UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2022

☐	TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to ___________

Commission File Number: 001-35384

DATA STORAGE CORPORATION

(Exact name of registrant as specified in its charter)

Nevada		98-0530147
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

48 South Service Road Melville, NY		11747
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (212) 564-4922

Securities registered pursuant to Section 12(b) of the Act: None

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.001 per share	DTST	The Nasdaq Capital Market

Warrants to purchase shares of Common Stock, par value $0.001 per share	DTSTW	The Nasdaq Capital Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company filer. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer ☐	Accelerated Filer ☐
Non-Accelerated Filer ☒	Smaller Reporting Company ☒
	Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

The number of shares of the registrant’s common stock, $0.001 par value per share, outstanding as of May 13, 2022, was 6,697,127.

DATA STORAGE CORPORATION

FORM 10-Q

INDEX

			Page
PART I- FINANCIAL INFORMATION

	Item 1	Financial Statements

		Condensed Consolidated Balance Sheets as of March 31, 2022 (unaudited) and December 31, 2021	1

		Condensed Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021 (unaudited)	2

		Condensed Consolidated Statements of Stockholders’ Equity for three months ended March 31, 2022 and 2021 (unaudited)	3

		Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2022 and 2021 (unaudited)	4

		Notes to Condensed Consolidated Financial Statements	5

	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	21

	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	27

	Item 4.	Control and Procedures	27

PART II- OTHER INFORMATION			27

	Item 1.	Legal Proceedings	27

	Item 1A.	Risk Factors	28

	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	28

	Item 3.	Defaults Upon Senior Securities	28

	Item 4.	Mine Safety Disclosures	28

	Item 5.	Other Information	28

	Item 6.	Exhibits	28

DATA STORAGE CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS


	March 31, 2022			December 31, 2021
	(Unaudited)
ASSETS
Current Assets:
Cash and cash equivalents	$	13,420,707		$	12,135,803
Accounts receivable (less allowance for credit losses of $47,523 and $30,000 in 2021 and 2020, respectively)		3,524,464			2,384,367
Prepaid expenses and other current assets		1,256,243			536,401
Total Current Assets		18,201,414			15,056,571

Property and Equipment:
Property and equipment		7,502,490			6,595,236
Less—Accumulated depreciation		(4,939,373	)		(4,657,765	)
Net Property and Equipment		2,563,117			1,937,471

Other Assets:
Goodwill		6,560,671			6,560,671
Operating lease right-of-use assets		374,356			422,318
Other assets		78,045			103,226
Intangible assets, net		2,184,836			2,254,566
Total Other Assets		9,197,908			9,340,781

Total Assets	$	29,962,439		$	26,334,823

LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current Liabilities:
Accounts payable and accrued expenses	$	4,335,372		$	1,343,391
Deferred revenue		292,450			366,859
Finance leases payable		386,323			216,299
Finance leases payable related party		740,530			839,793
Operating lease liabilities short term		206,231			205,414
Total Current Liabilities		5,960,906			2,971,756

Operating lease liabilities		177,348			226,344
Finance leases payable		560,187			157,424
Finance leases payable related party		432,530			364,654
Total Long Term Liabilities		1,170,065			748,422

Total Liabilities		7,130,971			3,720,178

Commitments and contingencies (Note XX)

Stockholders’ Equity:
Preferred stock, Series A par value $0.001; 10,000,000 shares authorized; 0 and 0 shares issued and outstanding in 2022 and 2021, respectively		—			—
Common stock, par value $.001; 250,000,000 shares authorized; 6,697,127 and 6,693,793 shares issued and outstanding in 2022 and 2021, respectively		6,697			6,694
Additional paid in capital		38,314,591			38,241,155
Accumulated deficit		(15,374,566	)		(15,530,576	)
Total Data Storage Corp Stockholders’ Equity		22,946,722			22,717,273
Non-controlling interest in consolidated subsidiary		(115,254	)		(102,628	)
Total Stockholder’s Equity		22,831,468			22,614,645
Total Liabilities and Stockholders’ Equity	$	29,962,439		$	26,334,823

The accompanying notes are an integral part of these condensed consolidated Financial Statements

DATA STORAGE CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)


	Three Months Ended March 31,
	2022			2021

Sales	$	8,657,199		$	2,574,691

Cost of sales		6,011,289			1,420,899

Gross Profit		2,645,910			1,153,792

Selling, general and administrative		2,459,866			1,118,407

Income from Operations		186,044			35,385

Other Expense
Interest expense, net		(42,660	)		(35,045	)
Total Other Expense		(42,660	)		(35,045	)

Income before provision for income taxes		143,384			340

Provision for income taxes		—			—

Net Income		143,384			340

Non-controlling interest in net loss of consolidated subsidiary		12,626			1,759

Net Income attributable to Data Storage Corp		156,010			2,099

Preferred Stock Dividends		—			(38,883	)

Net Income (Loss) Attributable to Common Stockholders	$	156,010		$	(36,784	)

Earnings per Share – Basic	$	0.02		$	(0.01	)
Earning pers Share – Diluted	$	0.02		$	(0.01	)
Weighted Average Number of Shares - Basic		6,695,966			3,213,485
Weighted Average Number of Shares - Diluted		6,955,900			3,213,485

The accompanying notes are an integral part of these condensed consolidated Financial Statements

DATA STORAGE CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

FOR THE THREE MONTHS ENDED MARCH 31, 2022 AND 2021

(Unaudited)


	Preferred Stock				Common Stock				Additional Paid-in		Accumulated			Non-Controlling			Total Stockholders’
	Shares		Amount		Shares		Amount		Capital		Deficit			Interest			Equity

Balance January 1, 2021		1,401,786	$	1,402		3,213,485	$	3,213	$	17,745,785	$	(15,734,737	)	$	(94,705	)	$	1,920,958
Stock-based compensation		—		—		—		—		42,171		—			—			42,171
Net Income (Loss)		—		—		—		—		—		2,099			(1,759	)		340
Preferred stock dividends		—		—		—		—		—		(38,883	)		—			(38,883	)
Balance, March 31, 2021		1,401,786	$	1,402		3,213,485	$	3,213	$	17,787,956	$	(15,771,521	)	$	(96,464	)	$	1,924,586

Balance January 1, 2022		—	$	—		6,693,793	$	6,694	$	38,241,155	$	(15,530,576	)	$	(102,628	)	$	22,614,645
Stock options exercise		—		—		3,334		3		6,931		—			—			6,934
Stock-based compensation		—		—		—		—		66,505		—			—			66,505
Net Income (Loss)		—		—		—		—		—		156,010			(12,626	)		143,384
Balance, March 31, 2022		—	$	—		6,697,127	$	6,697	$	38,314,591	$	(15,374,566	)	$	(115,254	)	$	22,831,468

The accompanying notes are an integral part of these condensed consolidated Financial Statements

DATA STORAGE CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)


	Three Months Ended March 31,
	2022			2021
Cash Flows from Operating Activities:
Net Income	$	143,384		$	340
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		351,338			