subsidiary
−Removed: Net Income attributable to Data Storage Corp
+Added: Net Income attributable to Data Storage Corporation
Preferred Stock Dividends
−Removed: Net Income (Loss) Attributable
−Removed: to Common Stockholders
−Removed: Earning (Loss) per Share –
−Removed: Earning (Loss) per Share –
+Added: Net Income (Loss) Attributable to Common Stockholders
+Added: Earnings (Loss) per Share –
+Added: Earnings (Loss) per Share –
Weighted Average Number of Shares - Basic
Weighted Average Number of Shares - Diluted
−Removed: The accompanying
−Removed: notes are an integral part of these consolidated Financial Statements.
+Added: accompanying notes are an integral part of these consolidated Financial Statements.
STORAGE CORPORATION AND SUBSIDIARIES
STATEMENTS OF CASH FLOWS
−Removed: Twelve Months Ended December 31,
+Added: Years Ended December 31,
Cash Flows from Operating Activities:
2 unchanged sentences
Stock based compensation
+Added: Gain on extinguishment of contingent liability
Changes in Assets and Liabilities:
1 unchanged sentence
Prepaid expenses and other current assets
−Removed: Employee loan
Right of use asset
9 unchanged sentences
Repayments of capital lease obligations
+Added: Proceeds from issuance of note payable
+Added: Repayments of finance lease obligations related party
+Added: Repayments of finance lease obligations
Cash received for the exercised of options
Advance from Credit Line
+Added: Repayment of Credit Line
Net Cash Used in Financing Activities
8 unchanged sentences
Assets acquired by finance lease
−Removed: The accompanying
−Removed: notes are an integral part of these consolidated Financial Statements.
+Added: accompanying notes are an integral part of these consolidated Financial Statements.
STORAGE CORPORATION AND SUBSIDIARIES
STATEMENTS OF STOCKHOLDERS EQUITY
−Removed: ENDED DECEMBER 31, 2018 AND 2019
−Removed: Non-Controlling
−Removed: Stockholders’
−Removed: January 1, 2018
+Added: THE YEAR ENDED DECEMBER 31, 2020 AND 2019
+Added: Preferred Stock
+Added: Stockholders
+Added: Balance, January 1, 2019
$ (15,735,624 )
−Removed: Adj Adoption of ASC606
−Removed: December 31, 2018
+Added: Stock Options Issued as Compensation
+Added: Common Stock Issued as Compensation
+Added: Stock Options Exercise
+Added: Preferred Stock
+Added: Balance, December 31, 2019
(15,790,076 )
−Removed: Options Issued as Compensation
−Removed: Stock Issued as Compensation
+Added: Stock Options Issued as Compensation
Stock Options Exercise
−Removed: December 31, 2019
+Added: Preferred Stock
+Added: Balance, December 31, 2020
(15,734,737 )
3 unchanged sentences
YEARS ENDED DECEMBER 31, 2020 AND 2019
−Removed: Note 1 - Basis of Presentation, Organization and Other Matters
−Removed: Data Storage Corporation
−Removed: ("DSC"
−Removed: or the "Company") provides subscription based, long term agreements for disaster recovery solutions,
−Removed: Infrastructure as a Service (IaaS) and VoIP type solutions.
−Removed: Headquartered in Melville,
−Removed: NY, with additional offices in Warwick, RI, DSC offers solutions and services to businesses within the healthcare, banking and
−Removed: finance, distribution services, manufacturing, construction, education, and government industries.
−Removed: DSC derives its revenues
−Removed: from subscription services and solutions, managed services, software and maintenance, equipment and onboarding provisioning.
−Removed: maintains infrastructure and storage equipment in several technical centers in New York, New Jersey, Massachusetts and North Carolina.
+Added: 1 - Basis of Presentation, Organization and Other Matters
+Added: Storage Corporation (DSC or the Company) provides subscription based, long term agreements for disaster
+Added: recovery solutions, Infrastructure as a Service (IaaS) and VoIP type solutions.
+Added: Headquartered
+Added: in Melville, NY, with additional offices in Warwick, RI, DSC offers solutions and services to businesses within the
+Added: healthcare, banking and finance, distribution services, manufacturing, construction, education, and government industries.
+Added: DSC derives its revenues from subscription services and solutions, managed services, software and maintenance, equipment and
+Added: onboarding provisioning.
+Added: DSC maintains infrastructure and storage equipment in several technical centers in New York, New
+Added: Jersey, Massachusetts, North Carolina and Texas.
Concern Analysis
−Removed: Under ASU 2014-15 Presentation
−Removed: of Financial Statements-Going Concern (Subtopic 205-40) (“ASC 205-40”), the Company has the responsibility to evaluate
−Removed: whether conditions and/or events raise substantial doubt about its ability to meet its future financial obligations as they become
−Removed: due within one year after the date that the financial statements are issued.
−Removed: As required by ASC 205-40, this evaluation shall initially
−Removed: not take into consideration the potential mitigating effects of plans that have not been fully implemented as of the date the financial
−Removed: statements are issued.
−Removed: Management has assessed the Company’s ability to continue as a going concern in accordance with the
−Removed: requirement of ASC 205-40.
−Removed: As reflected in the consolidated
−Removed: financial statements, the Company had a net income (loss) available to shareholders of $(54,452) and $146,781 for the years ended
−Removed: December 31, 2019 and 2018, respectively.
−Removed: As of December 31, 2019, DSC had cash of $326,561 and a working capital deficiency of
−Removed: As a result, these conditions raised substantial doubt regarding our ability to continue as a going concern.
−Removed: During the year ended
−Removed: December 31, 2019, the Company generated cash from operations of $799,666 with continued revenue growth of subscription solutions
−Removed: as well as improved gross profit margins.
−Removed: Further, the company has no capital expenditure commitments and the company’s offices
−Removed: have been consolidated and fully staffed and with sufficient room for growth.
−Removed: If necessary, management
−Removed: also determined that it is probable that related party sources of debt financing and capitalized leases can be renegotiated based
−Removed: on management’s history of being able to raise and refinance debt through related parties.
−Removed: As a result of the current
−Removed: favorable trends of improving cash flow, the Company concluded that the initial conditions which raised substantial doubt regarding
−Removed: the ability to continue as a going concern has been mitigated.
−Removed: Note 2 - Summary of Significant
−Removed: Accounting Policies
+Added: ASU 2014-15 Presentation of Financial Statements-Going Concern (Subtopic 205-40) (ASC 205-40), the Company has the
+Added: responsibility to evaluate whether conditions and/or events raise substantial doubt about its ability to meet its future financial
+Added: obligations as they become due within one year after the date that the financial statements are issued.
+Added: As required by ASC 205-40,
+Added: this evaluation shall initially not take into consideration the potential mitigating effects of plans that have not been fully
+Added: implemented as of the date the financial statements are issued.
+Added: Management has assessed the Companys ability to continue
+Added: as a going concern in accordance with the requirement of ASC 205-40.
+Added: reflected in the consolidated financial statements, the Company had a net income (loss) available to common stockholders of $55,339 and
+Added: $(54,452) for the years ended December 31, 2020 and 2019, respectively.
+Added: As of December 31, 2020, DSC had cash of $893,598 and a working
+Added: capital deficiency of $2,666,448.
+Added: As a result, these conditions
+Added: raised substantial doubt regarding our ability to continue as a going concern, which as described below we have concluded has been alleviated.
+Added: the year ended December 31, 2020, the Company generated cash from operations of $1,110,679 with continued revenue growth.
+Added: the Company has no capital expenditure commitments and the Companys offices have been consolidated and fully staffed and
+Added: with sufficient room for growth.
+Added: necessary, management also determined that it is probable that related party sources of debt financing and capitalized leases
+Added: can be renegotiated based on managements history of being able to raise and refinance debt through related parties.
+Added: a result of the current favorable trends of improving cash flow, the Company concluded that the initial conditions which raised
+Added: substantial doubt regarding the ability to continue as a going concern has been alleviated.
+Added: 2 - Summary of Significant Accounting Policies
of Consolidation
−Removed: The consolidated financial statements include
−Removed: the accounts of (i) the Company, (ii) its wholly-owned subsidiary, Data Storage Corporation, a Delaware corporation, and (iii)
−Removed: its majority-owned subsidiary, Nexxis Inc, a Nevada corpoartion.
−Removed: All significant inter-company transactions and balances have been
−Removed: eliminated in consolidation.
+Added: consolidated financial statements include the accounts of (i) the Company, (ii) its wholly-owned subsidiary, Data Storage Corporation,
+Added: a Delaware corporation, and (iii) its majority-owned subsidiary, Nexxis Inc, a Nevada corporation.
+Added: All significant inter-company
+Added: transactions and balances have been eliminated in consolidation.
combinations.
−Removed: We account for
−Removed: business combinations under the acquisition method of accounting, which requires us to recognize separately from goodwill, the
−Removed: assets acquired, and the liabilities assumed at their acquisition date fair values.
+Added: account for business combinations under the acquisition method of accounting, which requires us to recognize separately from goodwill,
+Added: the assets acquired, and the liabilities assumed at their acquisition date fair values.
While we use our best estimates and assumptions
7 unchanged sentences
of operations.
−Removed: Accounting for
−Removed: business combinations requires our management to make significant estimates and assumptions, especially at the acquisition date
−Removed: including our estimates for intangible assets, contractual obligations assumed, restructuring liabilities, pre-acquisition contingencies,
−Removed: and contingent consideration, where applicable.
−Removed: Although we believe the assumptions and estimates we have made in the past have
−Removed: been reasonable and appropriate, they are based in part on historical experience and information obtained from the management
−Removed: of the acquired companies and are inherently uncertain.
−Removed: Critical estimates in valuing certain of the intangible assets we have
−Removed: acquired include future expected cash flows from product sales, customer contracts and acquired technologies, and estimated cash
−Removed: flows from the projects when completed and discount rates.
−Removed: Unanticipated events and circumstances may occur that may affect the
−Removed: accuracy or validity of such assumptions, estimates or actual results.
+Added: for business combinations requires our management to make significant estimates and assumptions, especially at the acquisition
+Added: date including our estimates for intangible assets, contractual obligations assumed, restructuring liabilities, pre-acquisition
+Added: contingencies, and contingent consideration, where applicable.
+Added: Although we believe the assumptions and estimates we have made
+Added: in the past have been reasonable and appropriate, they are based in part on historical experience and information obtained from
+Added: the management of the acquired companies and are inherently uncertain.
+Added: Critical estimates in valuing certain of the intangible
+Added: assets we have acquired include future expected cash flows from product sales, customer contracts and acquired technologies, and
+Added: estimated cash flows from the projects when completed and discount rates.
+Added: Unanticipated events and circumstances may occur that
+Added: may affect the accuracy or validity of such assumptions, estimates or actual results.
Issued and Newly Adopted Accounting Pronouncements
−Removed: In May 2014, the Financial Accounting Standards
−Removed: Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with
−Removed: Customers”
−Removed: (“ASU 2014-09”), which supersedes nearly all existing revenue recognition guidance under U.S.
−Removed: The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in
−Removed: an amount that reflects the consideration to which an entity expects to be entitled for those goods or services.
−Removed: ASU 2014-09 defines
−Removed: a five-step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue
−Removed: recognition process than are required under existing U.S.
−Removed: In addition, this guidance requires new or expanded disclosures
−Removed: related to the judgments made by companies when following this framework and additional quantitative disclosures regarding contract
−Removed: balances and remaining performance obligations.
−Removed: ASU 2014-09 may be applied using either a full retrospective approach, under which
−Removed: all years included in the financial statements will be presented under the revised guidance, or a modified retrospective approach,
−Removed: under which financial statements will be prepared under the revised guidance for the year of adoption, but not for prior years.
−Removed: Under the latter method, entities will recognize a cumulative catch-up adjustment to the opening balance of retained earnings at
−Removed: the effective date for contracts that still require performance by the entity.
−Removed: ASU 2014-09 is effective for annual reporting
−Removed: periods beginning after December 15, 2017, including interim periods within those annual reporting periods.
−Removed: The Company developed
−Removed: an implementation plan to adopt this new guidance, which included an assessment of the impact of the new guidance on our financial
−Removed: position and results of operations.
−Removed: On January 1, 2018, the Company adopted the new accounting standard ASC 606, Revenue from
−Removed: Contracts with Customers and for all open contracts and related amendments as of January 1, 2018 using the modified retrospective
−Removed: In February 2016, the FASB issued ASU 2016-02,
−Removed: Leases, (“ASC 842”), which supersedes FASB ASC 840, Leases and provides principles for the recognition,
−Removed: measurement, presentation and disclosure of leases for both lessees and lessors.
−Removed: The new standard requires lessees to apply a dual
−Removed: approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively
−Removed: a financed purchase by the lessee.
−Removed: This classification will determine whether lease expense is recognized based on an effective
−Removed: interest method or on a straight-line basis over the term of the lease.
−Removed: A lessee is also required to record a right-of-use (“ROU”)
−Removed: asset and a lease liability for all leases with a term of greater than twelve months regardless of classification.
−Removed: a term of twelve months or less will be accounted for similar to existing guidance for operating leases.
−Removed: The standard is effective
−Removed: for annual and interim periods beginning after December 15, 2018, with early adoption permitted upon issuance.
−Removed: The Company adopted
−Removed: the standard effective January 1, 2019 and recognized operating lease liabilities of $319,236 with corresponding ROU assets of
−Removed: the same amount based on the present value of the remaining rental payments of our office locations.
−Removed: In October 2016, the FASB issued ASU 2016-16,
−Removed: “Income Taxes (Topic 740):
−Removed: Intra-Entity Transfers of Assets Other than Inventory”, which eliminates the exception that
−Removed: prohibits the recognition of current and deferred income tax effects for intra-entity transfers of assets other than inventory
−Removed: until the asset has been sold to an outside party.
−Removed: The updated guidance is effective for annual periods beginning after December
−Removed: 15, 2019, including interim periods within those fiscal years.
−Removed: Early adoption of the update is permitted.
−Removed: The Company is currently
−Removed: evaluating the impact of the new standard.
−Removed: In January 2017, the FASB issued ASU 2017-04
−Removed: Intangibles-Goodwill and Other (“ASC 350”):
−Removed: Simplifying the Accounting for Goodwill Impairment (“ASU 2017-04”).
−Removed: ASU 2017-04 simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test.
−Removed: the implied fair value of goodwill under Step 2, an entity had to perform procedures to determine the fair value at the impairment
−Removed: testing date of its assets and liabilities (including unrecognized assets and liabilities) following the procedure that would be
−Removed: required in determining the fair value of assets acquired and liabilities assumed in a business combination.
−Removed: Instead, under ASU
−Removed: 2017-04, an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit
−Removed: with its carrying amount.
−Removed: An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the
−Removed: reporting unit’s fair value;
−Removed: however, the loss recognized should not exceed the total amount of goodwill allocated to that
−Removed: reporting unit.
−Removed: Additionally, an entity should consider income tax effects from any tax-deductible goodwill on the carrying amount
−Removed: of the reporting unit when measuring the goodwill impairment loss, if applicable.
−Removed: ASU 2017-04 is effective for annual or any interim
−Removed: goodwill impairment tests for fiscal years beginning after December 15, 2019 and an entity should apply the amendments of ASU 2017-04
−Removed: on a prospective basis.
−Removed: Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates
−Removed: after January 1, 2017.
−Removed: The Company does not expect the adoption of ASU 2017-04 to have a material impact on its consolidated financial
−Removed: In July 2017, the FASB issued ASU 2017-11,
−Removed: Earnings Per Share (“ASC 260”) , Distinguishing Liabilities from Equity (“ASC 480”) , and
−Removed: Derivatives and Hedging (“ASC 815”).
−Removed: ASU 2017-11 is intended to simplify the accounting for financial instruments
−Removed: with characteristics of liabilities and equity.
−Removed: Among the issues addressed are:
−Removed: (i) determining whether an instrument (or embedded
−Removed: feature) is indexed to an entity’s own stock;
−Removed: (ii) distinguishing liabilities from equity for mandatorily redeemable financial
−Removed: instruments of certain nonpublic entities;
−Removed: and (iii) identifying mandatorily redeemable non-controlling interests.
−Removed: is effective for the Company on January 1, 2019.
−Removed: The adoption of ASU 2011-11 did not have a material impact on its consolidated
−Removed: financial statements.
−Removed: In August 2018, the FASB
−Removed: issued ASU 2018-13, Fair Value Measurement - Disclosure Framework (Topic 820).
−Removed: The updated guidance improves the disclosure requirements
−Removed: for fair value measurements.
−Removed: We do not believe the updated guidance, which is effective for fiscal years and interim periods within
−Removed: those fiscal years beginning after December 15, 2019, will have a material impact on our consolidated financial statements.
−Removed: In August 2018, the FASB issued ASU 2018-15,
−Removed: Intangibles-Goodwill and Other - Internal Use Software (Subtopic 350-40):
−Removed: Customer’s Accounting for Implementation Costs
−Removed: Incurred in a Cloud Computing Arrangement That is a Service Contract.
−Removed: This guidance requires companies to apply the internal-use
−Removed: software guidance in Accounting Standards Codification (“ASC”) 350-40 to implementation costs incurred in a hosting
−Removed: arrangement that is a service contract to determine whether to capitalize certain implementation costs or expense them as incurred.
−Removed: We do not believe the new guidance, which is effective for fiscal years beginning after December 15, 2019, will have a material
−Removed: impact on our consolidated financial statements.
−Removed: On January 1, 2019, the Company adopted the
−Removed: requirements of Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842).
−Removed: The objective of this ASU, along with
−Removed: several related ASUs issued subsequently, is to increase transparency and comparability between organizations that enter into lease
−Removed: For lessees, the key difference of the new standard from the previous guidance (Topic 840) is the recognition of a
−Removed: right-of-use (ROU) asset and lease liability on the balance sheet.
−Removed: The most significant change is the requirement to recognize
−Removed: ROU assets and lease liabilities for leases classified as operating leases.
−Removed: The standard requires disclosures to meet the objective
−Removed: of enabling users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases.
−Removed: of the transition to the new standard, the Company was required to measure and recognize leases that existed at January 1, 2019
−Removed: using a modified retrospective approach for leases existing at the effective date.
−Removed: The Company has elected not to recognize a ROU
−Removed: asset and obligation for leases with an initial term of twelve months or less.
−Removed: The adoption of Topic 842 resulted in the recognition
−Removed: of an operating ROU asset and operating lease liability of $351,699 and $356,689, respectively as of January 1, 2019.
−Removed: Use of Estimates
−Removed: The preparation
−Removed: of financial statements in conformity with U.S.
−Removed: generally accepted accounting principles requires management to make estimates
−Removed: and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities
−Removed: at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period.
−Removed: Actual results
−Removed: could differ from these estimates.
+Added: June 2016, the FASB issued ASU No.
+Added: 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on
+Added: Financial Instruments (ASU-2016-13).
+Added: ASU 2016-13 affects loans, debt securities, trade receivables, and any other
+Added: financial assets that have the contractual right to receive cash.
+Added: The ASU requires an entity to recognize expected credit losses
+Added: rather than incurred losses for financial assets.
+Added: ASU 2016-13 is effective for the fiscal year beginning after December 15, 2022,
+Added: including interim periods within that fiscal year.
+Added: The Company expects that there would be no material impact on the Companys
+Added: consolidated financial statements upon the adoption of this ASU.
+Added: October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740):
+Added: Intra-Entity Transfers of Assets Other than Inventory,
+Added: which eliminates the exception that prohibits the recognition of current and deferred income tax effects for intra-entity transfers
+Added: of assets other than inventory until the asset has been sold to an outside party.
+Added: The updated guidance is effective for annual
+Added: periods beginning after December 15, 2019, including interim periods within those fiscal years.
+Added: Early adoption of the update is
+Added: The adoption of ASU 2016-16 did not have a material impact on the consolidated financial statements.
+Added: January 2017, the FASB issued ASU 2017-04 Intangibles-Goodwill and Other (ASC 350):
+Added: Simplifying the Accounting for
+Added: Goodwill Impairment (ASU 2017-04).
+Added: ASU 2017-04 simplifies the subsequent measurement of goodwill by eliminating
+Added: Step 2 from the goodwill impairment test.
+Added: In computing the implied fair value of goodwill under Step 2, an entity had to perform
+Added: procedures to determine the fair value at the impairment testing date of its assets and liabilities (including unrecognized assets
+Added: and liabilities) following the procedure that would be required in determining the fair value of assets acquired and liabilities
+Added: assumed in a business combination.
+Added: Instead, under ASU 2017-04, an entity should perform its annual or interim goodwill impairment
+Added: test by comparing the fair value of a reporting unit with its carrying amount.
+Added: An entity should recognize an impairment charge
+Added: for the amount by which the carrying amount exceeds the reporting units fair value;
+Added: however, the loss recognized should
+Added: not exceed the total amount of goodwill allocated to that reporting unit.
+Added: Additionally, an entity should consider income tax effects
+Added: from any tax-deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if
+Added: ASU 2017-04 is effective for annual or any interim goodwill impairment tests for fiscal years beginning after December
+Added: 15, 2019 and an entity should apply the amendments of ASU 2017-04 on a prospective basis.
+Added: Early adoption is permitted for interim
+Added: or annual goodwill impairment tests performed on testing dates after January 1, 2017.
+Added: The adoption of ASU 2017-04 did not have
+Added: a material impact on the consolidated financial statements.
+Added: August 2018, the FASB issued ASU 2018-13, Fair Value Measurement - Disclosure Framework (Topic 820).
+Added: The updated guidance improves
+Added: the disclosure requirements for fair value measurements.
+Added: The updated guidance was adopted on January 1, 2020 and did not have
+Added: a material impact on the consolidated financial statements.
+Added: August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other - Internal Use Software (Subtopic 350-40):
+Added: Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract.
+Added: This guidance requires
+Added: companies to apply the internal-use software guidance in Accounting Standards Codification (ASC) 350-40 to implementation
+Added: costs incurred in a hosting arrangement that is a service contract to determine whether to capitalize certain implementation costs
+Added: or expense them as incurred.
+Added: The new guidance, is effective for fiscal years beginning after December 15, 2019.
+Added: The adoption of
+Added: ASU 2018-15 did not have a material impact on the consolidated financial statements.
+Added: preparation of financial statements in conformity with generally accepted accounting principles in the United States of America
+Added: (GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities
+Added: and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue
+Added: and expenses during the reporting period.
+Added: Actual results could differ from these estimates.
Reclassifications
−Removed: Certain prior
−Removed: year amounts in the consolidated financial statements and the notes thereto have been reclassified where necessary to conform
+Added: prior year amounts in the consolidated financial statements and the notes thereto have been reclassified where necessary to conform
to the current year presentation.
−Removed: These reclassifications did not affect the prior period total assets, total liabilities, stockholders’
+Added: These reclassifications did not affect the prior period total assets, total liabilities, stockholders
deficit, net loss or net cash used in operating activities.
−Removed: Fair Value of Financial Instruments
−Removed: The Company’s
−Removed: financial instruments include cash, accounts receivable, accounts payable, line of credit and due to related parties.
−Removed: believes the estimated fair value of these accounts at December 31, 2019 approximate their carrying value as reflected in the
−Removed: balance sheets due to the short-term nature of these instruments or the use of market interest rates for debt instruments.
−Removed: carrying values of certain of the Company’s notes payable and capital lease obligations approximate their fair values based
−Removed: upon a comparison of the interest rate and terms of such debt given the level of risk to the rates and terms of similar debt currently
−Removed: available to the Company in the marketplace.
−Removed: Cash, Cash Equivalents and Short-Term
−Removed: considers all highly liquid investments with an original maturity or remaining maturity at the time of purchase, of three months
−Removed: or less to be cash equivalents.
−Removed: Concentration of Credit Risk and
−Removed: Other Risks and Uncertainties
−Removed: Financial instruments
−Removed: and assets subjecting the Company to concentration of credit risk consist primarily of cash and cash equivalents, short-term investments
−Removed: and trade accounts receivable.
+Added: Value Measurements
+Added: fair value measurement disclosures are grouped into three levels based on valuation factors:
+Added: quoted prices in active markets for identical investments
+Added: other significant observable inputs (including quoted prices for similar investments and market corroborated inputs)
+Added: significant unobservable inputs (including our own assumptions in determining the fair value of investments)
+Added: Companys Level 1 assets/liabilities include cash, accounts receivable, accounts payable, prepaid and other current assets,
+Added: line of credit and due to related parties.
+Added: Management believes the estimated fair value of these accounts at December 31, 2020
+Added: approximate their carrying value as reflected in the balance sheets due to the short-term nature of these instruments or the use
+Added: of market interest rates for debt instruments.
+Added: Companys Level 2 assets/liabilities include the Companys notes payable and capital lease obligations.
+Added: Their carrying
+Added: value approximates their fair values based upon a comparison of the interest rate and terms of such debt given the level of risk
+Added: to the rates and terms of similar debt currently available to the Company in the marketplace.
+Added: The Company’s Level 3 assets/liabilities
+Added: include goodwill and intangible assets, when they are recorded at fair value due to an impairment charge.
+Added: As such, the Company measures
+Added: goodwill and intangible assets on a non-recurring basis.
+Added: Inputs to determine fair value are generally unobservable and typically reflect
+Added: management’s estimates of assumptions that market participants would use in pricing the asset or liability.
+Added: The fair values are
+Added: therefore determined using model-based techniques, including option pricing models and discounted cash flow models.
+Added: Unobservable inputs
+Added: used in the models are significant to the fair values of the assets and liabilities.
+Added: Cash Equivalents and Short-Term Investments
+Added: Company considers all highly liquid investments with an original maturity or remaining maturity at the time of purchase, of three
+Added: months or less to be cash equivalents.
+Added: Concentration
+Added: of Credit Risk and Other Risks and Uncertainties
+Added: instruments and assets subjecting the Company to concentration of credit risk consist primarily of cash and cash equivalents,
+Added: short-term investments and trade accounts receivable.
The Companys cash and cash equivalents are maintained at major U.S.
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Deposits in these institutions may exceed the amount of insurance provided on such deposits.
−Removed: The Company’s customers are
−Removed: primarily concentrated in the United States.
−Removed: provides credit in the normal course of business.
−Removed: The Company performs ongoing credit evaluations of its customers and maintains
−Removed: allowances for doubtful accounts on factors surrounding the credit risk of specific customers, historical trends, and other information.
−Removed: ended December 31, 2019, DSC had three customers with an accounts receivable balance representing 38% of total accounts receivable.
−Removed: For the year ended December 31, 2018, DSC had one customer with an accounts receivable balance representing 11% of total accounts
−Removed: Accounts Receivable/Allowance
−Removed: for Doubtful Accounts
−Removed: sells its services to customers on an open credit basis.
−Removed: Accounts receivable are uncollateralized, non-interest-bearing customer
+Added: Companys customers are primarily concentrated in the United States.
+Added: Company provides credit in the normal course of business.
+Added: The Company performs ongoing credit evaluations of its customers and
+Added: maintains allowances for doubtful accounts on factors surrounding the credit risk of specific customers, historical trends, and
+Added: other information.
+Added: the year ended December 31, 2020, DSC had three customers with an accounts receivable balance representing 45% of total accounts
+Added: For the year ended December 31, 2019, DSC had three customers with an accounts receivable balance representing 38%
+Added: of total accounts receivable.
+Added: Receivable/Allowance for Doubtful Accounts
+Added: Company sells its services to customers on an open credit basis.
+Added: Accounts receivable are uncollateralized, non-interest-bearing
+Added: customer obligations.
Accounts receivables are typically due within 30 days.
−Removed: The allowance for doubtful accounts reflects the estimated
−Removed: accounts receivable that will not be collected due to credit losses and allowances.
−Removed: Provisions for estimated uncollectible accounts
−Removed: receivable are made for individual accounts based upon specific facts and circumstances including criteria such as their age,
−Removed: amount, and customer standing.
−Removed: Provisions are also made for other accounts receivable not specifically reviewed based upon historical
−Removed: Clients are invoiced in advance for services as reflected in deferred revenue on the Company’s balance sheet.
+Added: The allowance for doubtful accounts reflects the
+Added: estimated accounts receivable that will not be collected due to credit losses and allowances.
+Added: Provisions for estimated uncollectible
+Added: accounts receivable are made for individual accounts based upon specific facts and circumstances including criteria such as their
+Added: age, amount, and customer standing.
+Added: Provisions are also made for other accounts receivable not specifically reviewed based upon
+Added: historical experience.
+Added: Clients are invoiced in advance for services as reflected in deferred revenue on the Companys balance
and Equipment
−Removed: equipment is recorded at cost and depreciated over their estimated useful lives or the term of the lease using the straight-line
−Removed: method for financial statement purposes.
−Removed: Estimated useful lives in years for depreciation are 5 to 7 years for property and equipment.
−Removed: Additions, betterments and replacements are capitalized, while expenditures for repairs and maintenance are charged to operations
−Removed: when incurred.
−Removed: As units of property are sold or retired, the related cost and accumulated depreciation are removed from the accounts,
−Removed: and any resulting gain or loss is recognized in income.
−Removed: assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement
+Added: and equipment is recorded at cost and depreciated over their estimated useful lives or the remaining term of the lease using the
+Added: straight-line method for financial statement purposes.
+Added: Estimated useful lives in years for depreciation are 5 to 7 years for property
+Added: and equipment.
+Added: Additions, betterments and replacements are capitalized, while expenditures for repairs and maintenance are charged
+Added: to operations when incurred.
+Added: As units of property are sold or retired, the related cost and accumulated depreciation are removed
+Added: from the accounts, and any resulting gain or loss is recognized in income.
+Added: tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement
carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards.
5 unchanged sentences
had a full valuation allowance against its deferred tax assets.
−Removed: 2017, the 2017 Tax Cuts and Jobs Act (Tax Act) was enacted into law and the new legislation contains several key tax provisions
−Removed: that affected us, including a reduction of the corporate income tax rate to 21% effective January 1, 2018, among others.
−Removed: required to recognize the effect of the tax law changes in the period of enactment, such as determining the transition tax, re-measuring
−Removed: deferred tax assets and liabilities as well as reassessing the net realizability of our deferred tax assets and liabilities.
−Removed: Per FASB ASC 740-10, disclosure is not required
−Removed: of an uncertain tax position unless it is considered probable that a claim will be asserted and there is a more-likely-than-not
−Removed: possibility that the outcome will be unfavorable.
−Removed: Using this guidance, as of December 31, 2019 and 2018, the Company has no uncertain
−Removed: tax positions that qualify for either recognition or disclosure in the financial statements.
−Removed: The Company’s 2018, 2017 and
−Removed: 2016 Federal and State tax returns remain subject to examination by their respective taxing authorities.
−Removed: Neither of the Company’s
−Removed: Federal or State tax returns are currently under examination.
+Added: FASB ASC 740-10, disclosure is not required of an uncertain tax position unless it is considered probable that a claim will be
+Added: asserted and there is a more-likely-than-not possibility that the outcome will be unfavorable.
+Added: Using this guidance, as of December
+Added: 31, 2020 and 2019, the Company has no uncertain tax positions that qualify for either recognition or disclosure in the financial
+Added: The Companys 2019, 2018, 2017 and 2016 Federal and State tax returns remain subject to examination by their
+Added: respective taxing authorities.
+Added: Neither of the Companys Federal or State tax returns are currently under examination.
and Other Intangibles
−Removed: In accordance
−Removed: with GAAP, the Company tests goodwill and other intangible assets for impairment on at least an annual basis.
−Removed: Goodwill impairment
−Removed: exists if the net book value of a reporting unit exceeds its estimated fair value.
−Removed: The impairment testing is performed in two
−Removed: (i) the Company determines impairment by comparing the fair value of a reporting unit with its carrying value, and (ii)
−Removed: if there is impairment, the Company measures the amount of impairment loss by comparing the implied fair value of goodwill with
−Removed: the carrying amount of that goodwill.
+Added: accordance with GAAP, the Company tests goodwill and other intangible assets for impairment on at least an annual basis.
+Added: impairment exists if the net book value of a reporting unit exceeds its estimated fair value.
+Added: The impairment testing is performed
+Added: in two steps:
+Added: (i) the Company determines impairment by comparing the fair value of a reporting unit with its carrying value, and
+Added: (ii) if there is impairment, the Company measures the amount of impairment loss by comparing the implied fair value of goodwill
+Added: with the carrying amount of that goodwill.
To determine the fair value of these intangible assets, the Company uses many assumptions
3 unchanged sentences
levels of management.
−Removed: Revenue Recognition
−Removed: goods and services
−Removed: The following
−Removed: is a description of the products and services from which the Company generates revenue, as well as the nature, timing of satisfaction
−Removed: of performance obligations, and significant payment terms for each:
−Removed: Infrastructure as a Service (IaaS) and Disaster Recovery
+Added: of goods and services
+Added: following is a description of the products and services from which the Company generates revenue, as well as the nature, timing
+Added: of satisfaction of performance obligations, and significant payment terms for each:
+Added: Infrastructure
+Added: as a Service (IaaS) and Disaster Recovery Revenue
services such as Infrastructure as a Service, Platform as a Service and Disaster Recovery, High Availability, Data Vault Services
5 unchanged sentences
high availability solutions while eliminating or supplementing Capex.
−Removed: Managed Services
−Removed: These services
−Removed: are performed at the inception of a contract.
+Added: services are performed at the inception of a contract.
The Company offers professional assistance to its clients during the installation
3 unchanged sentences
offer time and material billing.
−Removed: also derives revenues in the area from providing support and management of its software to clients.
−Removed: The managed services include
−Removed: help desk, remote access, annual recovery tests and manufacturer support for equipment and on-gong monitoring of client system
−Removed: Equipment and Software Revenue
−Removed: provides equipment and software and actively participate in collaboration with IBM to provide innovative business solutions to
+Added: Company also derives revenues in the area from providing support and management of its software to clients.
+Added: The managed services
+Added: include help desk, remote access, annual recovery tests and manufacturer support for equipment and on-gong monitoring of client
+Added: system performance.
+Added: and Software Revenue
+Added: Company provides equipment and software and actively participate in collaboration with IBM to provide innovative business solutions
The Company is a partner of IBM and the various software solutions provided to clients.
Disaggregation
−Removed: In the following
−Removed: table, revenue is disaggregated by major product line, geography, and timing of revenue recognition (in thousands of USD).
−Removed: December 31, 2019
+Added: the following table, revenue is disaggregated by major product line, geography, and timing of revenue recognition.
+Added: Ended December 31, 2020
+Added: United States
International
−Removed: Infrastructure
−Removed: & Disaster Recovery/Cloud Service
+Added: Infrastructure & Disaster Recovery/Cloud Service
Equipment and Software
1 unchanged sentence
Professional Fees
−Removed: VoIP Services
−Removed: December 31, 2018
+Added: Nexxis VoIP Services
+Added: Total Revenue
+Added: Ended December 31, 2019
+Added: United States
International
−Removed: Infrastructure
−Removed: & Disaster Recovery/Cloud Service
+Added: Infrastructure & Disaster Recovery/Cloud Service
Equipment and Software
1 unchanged sentence
Professional Fees
−Removed: VoIP Services
+Added: Nexxis VoIP Services
+Added: Total Revenue
Ended December 31,
3 unchanged sentences
Total Revenue
−Removed: Contract receivables
−Removed: are recorded at the invoiced amount and are uncollateralized, non-interest-bearing client obligations.
−Removed: Provisions for estimated
−Removed: uncollectible accounts receivable are made for individual accounts based upon specific facts and circumstances including criteria
−Removed: such as their age, amount, and client standing.
−Removed: Sales are generally
−Removed: recorded in the month the service is provided.
−Removed: For clients who are billed on an annual basis, deferred revenue is recorded and
−Removed: amortized over the life of the contract.
−Removed: Transaction price allocated to the remaining
−Removed: performance obligations
−Removed: The Company has the following performance obligations:
−Removed: Disaster Recovery (“DR”) :
−Removed: subscription-based service that instantly encrypted and transfers data to secure location further replicates the data to a second DSC data center where it remains encrypted.
−Removed: Provides 10 hour or less recovery time
−Removed: Data Vaulting :
+Added: receivables are recorded at the invoiced amount and are uncollateralized, non-interest-bearing client obligations.
+Added: for estimated uncollectible accounts receivable are made for individual accounts based upon specific facts and circumstances including
+Added: criteria such as their age, amount, and client standing.
+Added: are generally recorded in the month the service is provided.
+Added: For clients who are billed on a quarterly or annual basis, deferred
+Added: revenue is recorded and amortized over the life of the contract.
+Added: price allocated to the remaining performance obligations
+Added: Company has the following performance obligations:
+Added: Recovery as a Service (DRaaS) :
+Added: subscription-based service that instantly encrypts and transfers data to secure
+Added: location further replicates the data to a second DSC data center where it remains encrypted.
+Added: Provides 10 hour or less recovery
subscription-based cloud backup solution that uses advanced data reduction technology to shorten restore time
−Removed: High Availability (“HA”) :
−Removed: subscription-based service which offers cost-effective mirroring replication technology and provides one (1) hour or less recovery time
−Removed: Infrastructure as a Service (“IaaS”) :
−Removed: subscription-based service offers “capacity on-demand”
−Removed: for IBM Power and Intel server systems
−Removed: Message Logic :
−Removed: subscription-based service offers cost effective email archiving, data analytics, compliance monitoring and retrieval of email messages which cannot be deleted
+Added: Availability (HA) :
+Added: subscription-based service which offers cost-effective mirroring replication technology and
+Added: provides one (1) hour or less recovery time
+Added: 4) Infrastructure
+Added: as a Service (IaaS) :
+Added: subscription-based service offers capacity on-demand for IBM Power and Intel
+Added: server systems
+Added: subscription-based service offers cost effective email archiving, data analytics, compliance monitoring and retrieval
+Added: of email messages which cannot be deleted
+Added: 6) Internet :
subscription-based service offers continuous internet connection in the event of outages
−Removed: Support and Maintenance :
−Removed: subscription-based service offers support for servers, firewalls, desktops or software and ad hoc support and help desk
−Removed: Initial Set-Up Fees :
+Added: and Maintenance :
+Added: subscription-based service offers support for servers, firewalls, desktops or software and ad hoc support
+Added: and help desk
+Added: Set-Up Fees :
on boarding and set-up services
−Removed: Equipment sales :
sale of servers to the end user
+Added: 10) License :
granting SSL certificates and other licenses
−Removed: Disaster Recovery with Stand-By Servers,
−Removed: High Availability, Data Vaulting, IaaS, Message Logic, Support and Maintenance, and Internet
+Added: Recovery with Stand-By Servers, High Availability, Data Vaulting, IaaS, Message Logic, Support and Maintenance, and Internet
services such as the above allows clients to access a set of data or receive services for a predetermined period of time.
5 unchanged sentences
contract term.
−Removed: accounts for set-up fees as separate performance obligation.
−Removed: Set-up services are performed one time and accordingly the revenue
−Removed: should be recognized at the point in time that the service is performed, and the Company is entitled to the payment.
−Removed: For the Equipment
−Removed: sales performance obligation, the control of the product transfers at a point in time (i.e., when the goods have been shipped
−Removed: or delivered to the client’s location, depending on shipping terms).
−Removed: Noting that the satisfaction of the performance obligation,
−Removed: in this sense, does not occur over time as defined within ASC 606-10-25-27 through 29, the performance obligation is considered
−Removed: to be satisfied at a point in time (ASC 606-10-25-30) when the obligation to the client has been fulfilled (i.e., when the goods
−Removed: have left the shipping facility or delivered to the client, depending on shipping terms).
+Added: Company accounts for set-up fees as separate performance obligation.
+Added: Set-up services are performed one time and accordingly the
+Added: revenue should be recognized at the point in time that the service is performed, and the Company is entitled to the payment.
+Added: the Equipment sales performance obligation, the control of the product transfers at a point in time (i.e., when the goods have
+Added: been shipped or delivered to the clients location, depending on shipping terms).
+Added: Noting that the satisfaction of the performance
+Added: obligation, in this sense, does not occur over time as defined within ASC 606-10-25-27 through 29, the performance obligation
+Added: is considered to be satisfied at a point in time (ASC 606-10-25-30) when the obligation to the client has been fulfilled (i.e.,
+Added: when the goods have left the shipping facility or delivered to the client, depending on shipping terms).
License –
−Removed: granting SSL certificates
−Removed: and other licenses
−Removed: of Licensing performance obligation, the control of the product transfers either at point in time or over time depending on the
−Removed: nature of the license.
+Added: granting SSL certificates and other licenses
+Added: the case of Licensing performance obligation, the control of the product transfers either at point in time or over time depending
+Added: on the nature of the license.
The revenue standard identifies two types of licenses of IP:
−Removed: a right to access IP and a right to use IP.
−Removed: To assist in determining whether a license provides a right to use or a right to access IP, ASC 606 defines two categories of
+Added: a right to access IP and a right to
+Added: To assist in determining whether a license provides a right to use or a right to access IP, ASC 606 defines two categories
Functional and Symbolic.
6 unchanged sentences
renewed for a new period.
−Removed: Payment terms
−Removed: The terms of the contracts typical range from
−Removed: 12 to 36 months with auto-renew options.
−Removed: The Company invoices clients one month in advance for its services plus any overages or
−Removed: additional services provided.
−Removed: offers guaranteed service levels and performance and service guarantees on some of its contracts.
−Removed: These warrantees are not sold
−Removed: separately and according to ASC 606-10-50-12(a) are accounted as “assurance warranties”.
−Removed: In the instances that contract have multiple
−Removed: performance obligation, the Company uses judgment to establish stand-alone price for each performance obligation separately.
−Removed: price for each performance obligation is determined by reviewing market data for similar services as well as the Company’s
−Removed: historical pricing of each individual service.
−Removed: The sum of each performance obligation was calculated to determine the aggregate
−Removed: price for the individual services.
−Removed: Next the proportion of each individual service to the aggregate price was determined.
−Removed: was applied to the total contract price in order to allocate the transaction price to each performance obligation.
−Removed: Impairment of Long-Lived Assets
−Removed: In accordance
−Removed: with FASB ASC 360-10-35, we review our long-lived assets for impairment whenever events and circumstances indicate that the carrying
−Removed: value of an asset might not be recoverable.
−Removed: An impairment loss, measured as the amount by which the carrying value exceeds the
−Removed: fair value, is recognized if the carrying amount exceeds estimated undiscounted future cash flows.
−Removed: Advertising Costs
−Removed: The Company expenses the costs associated with
−Removed: advertising as they are incurred.
−Removed: The Company incurred a net impact of $259,920 and $216,784 for advertising costs for the years
−Removed: ended December 31, 2019 and 2018, respectively.
−Removed: Stock Based Compensation
−Removed: DSC follows the requirements of FASB ASC 718-10-10,
−Removed: Share Based Payments with regards to stock-based compensation issued to employees.
−Removed: DSC has agreements and arrangements that
−Removed: call for stock to be awarded to the employees and consultants at various times as compensation and periodic bonuses.
−Removed: for this stock-based compensation is equal to the fair value of the stock price on the day the stock was awarded multiplied by
−Removed: the number of shares awarded.
−Removed: The valuation methodology used to determine
−Removed: the fair value of the options issued during the year was the Black-Scholes option-pricing model.
−Removed: The Black-Scholes model requires
−Removed: the use of a number of assumptions including volatility of the stock price, the average risk- free interest rate, and the weighted
−Removed: average expected life of the options.
−Removed: Risk–free interest rates are calculated based on continuously compounded risk–free
−Removed: rates for the appropriate term.
−Removed: The dividend yield is assumed to be zero as the Company has never paid or declared any cash dividends
−Removed: on its Common stock and does not intend to pay dividends on its Common stock in the foreseeable future.
−Removed: The expected forfeiture
−Removed: rate is estimated based on management’s best estimate.
−Removed: Estimated volatility is a measure of the amount
−Removed: by which DSC’s stock price is expected to fluctuate each year during the expected life of the award.
−Removed: DSC’s calculation
−Removed: of estimated volatility is based on historical stock prices of these entities over a period equal to the expected life of the awards.
−Removed: DSC uses the historical volatility of peer entities due to the lack of sufficient historical data of its stock price.
−Removed: Net Income (Loss) Per Common Share
−Removed: In accordance
−Removed: with FASB ASC 260-10-5 Earnings Per Share, basic income (loss) per share is computed by dividing net income (loss) by the weighted
−Removed: average number of shares of common stock outstanding during the period.
−Removed: Diluted earnings per share is computed by dividing net
−Removed: income (loss) adjusted for income or loss that would result from the assumed conversion of potential common shares from contracts
−Removed: that may be settled in stock or cash by the weighted average number of shares of common stock, common stock equivalents and potentially
−Removed: dilutive securities outstanding during each period.
−Removed: The following
−Removed: table sets forth the information needed to compute basic and diluted earnings per share for the years ended December 31, 2019
−Removed: (Loss) Available to Common Shareholders
+Added: terms of the contracts typical range from 12 to 36 months with auto-renew options.
+Added: The Company invoices clients one month in advance
+Added: for its services plus any overages or additional services provided.
+Added: Company offers guaranteed service levels and performance and service guarantees on some of its contracts.
+Added: These warrantees are
+Added: not sold separately and according to ASC 606-10-50-12(a) are accounted as assurance warranties.
+Added: the instances that contract have multiple performance obligation, the Company uses judgment to establish stand-alone price for
+Added: each performance obligation separately.
+Added: The price for each performance obligation is determined by reviewing market data for similar
+Added: services as well as the Companys historical pricing of each individual service.
+Added: The sum of each performance obligation
+Added: was calculated to determine the aggregate price for the individual services.
+Added: Next the proportion of each individual service to
+Added: the aggregate price was determined.
+Added: That ratio was applied to the total contract price in order to allocate the transaction price
+Added: to each performance obligation.
+Added: of Long-Lived Assets
+Added: accordance with FASB ASC 360-10-35, we review our long-lived assets for impairment whenever events and circumstances indicate
+Added: that the carrying value of an asset might not be recoverable.
+Added: An impairment loss, measured as the amount by which the carrying
+Added: value exceeds the fair value, is recognized if the carrying amount exceeds estimated undiscounted future cash flows.
+Added: The Company expenses the costs
+Added: associated with advertising as they are incurred.
+Added: The Company incurred a net impact of $309,003 and $259,920 for advertising costs for
+Added: the years ended December 31, 2020 and 2019, respectively.
+Added: Based Compensation
+Added: follows the requirements of FASB ASC 718-10-10, Share Based Payments with regards to stock-based compensation issued to
+Added: DSC has agreements and arrangements that call for stock to be awarded to the employees and consultants at various times
+Added: as compensation and periodic bonuses.
+Added: The expense for this stock-based compensation is equal to the fair value of the stock price
+Added: on the day the stock was awarded multiplied by the number of shares awarded.
+Added: valuation methodology used to determine the fair value of the options issued during the year was the Black-Scholes option-pricing
+Added: The Black-Scholes model requires the use of a number of assumptions including volatility of the stock price, the average
+Added: risk- free interest rate, and the weighted average expected life of the options.
+Added: Risk–free interest rates are calculated
+Added: based on continuously compounded risk–free rates for the appropriate term.
+Added: The dividend yield is assumed to be zero as the
+Added: Company has never paid or declared any cash dividends on its Common stock and does not intend to pay dividends on its Common stock
+Added: in the foreseeable future.
+Added: The expected forfeiture rate is estimated based on managements best estimate.
+Added: volatility is a measure of the amount by which DSCs stock price is expected to fluctuate each year during the expected
+Added: life of the award.
+Added: DSCs calculation of estimated volatility is based on historical stock prices of these entities over
+Added: a period equal to the expected life of the awards.
+Added: DSC uses the historical volatility of peer entities due to the lack of sufficient
+Added: historical data of its stock price.
+Added: Income (Loss) Per Common Share
+Added: accordance with FASB ASC 260-10-5 Earnings Per Share, basic income (loss) per share is computed by dividing net income (loss)
+Added: by the weighted average number of shares of common stock outstanding during the period.
+Added: Diluted earnings per share is computed
+Added: by dividing net income (loss) adjusted for income or loss that would result from the assumed conversion of potential common shares
+Added: from contracts that may be settled in stock or cash by the weighted average number of shares of common stock, common stock equivalents
+Added: and potentially dilutive securities outstanding during each period.
+Added: following table sets forth the information needed to compute basic and diluted earnings per share for the years ended December
+Added: 31, 2020 and 2019:
+Added: Net Income (Loss) Available to Common Shareholders
Weighted average number of common shares - basic
Dilutive securities
−Removed: Weighted average number of common shares
+Added: Weighted average number of common shares - diluted
Earnings (Loss) per share, basic
Earnings (Loss) per share, diluted
−Removed: The following
−Removed: table sets forth the number of potential shares of common stock that have been excluded from diluted net income (loss) per share
−Removed: net income (loss) per share because their effect was anti-dilutive:
−Removed: Note 3 - Property and Equipment
−Removed: Property and equipment, at cost,
−Removed: consist of the following:
+Added: following table sets forth the number of potential shares of common stock that have been excluded from diluted net income (loss)
+Added: per share net income (loss) per share because their effect was anti-dilutive:
+Added: 3 - Property and Equipment
+Added: and equipment, at cost, consist of the following:
Storage equipment
3 unchanged sentences
Computer hardware and software
−Removed: center equipment
+Added: Data center equipment
Accumulated depreciation
−Removed: property and equipment
−Removed: Depreciation expense for the years
−Removed: ended December 31, 2019 and 2018 was $699,918 and $405,199, respectively.
−Removed: Note 4 - Goodwill and Intangible
−Removed: Goodwill and intangible assets consisted
−Removed: of the following:
+Added: Net property and equipment
+Added: expense for the years ended December 31, 2020 and 2019 was $838,566 and $699,918, respectively.
+Added: 4 - Goodwill and Intangible Assets
+Added: and intangible assets consisted of the following:
December 31, 2020
1 unchanged sentence
Intangible assets not subject to amortization
−Removed: Total intangible
−Removed: assets not subject to amortization
+Added: Total intangible assets not subject to amortization
Intangible assets subject to amortization
5 unchanged sentences
Total Goodwill and Intangible Assets
−Removed: Scheduled amortization over the next
−Removed: two years as follows:
+Added: scheduled remaining amortization is as follows:
Years ending December 31,
−Removed: Amortization expense for the years
−Removed: ended December 31, 2019 and 2018 were $196,779 and $197,333 respectively.
−Removed: Note 5 –Leases
−Removed: Operating Leases
−Removed: The Company currently has three leases for
−Removed: office space, with two offices located in Melville, NY, and one office in Warwick, RI.
−Removed: The first lease for office space in Melville,
−Removed: NY, was assumed as part of the Company’s acquisition of ABC in 2016, and called for monthly payments of $8,382 and expiring
−Removed: August 31, 2019.
−Removed: Upon termination of the lease in August 2019, the Company entered into a new lease for a technology lab in a smaller
−Removed: space commencing on September 1, 2019.
−Removed: The term of this lease is for three years and 11 months and runs co-terminus with our existing
−Removed: lease in the same building.
−Removed: The base annual rent is $10,764 payable in equal monthly installments of $897.
−Removed: A second lease for office space in Melville,
−Removed: NY, was entered into on November 20, 2017, which commenced on April 2, 2018.
−Removed: The term of this lease is five years and three months
−Removed: at $86,268 per year with an escalation of 3% per year with an ending date of July 31, 2023.
−Removed: The Company leases
−Removed: rack space in New York, Massachusetts and North Carolina.
−Removed: leases are month to month and the monthly rent is approximately $25,000.
−Removed: Subsequent to
−Removed: December 31, 2019, the Company entered into a new
−Removed: rack space lease agreement in Dallas, TX.
−Removed: The lease term is 13 months and requires monthly payments of $1,905.
−Removed: The lease for office space in Warwick, RI,
−Removed: calls for monthly payments of $2,324 beginning February 1, 2015 which escalated to $2,460 on February 1, 2017.
−Removed: This lease commenced
−Removed: on February 1, 2015 and expired on January 31, 2019.
−Removed: The Company extended this lease until January 31, 2020.
−Removed: The annual base rent
−Removed: shall be $30,348 payable in equal monthly installments of $2,529.
−Removed: Finance Lease Obligations –
+Added: expense for the years ended December 31, 2020 and 2019 were $194,000 and $196,779 respectively.
+Added: 5 –Leases
+Added: Company currently has three leases for office space, with two offices located in Melville, NY, and one office in Warwick, RI.
+Added: first lease for office space in Melville, NY, was assumed as part of the Companys acquisition of ABC in 2016 and called
+Added: for monthly payments of $8,382 and expiring August 31, 2019.
+Added: Upon termination of the lease in August 2019, the Company entered
+Added: into a new lease for a technology lab in a smaller space commencing on September 1, 2019.
+Added: The term of this lease is for three
+Added: years and 11 months and runs co-terminus with our existing lease in the same building.
+Added: The base annual rent is $10,764 payable
+Added: in equal monthly installments of $897.
+Added: second lease for office space in Melville, NY, was entered into on November 20, 2017, which commenced on April 2, 2018.
+Added: of this lease is five years and three months at $86,268 per year with an escalation of 3% per year with an ending date of July
+Added: lease for office space in Warwick, RI, calls for monthly payments of $2,324 beginning February 1, 2015 which escalated to $2,460
+Added: on February 1, 2017.
+Added: This lease commenced on February 1, 2015 and expired on January 31, 2019.
+Added: The Company extended this lease
+Added: until January 31, 2020.
+Added: This lease was further extended until January 31, 2021.
+Added: The annual base rent shall be $31,176 payable
+Added: in equal monthly installments of $2,598.
+Added: We have satisfied the terms of the lease and no longer occupy this premise.
+Added: Company leases rack space in New York, Massachusetts and North Carolina.
+Added: These leases are month to month and the monthly
+Added: rent is approximately $25,000.
+Added: 2020 the Company entered into a new rack space lease agreement in Dallas, TX.
+Added: The lease term is 13 months and requires
+Added: monthly payments of $1,905.
+Added: Lease Obligations
+Added: June 1, 2020, the Company entered into a lease agreement with Arrow Capital Solutions, Inc.
+Added: to lease equipment.
+Added: The lease obligation
+Added: is payable to Arrow Capital Solutions with monthly installments of $5,008.
+Added: The lease carries an interest rate of 7% and is a three-year
+Added: The term of the lease ends June 1, 2023.
+Added: June 29, 2020, the Company entered into a lease agreement with Arrow Capital Solutions, Inc.
+Added: to lease equipment.
+Added: The lease obligation
+Added: is payable to Arrow Capital Solutions with monthly installments of $5,050.
+Added: The lease carries an interest rate of 7% and is a three-year
+Added: The term of the lease ends June 29, 2023.
+Added: July 31, 2020, the Company entered into a lease agreement with Arrow Capital Solutions, Inc.
+Added: to lease equipment under a finance
+Added: The lease obligation is payable to Arrow Capital Solutions with monthly installments of $4,524.
+Added: The lease carries an interest
+Added: rate of 7% and is a three-year lease.
+Added: Lease Obligations –
Related Party
−Removed: On April 1, 2018, the Company entered into
−Removed: a lease agreement with Systems Trading Inc.
−Removed: (“Systems Trading”) to refinance all leases into one lease.
−Removed: obligation is payable to Systems Trading with bi-monthly installments of $23,475.
−Removed: The lease carries an interest rate of 5% and
−Removed: is a four -year lease.
+Added: April 1, 2018, the Company entered into a lease agreement with Systems Trading Inc.
+Added: (Systems Trading) to refinance
+Added: all leases into one lease.
+Added: This lease obligation is payable to Systems Trading with bi-monthly installments of $23,475.
+Added: carries an interest rate of 5% and is a four -year lease.
The term of the lease ends April 16, 2022.
−Removed: Systems Trading is owned and operated by the Company’s
−Removed: President, Hal Schwartz.
−Removed: On January 1, 2019, the Company entered into
−Removed: a lease agreement with Systems Trading.
−Removed: This lease obligation is payable to Systems Trading with monthly installments of $29,592.
+Added: Systems Trading is owned
+Added: and operated by the Companys President, Hal Schwartz.
+Added: January 1, 2019, the Company entered into a lease agreement with Systems Trading.
+Added: This lease obligation is payable to Systems
+Added: Trading with monthly installments of $29,592.
The lease carries an interest rate of 6.75% and is a five-year lease.
−Removed: The term of the lease ends December 31, 2023.
−Removed: On April 1, 2019, the Company entered into
−Removed: two lease agreements with Systems Trading to add new data center equipment.
−Removed: The first lease calls for monthly payments of $1,328
−Removed: and expires on March 1, 2022.
+Added: the lease ends December 31, 2023.
+Added: April 1, 2019, the Company entered into two lease agreements with Systems Trading to add new data center equipment.
+Added: lease calls for monthly payments of $1,328 and expires on March 1, 2022.
It carries an interest rate of 7%.
−Removed: The second lease calls for monthly payments of $461 and expires
−Removed: on March 1, 2022.
+Added: The second lease calls
+Added: for monthly payments of $461 and expires on March 1, 2022.
It carries an interest rate of 6.7%.
−Removed: On January 1, 2020, the Company entered into
−Removed: a new lease agreement with Systems Trading Inc.
+Added: January 1, 2020, the Company entered into a new lease agreement with Systems Trading Inc.
to lease equipment.
−Removed: The lease obligation is payable to Systems Trading with monthly
−Removed: installments of $10,534.
−Removed: The lease carries an interest rate of 6% and is a three-year lease.
+Added: The lease obligation
+Added: is payable to Systems Trading with monthly installments of $10,534.
+Added: The lease carries an interest rate of 6% and is a three-year
The term of the lease ends January 1, 2023.
−Removed: We determine if an arrangement contains a lease
−Removed: at inception.
−Removed: ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our
−Removed: obligation to make lease payments arising from the lease.
−Removed: ROU assets and liabilities are recognized at the lease commencement date
−Removed: based on the estimated present value of lease payments over the lease term.
−Removed: Our lease term includes options to extend the lease
−Removed: when it is reasonably certain that we will exercise that option.
−Removed: Leases with a term of 12 months or less are not recorded on the
−Removed: balance sheet, per the election of the practical expedient noted above.
−Removed: ROU assets and liabilities are recognized at the lease
−Removed: commencement date based on the estimated present value of lease payments over the lease term.
−Removed: We recognize lease expense for these
−Removed: leases on a straight-line basis over the lease term.
−Removed: We recognize variable lease payments in the period in which the obligation
−Removed: for those payments is incurred.
−Removed: Variable lease payments that depend on an index or a rate are initially measured using the index
−Removed: or rate at the commencement date, otherwise variable lease payments are recognized in the period incurred.
−Removed: A discount rate of 7%
−Removed: was used in preparation of the ROU asset and operating liabilities.
−Removed: The components of lease expense were
+Added: determine if an arrangement contains a lease at inception.
+Added: ROU assets represent our right to use an underlying asset for the lease
+Added: term and lease liabilities represent our obligation to make lease payments arising from the lease.
+Added: ROU assets and liabilities
+Added: are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term.
+Added: lease term includes options to extend the lease when it is reasonably certain that we will exercise that option.
+Added: Leases with a
+Added: term of 12 months or less are not recorded on the balance sheet, per the election of the practical expedient noted above.
+Added: assets and liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over
+Added: the lease term.
+Added: We recognize lease expense for these leases on a straight-line basis over the lease term.
+Added: We recognize variable
+Added: lease payments in the period in which the obligation for those payments is incurred.
+Added: Variable lease payments that depend on an
+Added: index or a rate are initially measured using the index or rate at the commencement date, otherwise variable lease payments are
+Added: recognized in the period incurred.
+Added: A discount rate of 7% was used in preparation of the ROU asset and operating liabilities.
+Added: components of lease expense were as follows:
December 31, 2020
Finance lease:
−Removed: Amortization of
−Removed: assets, included in depreciation and amortization expense
−Removed: Interest on lease liabilities,
−Removed: included in interest expense
+Added: Amortization of assets, included in depreciation and amortization expense
+Added: Interest on lease liabilities, included in interest expense
Operating lease:
−Removed: Amortization of assets, included
−Removed: in total operating expense
−Removed: on lease liabilities, included in total operating expense
+Added: Amortization of assets, included in total operating expense
+Added: Interest on lease liabilities, included in total operating expense
Total net lease cost
−Removed: Supplemental balance sheet information
−Removed: related to leases was as follows
−Removed: Operating Leases
−Removed: lease ROU asset
+Added: balance sheet information related to leases was as follows
+Added: Operating lease ROU asset
Current operating lease liabilities
−Removed: Noncurrent operating lease
−Removed: operating lease liabilities
+Added: Noncurrent operating lease liabilities
+Added: Total operating lease liabilities
+Added: December 31, 2020
Finance leases:
1 unchanged sentence
Accumulated amortization
−Removed: Property and equipment,
+Added: Property and equipment, net
Current obligations of finance leases
−Removed: Finance leases, net of current
+Added: Finance leases, net of current obligations
Total finance lease liabilities
−Removed: Supplemental cash flow and other
−Removed: information related to leases was as follows:
+Added: cash flow and other information related to leases was as follows:
December 31, 2020
−Removed: Cash paid for amounts included in the measurement
−Removed: of lease liabilities:
−Removed: Operating cash flows related to operating
+Added: Cash paid for amounts included in the measurement of lease liabilities:
+Added: Operating cash flows related to operating leases
Financing cash flows related to finance leases
5 unchanged sentences
Finance leases
−Removed: Long-term obligations under the operating
−Removed: and finance leases at December 31, 2019 mature as follows:
+Added: obligations under the operating and finance leases at December 31, 2020 mature as follows:
For the Year ending December 31,
4 unchanged sentences
Total lease obligations
−Removed: As of December 31, 2019, we had no additional
−Removed: significant operating or finance leases that had not yet commenced.
−Removed: Rent expense under all operating leases for the twelve months
−Removed: ended December 31, 2019 and 2018 was $228,881 and $251,814, respectively.
−Removed: Note 6 - Commitments and Contingencies
−Removed: Revolving Credit Facility
−Removed: On January 31, 2008, the Company entered into
−Removed: a revolving credit line with a bank.
−Removed: The credit facility provides for $100,000 at prime plus 0.5% and is secured by all assets
−Removed: of the Company and personally guaranteed by the Company’s principal shareholder.
−Removed: As of December 31, 2019, and 2018 the balance
−Removed: was $75,000 and $0 respectively.
−Removed: Note 7 –
+Added: of December 31, 2020, we had no additional significant operating or finance leases that had not yet commenced.
+Added: Rent expense under all
+Added: operating leases for the years ended December 31, 2020 and
+Added: 2019 were $169,716 and $251,814, respectively.
+Added: 6 - Commitments and Contingencies
+Added: COVID-19 pandemic has created significant worldwide uncertainty, volatility and economic disruption.
+Added: The extent to which COVID-19
+Added: will adversely impact our business, financial condition and results of operations is dependent upon numerous factors, many of
+Added: which are highly uncertain, rapidly changing and uncontrollable.
+Added: These factors include, but are not limited to:
+Added: (i) the duration
+Added: and scope of the pandemic;
+Added: (ii) governmental, business and individual actions that have been and continue to be taken in response
+Added: to the pandemic, including travel restrictions, quarantines, social distancing, work-from-home and shelter-in-place orders and
+Added: (iii) the impact on U.S.
+Added: and global economies and the timing and rate of economic recovery;
+Added: (iv) potential adverse
+Added: effects on the financial markets and access to capital;
+Added: (v) potential goodwill or other impairment charges;
+Added: (vi) increased cybersecurity
+Added: risks as a result of pervasive remote working conditions;
+Added: and (vii) our ability to effectively carry out our operations due to
+Added: any adverse impacts on the health and safety of our employees and their families.
+Added: Under NYS Executive Order 202.6,
+Added: “Essential Business,”
+Added: DSC is an “Essential Business”
+Added: based on the following in the Executive order number 2:
+Added: infrastructure including telecommunications and data centers;
+Added: and, number 12:
+Added: Vendors that provide essential services or products, including
+Added: logistics and technology support.
+Added: Further, as a result of the pandemic, all employees, including the Company’s specialized technical
+Added: staff, are working remotely or in a virtual environment.
+Added: DSC always maintains the ability for team members to work virtual and the Company
+Added: will continue to stay virtual, until the State and or the Federal government indicate the environment is safe to return to work.
+Added: The significant
+Added: increase in remote working, particularly for an extended period of time, could exacerbate certain risks to the Company’s business,
+Added: including an increased risk of cybersecurity events and improper dissemination of personal or confidential information, though the Company
+Added: does not believe these circumstances have, or will, materially adversely impact its internal controls or financial reporting systems.
+Added: If the COVID-19 pandemic should worsen, the Company may experience disruptions to our business including, but not limited to equipment,
+Added: to its workforce, or to its business relationships with other third parties.
+Added: The extent to which COVID-19 impacts the Company’s
+Added: operations or those of its third-party partners will depend on future developments, which are highly uncertain and cannot be predicted
+Added: with confidence, including the duration of the outbreak, new information that may emerge concerning the severity of COVID-19 and the actions
+Added: to contain COVID-19 or treat its impact, among others.
+Added: Any such disruptions or losses we incur could have a material adverse effect on
+Added: the Company’s financial results and our ability to conduct business as expected.
+Added: Credit Facility
+Added: January 31, 2008, the Company entered into a revolving credit line with a bank.
+Added: The credit facility provides for $100,000 at prime
+Added: plus 0.5% and is secured by all assets of the Company and personally guaranteed by the Companys principal shareholder.
+Added: As of December 31, 2020, and 2019 the balance was $24 and $75,000, respectively.
Long Term Debt
−Removed: In connection with the 2012 acquisition of
−Removed: Message Logic, LLC, the Company acquired software subject to a UCC filing in the amount of $350,000 plus accrued interest.
−Removed: 5, 2014 the Company entered into an agreement whereby the Company paid all arrears interest over 7 months at $3,910 per month.
−Removed: In addition, the Company agreed to make monthly interest payments at $1,553 per month with the principal balance of $350,000 payable
−Removed: on April 30, 2016.
−Removed: The Company stopped making interest only payments on October 25, 2018.
−Removed: There has been no default notice from
−Removed: The Company is in the process of negotiating a final settlement.
−Removed: Note 8 - Stockholders’
−Removed: Capital Stock
−Removed: The Company has 260,000,000 authorized shares
−Removed: of capital stock, consisting of 250,000,000 shares of common stock, par value $0.001, and 10,000,000 shares of Preferred Stock,
−Removed: par value $0.001 per share.
−Removed: During the year ended December 31, 2019, the
−Removed: Company issued to its Chief Technology Officer 200,000 shares of common stock as compensation with a total value of $26,000.
−Removed: Common Stock Options
−Removed: Incentive Plan
−Removed: In October 2008,
−Removed: the Company adopted, the Euro Trend, Inc.
−Removed: 2008 Equity Incentive Plan (the “2008 Plan).
−Removed: Under the 2008 Plan, we may grant
−Removed: options (including incentive stock options) to purchase our common stock or restricted stock awards to our employees, consultants
−Removed: or non-employee directors.
−Removed: The 2008 Plan is administered by the Board of Directors.
−Removed: Awards may be granted pursuant to the 2008
−Removed: Plan for 10 years from the effective date of the 2008 Plan.
−Removed: Any grant under the 2008 Plan may be repriced, replaced or regranted
−Removed: at the discretion of the Board of Directors.
−Removed: From time to time, we may issue awards pursuant to the 2008 Plan.
−Removed: terms of options granted under the 2008 Plan (all of which have been nonqualified stock options) are consistent with the terms
−Removed: described in the footnotes to the “Outstanding Equity Awards at Fiscal Year-End December 31, 2017” table below, including
−Removed: five-year graded vesting schedules and exercise prices equal to the fair market value of our common stock on the date of grant.
−Removed: Stock grants made under the 2008 Plan have not been subject to vesting requirements.
−Removed: The 2008 Plan was terminated with respect
−Removed: to the issuance of new awards as of February 3, 2013.
−Removed: There are 369,839 options outstanding under the 2008 Plan as of December
−Removed: 2010 Incentive
−Removed: On August 12,
−Removed: 2010, the Company adopted the Data Storage Corporation 2010 Incentive Award Plan (the “2010 Plan”) with 2,000,000
−Removed: shares of common stock available for issuance under the terms of the 2010 Plan.
−Removed: On April 23, 2012, the Company amended and restated
−Removed: the 2010 Plan to change the name of the 2010 Plan to the “Amended and Restated Data Storage Corporation Incentive Award
−Removed: Plan” (the “Plan”).
−Removed: On September 25, 2013, by written consent in lieu of a meeting by the stockholders owning
−Removed: a majority of the outstanding shares of Common Stock of the Company and by unanimous written consent of the Board of Directors
−Removed: in lieu of a meeting, the Plan was amended and restated to reserve 5,000,000 shares of common stock available for issuance under
−Removed: the terms of the Plan.
−Removed: On June 20, 2017, by written consent in lieu of a meeting by the stockholders owning a majority of the
−Removed: outstanding shares of Common Stock of the Company and by unanimous written consent of the Board of Directors in lieu of a meeting,
−Removed: the Plan was amended and restated to reserve 8,000,000 shares of common stock available for issuance under the terms of the Plan.
−Removed: On July 1, 2019, by written consent in lieu of a meeting by the stockholders owning a majority of the outstanding shares of Common
−Removed: Stock of the Company and by unanimous written consent of the Board of Directors in lieu of a meeting, the Plan was amended and
−Removed: restated to reserve 10,000,000 shares of common stock available for issuance under the terms of the Plan The Plan is intended
−Removed: to promote the interests of the Company by attracting and retaining exceptional employees, consultants, directors, officers and
−Removed: independent contractors (collectively referred to as the “Participants”) and enabling such Participants to participate
−Removed: in the long-term growth and financial success of the Company.
−Removed: Under the Plan, the Company may grant stock options, which are intended
−Removed: to qualify as “incentive stock options” under Section 422 of the Internal Revenue Code of 1986, as amended, non-qualified
−Removed: stock options, stock appreciation rights and restricted stock awards, which are restricted shares of common stock (collectively
−Removed: referred to as “Incentive Awards”).
−Removed: Incentive Awards may be granted pursuant to the Plan for 10 years from the Effective
−Removed: From time to time, we may issue Incentive Awards pursuant to the Plan.
−Removed: Each of the awards will be evidenced by and issued
−Removed: under a written agreement.
−Removed: There are 8,055,985 options outstanding under the Plan as of December 31, 2019.
−Removed: If an incentive
−Removed: award granted under the Plan expires, terminates, is unexercised or is forfeited, or if any shares are surrendered to us in connection
−Removed: with an incentive award, the shares subject to such award and the surrendered shares will become available for future awards under
−Removed: The number of shares subject to the Plan, and the number of shares and terms of any Incentive Award may be adjusted
−Removed: in the event of any change in our outstanding common stock by reason of any stock dividend, spin-off, stock split, reverse stock
−Removed: split, recapitalization, reclassification, merger, consolidation, liquidation, business combination or exchange of shares, or
−Removed: similar transaction.
−Removed: There are 1,944,015 shares available
−Removed: for future grants under the plans.
−Removed: the Company’s option activity and related information follows:
+Added: In connection with the Company’s
+Added: October 2012 acquisition of certain assets (the “ML Assets”) of Message Logic, Inc.
+Added: (“Message Logic”), the Company
+Added: maintained ownership of the ML Assets subject to a security interest in the ML Assets held by a third party banking institution (the “Bank”)
+Added: in connection with a secured loan made by the Bank to Message Logic in June 2012 in the amount of $350,000 (the “ML Loan”).
+Added: The Bank filed a UCC-1 Financing Statement with the Secretary of State of Delaware perfecting its interest in the ML Assets (the “UCC-1
+Added: Filing”).
+Added: On September 5, 2014, the Company entered into an agreement with Message Logic and the Bank pursuant to which the Company
+Added: paid to the Bank the outstanding interest amount due on the ML Loan over seven months at $3,910 per month.
+Added: In addition, the Company agreed
+Added: to continue to make monthly interest-only payments to the Bank at $1,553 per month.
+Added: The Company recorded a contingent liability as part
+Added: of its option to pay off the ML Loan, terminate the UCC-1 Filing and own the ML Assets free of all liens and encumbrances.
+Added: stopped making interest-only payments on October 25, 2018.
+Added: During 2020, the Company made a strategic decision to cease utilizing the ML
+Added: Assets in its operations and advised the Bank of such information.
+Added: In connection with this and as a result, the Company recorded a gain
+Added: on extinguishment of contingent liability in the amount of $350,000 on the consolidated statements of operations.
+Added: April 30, 2020, the Company was granted a loan from a banking institution, in the principal amount of $481,977 (the “Loan”),
+Added: pursuant to the Paycheck Protection Program (the “PPP”) under Division A, Title I of the Coronavirus Aid, Relief, and Economic
+Added: Security Act (the “CARES Act”), which was enacted on March 27, 2020.
+Added: The Loan, which was in the form of a Note dated April
+Added: 30, 2020, matures on April 30, 2022 and bears interest at a fixed rate of 1.00% per annum, payable monthly commencing on November 5, 2020.
+Added: Funds from the loan may only be used to retain workers and maintain payroll or make mortgage payments, lease payments and utility payments.
+Added: Management used the entire Loan amount for qualifying expenses.
+Added: Under the terms of the PPP, certain amounts of the Loan may be forgiven
+Added: if they are used for qualifying expenses as described in the CARES Act.
+Added: The company has not yet applied for the loan forgiveness.
+Added: As of December 31, 2020, if not forgiven, remaining scheduled principal
+Added: payments due on notes payable are as follows:
+Added: Year ending December 31,
+Added: 8 - Stockholders (Deficit)
+Added: Company has 260,000,000 authorized shares of capital stock, consisting of 250,000,000 shares of common stock, par value $0.001,
+Added: and 10,000,000 shares of Preferred Stock, par value $0.001 per share.
+Added: Stock Options
+Added: Incentive Award Plan
+Added: August 12, 2010, the Company adopted the Data Storage Corporation 2010 Incentive Award Plan (the “2010 Plan”) that provided
+Added: for 2,000,000 shares of common stock reserved for issuance under the terms of the 2010 Plan;
+Added: which was amended on September 25, 2013 to
+Added: increase the number of shares of common stock reserved for issuance under the Plan to 5,000,000 shares of common stock;
+Added: which was further
+Added: amended on June 20, 2017 to increase the number of shares of common stock reserved for issuance under the Plan to 8,000,000 shares
+Added: of common stock;
+Added: and further amended on July 1, 2019 to increase the number of shares of common stock reserved for issuance under the
+Added: Plan to 10,000,000 shares of common stock.
+Added: On April 23, 2012, the Company amended and restated the 2010 Plan to change the name
+Added: to the “Amended and Restated Data Storage Corporation Incentive Award Plan”
+Added: (the “Plan”).
+Added: The Plan was intended
+Added: to promote the interests of the Company by attracting and retaining exceptional employees, consultants, directors, officers and independent
+Added: contractors (collectively referred to as the “Participants”) and enabling such Participants to participate in the long-term
+Added: growth and financial success of the Company.
+Added: Under the Plan, the Company had the right to grant stock options, which are intended to qualify
+Added: as “incentive stock options”
+Added: under Section 422 of the Internal Revenue Code of 1986, as amended, non-qualified stock options,
+Added: stock appreciation rights and restricted stock awards, which were restricted shares of common stock (collectively referred to as “Incentive
+Added: Awards”).
+Added: Incentive Awards were granted pursuant to the Plan for 10 years from the Effective Date.
+Added: There are 8,305,985 options outstanding
+Added: under the Plan as of December 31, 2020.
+Added: The 2010 Plan expired on October 21, 2020 and accordingly, there are no shares available for future
+Added: an incentive award granted under the Plan expires, terminates, is unexercised or is forfeited, or if any shares are surrendered
+Added: to us in connection with an incentive award, the shares subject to such award and the surrendered shares will become available
+Added: for future awards under the Plan.
+Added: The number of shares subject to the Plan, and the number of shares and terms of any Incentive
+Added: Award may be adjusted in the event of any change in our outstanding common stock by reason of any stock dividend, spin-off, stock
+Added: split, reverse stock split, recapitalization, reclassification, merger, consolidation, liquidation, business combination or exchange
+Added: of shares, or similar transaction.
+Added: summary of the Companys option activity and related information follows:
Under Options
Exercise Price
−Removed: Options Outstanding at January
+Added: Outstanding at January 1, 2019
Expired/Cancelled
−Removed: Options Outstanding
−Removed: at December 31, 2018
−Removed: Options Granted
+Added: Outstanding at December 31, 2019
Expire/Cancelled
−Removed: Options Outstanding
−Removed: at December 31, 2019
−Removed: Options Exercisable
−Removed: at December 31, 2019
+Added: Outstanding at December 31, 2020
+Added: Exercisable at December 31, 2020
compensation expense for options totaling $158,728 and $15,342 was recognized in our results for the year ended December 31, 2020
6 unchanged sentences
is appropriate for the term of the options.
−Removed: Estimated volatility
−Removed: is a measure of the amount by which the Company’s stock price is expected to fluctuate each year during the expected life
−Removed: of the award.
−Removed: The Company’s calculation of estimated volatility is based on historical stock prices of these peer entities
+Added: volatility is a measure of the amount by which the Companys stock price is expected to fluctuate each year during the expected
+Added: life of the award.
+Added: The Companys calculation of estimated volatility is based on historical stock prices of these peer entities
over a period equal to the expected life of the awards.
1 unchanged sentence
lack of sufficient historical data of its stock price.
−Removed: As of December
−Removed: 31, 2019, there was $378,360 of total unrecognized compensation expense related to unvested employee options granted under the
−Removed: Company’s share-based compensation plans that is expected to be recognized over a weighted average period of approximately
−Removed: average fair value of options granted, and the assumptions used in the Black-Scholes model during the year ended December 31,
−Removed: 2019 are set forth in the table below.
−Removed: Weighted average fair value of options granted
−Removed: Risk-free interest rate
−Removed: Expected life (years)
−Removed: Dividend yield
+Added: of December 31, 2020, there was $264,111 of total unrecognized compensation expense related to unvested employee options granted
+Added: under the Companys share-based compensation plans that is expected to be recognized over a weighted average period of approximately
+Added: weighted average fair value of options granted, and the assumptions used in the Black-Scholes model during the year ended December
+Added: 31, 2020 and 2019 are set forth in the table below.
+Added: average fair value of options granted
+Added: interest rate
Common Stock Warrants
−Removed: the Company’s warrant activity and related information follows:
+Added: summary of the Companys warrant activity and related information follows:
Exercise Price
Warrants Outstanding at January 1, 2019
+Added: Warrants Granted
Warrants Outstanding at December 31, 2019
+Added: Warrants Granted
Warrants Outstanding at December 31, 2020
Warrants Exercisable at December 31, 2020
−Removed: Preferred Stock
−Removed: Liquidation preference
−Removed: Upon any liquidation,
−Removed: dissolution, or winding up of the Corporation, whether voluntary or involuntary, before any distribution or payment shall be made
−Removed: to the holders of any Common Stock, the holders of Series A Preferred Stock shall be entitled to be paid out of the assets of
−Removed: the Corporation legally available for distribution to stockholders, for each share of Series A Preferred Stock held by such holder,
−Removed: an amount per share of Series A Preferred Stock equal to the Original Issue Price for such share of Series A Preferred Stock plus
−Removed: all accrued and unpaid dividends on such share of Series A Preferred Stock as of the date of the Liquidation Event.
−Removed: The number of
−Removed: shares of Common Stock to which a share of Series A Preferred Stock may be converted shall be the product obtained by dividing
−Removed: the Original Issue Price of such share of Series A Preferred Stock by the then-effective Conversion Price (as defined herein)
−Removed: for such share of Series A Preferred Stock.
−Removed: The Conversion Price for the Series A Preferred Stock shall initially be equal to
−Removed: $0.02 and shall be adjusted from time to time.
−Removed: of shares of Series A Preferred Stock shall be entitled to the number of votes, upon any meeting of the stockholders of the Corporation
−Removed: (or action taken by written consent in lieu of any such meeting) equal to the number of shares of Class B Common Stock into which
−Removed: such shares of Series A Preferred Stock could be converted.
−Removed: Each share of
−Removed: Series A Preferred Stock, in preference to the holders of all Common Stock (as defined below), shall entitle its holder to receive,
−Removed: but only out of funds that are legally available therefore, cash dividends at the rate of ten percent (10%) per annum from the
−Removed: Original Issue Date on the Original Issue Price for such share of Series A Preferred Stock, compounding annually unless paid by
−Removed: the Corporation.
+Added: any liquidation, dissolution, or winding up of the Corporation, whether voluntary or involuntary, before any distribution or payment
+Added: shall be made to the holders of any Common Stock, the holders of Series A Preferred Stock shall be entitled to be paid out of
+Added: the assets of the Corporation legally available for distribution to stockholders, for each share of Series A Preferred Stock held
+Added: by such holder, an amount per share of Series A Preferred Stock equal to the Original Issue Price for such share of Series A Preferred
+Added: Stock plus all accrued and unpaid dividends on such share of Series A Preferred Stock as of the date of the Liquidation Event.
+Added: number of shares of Common Stock to which a share of Series A Preferred Stock may be converted shall be the product obtained by
+Added: dividing the Original Issue Price of such share of Series A Preferred Stock by the then-effective Conversion Price (as defined
+Added: herein) for such share of Series A Preferred Stock.
+Added: The Conversion Price for the Series A Preferred Stock shall initially be equal
+Added: to $0.02 and shall be adjusted from time to time.
+Added: holder of shares of Series A Preferred Stock shall be entitled to the number of votes, upon any meeting of the stockholders of
+Added: the Corporation (or action taken by written consent in lieu of any such meeting) equal to the number of shares of Class B Common
+Added: Stock into which such shares of Series A Preferred Stock could be converted.
+Added: share of Series A Preferred Stock, in preference to the holders of all Common Stock (as defined below), shall entitle its holder
+Added: to receive, but only out of funds that are legally available therefore, cash dividends at the rate of ten percent (10%) per annum
+Added: from the Original Issue Date on the Original Issue Price for such share of Series A Preferred Stock, compounding annually unless
+Added: paid by the Corporation.
Accrued dividends at December 31, 2020 and 2019 were $1,115,674 and $970,997, respectively.
−Removed: Due to losses,
−Removed: the Company did not have current income tax expense.
−Removed: The components of deferred taxes
−Removed: are as follows:
−Removed: Deferred Tax Assets:
−Removed: Net operating loss
−Removed: carry-forward
+Added: 9 - Income Taxes
+Added: components of deferred taxes are as follows:
+Added: Net operating loss carry-forward
valuation allowance
−Removed: deferred tax asset
−Removed: had federal and state net operating tax loss carry-forwards of $5,128,000 and $4,670,000, respectively as of December 31, 2019.
−Removed: The tax loss carry-forwards are available to offset future taxable income with the federal and state carry-forwards beginning
−Removed: to expire in 2028.
−Removed: 2018, net deferred tax assets did not change due to the full allowance.
−Removed: The gross amount of the asset is entirely due to the net
−Removed: operating loss carry forward.
−Removed: The realization of the tax benefits is subject to the sufficiency of taxable income in future years.
+Added: Net deferred tax asset
+Added: Company had federal and state net operating tax loss carry-forwards of $4,725,000 and $4,325,000, respectively as of December
+Added: The tax loss carry-forwards are available to offset future taxable income with the federal and state carry-forwards
+Added: beginning to expire in 2028.
+Added: 2020 and 2019, net deferred tax assets did not change due to the full allowance.
+Added: The gross amount of the asset is entirely due
+Added: to the net operating loss carry forward.
+Added: The realization of the tax benefits is subject to the sufficiency of taxable income in
+Added: future years.
The combined deferred tax assets represent the amounts expected to be realized before expiration.
−Removed: periodically assesses the likelihood that it will be able to recover its deferred tax assets.
−Removed: The Company considers all available
−Removed: evidence, both positive and negative, including historical levels of income, expectations and risks associated with estimates
−Removed: of future taxable income and ongoing prudent and feasible profits.
−Removed: As a result of this analysis of all available evidence, both
−Removed: positive and negative, the Company concluded that it is more likely than not that its net deferred tax assets will ultimately
+Added: Company periodically assesses the likelihood that it will be able to recover its deferred tax assets.
+Added: The Company considers all
+Added: available evidence, both positive and negative, including historical levels of income, expectations and risks associated with
+Added: estimates of future taxable income and ongoing prudent and feasible profits.
+Added: As a result of this analysis of all available evidence,
+Added: both positive and negative, the Company concluded that it is more likely than not that its net deferred tax assets will ultimately
not be recovered and, accordingly, a valuation allowance was recorded as of December 31, 2020 and 2019.
−Removed: The difference between the expected
−Removed: income tax expense (benefit) and the actual tax expense (benefit) computed by using the Federal statutory rate of 21% is as follows:
−Removed: Ended December 31,
−Removed: Expected income tax benefit (loss)
−Removed: at statutory rate of 21%
−Removed: State and local tax benefit, net of federal
+Added: difference between the expected income tax expense (benefit) and the actual tax expense (benefit) computed by using the Federal
+Added: statutory rate of 21% is as follows:
+Added: Year Ended December 31,
+Added: Expected income tax benefit (loss) at statutory rate of 21%
+Added: State and local tax benefit (loss), net of federal
Change in valuation account
Income tax expense (benefit)
−Removed: Note 10 - Litigation
−Removed: We are currently
−Removed: not involved in any litigation that we believe could have a materially adverse effect on our financial condition or results of
−Removed: There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency,
−Removed: self-regulatory organization or body pending or, to the knowledge of the executive officers of our company or any of our subsidiaries,
−Removed: threatened against or affecting DSC, its common stock, any of its subsidiaries or of DSC’s or DSC’s subsidiaries’
−Removed: officers or directors in their capacities as such, in which an adverse decision could have a material adverse effect.
+Added: 10 - Litigation
+Added: Company currently is not involved in any litigation that it believes could have a materially adverse effect on our financial condition
+Added: or results of operations.
+Added: There is no action, suit, proceeding, inquiry or investigation before or by any court, public board,
+Added: government agency, self-regulatory organization or body pending or, to the knowledge of the executive officers of our company
+Added: or any of our subsidiaries, threatened against or affecting DSC, its common stock, any of its subsidiaries or of DSCs or
+Added: DSCs subsidiaries officers or directors in their capacities as such, in which an adverse decision could have a material
+Added: adverse effect.
Related Party Transactions
−Removed: Finance Lease
−Removed: Obligations – Related Party
−Removed: During the years
−Removed: ended December 31, 2019 and 2018 the Company entered into three different related party finance lease obligations.
−Removed: Nexxis Capital
−Removed: Charles Piluso and Harold Schwartz collectively
−Removed: own 100% of Nexxis Capital LLC (“Nexxis Capital”).
−Removed: Nexxis Capital was formed to purchase equipment and provide leases
−Removed: to Nexxis Inc.’s customers.
−Removed: The Company received funds of $12,794 during
−Removed: the year-ended December 31, 2019.
−Removed: Note 12 - Subsequent Events
−Removed: On February 7, 2020, options were exercised
−Removed: to obtain 100,000 shares of common stock.
−Removed: These options were exercised at $0.054.
−Removed: On February 10, 2020, Harold Schwartz resigned
−Removed: as Treasurer of the Company and Charles M.
−Removed: Piluso was appointed as the Company’s Treasurer.
−Removed: In addition, on February 10,
−Removed: 2020, Thomas Kempster resigned as Secretary of the Company and was appointed as Executive Vice President of the Company, and Wendy
−Removed: Schmittzeh was appointed as the Company’s Secretary.
−Removed: There is no understanding or arrangement between
−Removed: Schmittzeh and any other person pursuant to which she was appointed as Secretary.
−Removed: Schmittzeh does not have any family
−Removed: relationship with any director, executive officer or person nominated or chosen by us to become a director or an executive officer.
−Removed: Since January 1, 2019, Mrs.
−Removed: Schmittzeh has not had a direct or indirect material interest in any transaction or proposed transaction,
−Removed: in which the Company was or is a proposed participant exceeding $120,000.
−Removed: Wendy Schmittzeh is a veteran management professional
−Removed: with over 30 years of corporate experience.
−Removed: From 2011 through the present, Mrs.
−Removed: Schmittzeh has served as Manager of Administration
−Removed: for the Company.
−Removed: While serving in her management role, Ms.
−Removed: Schmittzeh has been instrumental in numerous operational aspects of
−Removed: the Company’s business, including mergers and acquisitions transactions, accounting, corporate administration, office management,
−Removed: human resources, corporate office relocations, facilities management and high-level executive support.
−Removed: Schmittzeh received
−Removed: an Associate’s Degree in Secretarial Arts from Katharine Gibbs College in 1991.
−Removed: Schmittzeh currently serves as a Vestry
−Removed: member at St.
−Removed: Ann’s Episcopal Church, and has held several board positions on the Suffolk County Bicycle Riders Association.
+Added: Lease Obligations –
+Added: Related Party
+Added: the years ended December 31, 2020 and 2019 the Company entered into three different related party finance lease obligations.
+Added: Note 5 for details.
+Added: Piluso and Harold Schwartz collectively own 100% of Nexxis Capital LLC (Nexxis Capital).
+Added: Nexxis Capital was formed
+Added: to purchase equipment and provide leases to Nexxis Inc.s customers.
+Added: Company received funds of $37,954 and $12,794 during the years ended December 31, 2020 and 2019, respectively.
+Added: 12 - Subsequent Events
+Added: On January 31, 2021, the term
+Added: of the lease for the Company’s location in Rhode Island expired.
+Added: Employees from that location are now working remotely from their
+Added: Solutions, LLC
+Added: 4, 2021, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Data Storage FL, LLC, a Florida
+Added: limited liability company and the Company’s wholly-owned subsidiary (the “Merger Sub”), Flagship Solutions, LLC (“Flagship”),
+Added: a Florida limited liability company, and the owners (collectively, the “Equityholders”) of all of the issued and outstanding
+Added: limited liability company membership interests in Flagship (collectively, the “Equity Interests”), pursuant to which, upon
+Added: the Closing (as defined below), the Company will acquire Flagship through the merger of Merger Sub with and into Flagship (the “Merger”),
+Added: with Flagship being the surviving company in the Merger and becoming as a result its wholly-owned subsidiary.
+Added: The closing of the Merger
+Added: (the “Closing”) is expected to take place on or before May 31, 2021 (the “Outside Closing Date”).
+Added: to the Merger, all of the Equity Interests that are issued and outstanding immediately prior to the effectiveness of the filing of the
+Added: Articles of Merger by Flagship and Merger Sub with the Secretary of State of the State of Florida, will be converted into the right to
+Added: receive an aggregate amount equal to up to $10,500,000, consisting of $5,550,000, payable in cash, subject to reduction by the amount
+Added: of any excluded liabilities assumed by the Company at Closing and subject to adjustment as set forth below in connection with a net working
+Added: capital adjustment, and up to $4,950,000, payable in shares of the Company’s common stock, subject to reduction by the amount by
+Added: which the valuation of Flagship (the “Flagship Valuation”), as calculated based on Flagship’s unaudited pro forma 2018
+Added: financial statements and audited 2019 and 2020 financial statements (the “2020 Audit”), is less than $10,500,000.
+Added: that the Flagship Valuation, as calculated based on the 2020 Audit, is less than $10,500,000, then, within fifteen (15) days after completion
+Added: of the audit of Flagship’s financial statements for its 2019, 2020 and 2021 fiscal years (the “2021 Audit”), the Company
+Added: has agreed to pay the Equityholders, in shares of the Company’s common stock, the amount by which the Flagship Valuation, as calculated
+Added: based on the 2021 Audit, exceeds the sum of $5,550,000 and the value of the shares merger consideration paid by us to the Equityholders
+Added: In addition, the cash merger consideration paid by the Company to the Equityholders at Closing shall be adjusted, on a dollar-for-dollar
+Added: basis, by the amount by which Flagship’s estimated net working capital at Closing is more or is less than the target working capital
+Added: amount specified in the Merger Agreement.
+Added: have agreed to indemnify each other for any losses that may be incurred by them as a result of their breach of any of their representations,
+Added: warranties and covenants contained in the Merger Agreement.
+Added: The Company’s indemnification obligations are capped at 20% of the aggregate
+Added: merger consideration paid to the Equityholders for any breach of our representations and warranties contained in the Merger Agreement,
+Added: other than the representations and warranties set forth under Section 4.1 (Existence;
+Added: Good Standing;
+Added: Enforceability), Section
+Added: 4.2 (No Conflict) and Section 4.4 (Brokers) (herein, “Fundamental Representations”).
+Added: The Company’s indemnification obligations
+Added: in respect of any breach by the Company of the Fundamental Representations or in the event of our willful or intentional breach of the
+Added: Merger Agreement (or acts of fraud), are not capped.
+Added: with the Closing, Flagship and Mark Wyllie, Flagship’s Chief Executive Officer, will enter into an Employment Agreement (the “Wyllie
+Added: Employment Agreement”), which will become effective upon consummation of the Closing, pursuant to which Mr.
+Added: Wyllie will continue
+Added: to serve as Chief Executive Officer of Flagship following the Closing on the terms and conditions set forth therein.
+Added: Flagship’s
+Added: obligations under the Wyllie Employment Agreement will also be guaranteed by us.
+Added: The Wyllie Employment Agreement will contain customary
+Added: salary, bonus, employee benefits, severance and restrictive covenant provisions.
+Added: In addition, pursuant to the Wyllie Employment Agreement,
+Added: Wyllie will be appointed to serve as a member of the Board during the term of his employment thereunder.
+Added: Agreement further provides that it may be terminated by Flagship and the Equityholders (a “Flagship Termination”) in the event
+Added: we have not consummated an underwritten public offering of our securities or listed our shares of common stock on national securities
+Added: exchange such as the Nasdaq, by the Outside Closing Date, as long as such failure was not due to the breach of, or non-compliance with,
+Added: the Merger Agreement by the Company or any of the Equityholders.
+Added: In the event of a Flagship Termination, the Company will be required
+Added: to pay Flagship and the Equityholders an amount equal to two (2) times their reasonable, documented, out-of-pocket attorneys’
+Added: accountants’
+Added: transaction fees and expenses incurred prior to such Flagship Termination in connection with the Merger, up to a maximum
+Added: aggregate amount of $100,000.
+Added: On March 4, 2021, the Company
+Added: entered into a new lease agreement with Systems Trading effective April 1, 2021.
+Added: This lease obligation is payable to Systems Trading
+Added: with monthly installments of $1,567 and expires on March 31, 2024.
+Added: The lease carries an interest rate of 8%.
+Added: On March 8, 2021 ,
+Added: the Board approved and adopted the 2021 Stock Incentive Plan (the “2021 Plan”), and the Consenting Stockholders subsequently
+Added: approved the 2021 Plan, by written consent dated March 8, 2021.
+Added: An aggregate of 15,000,000 shares may be issued under this plan.
+Added: March 8, 2021 , the Board approved and stockholders owning in excess of 50% of the Company’s
+Added: voting power approved an amendment to the Company’s articles of incorporation to effect a
+Added: reverse stock split at a ratio of between 1:2 and 1:60, to be determined in the sole discretion of the Board at a future date.
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.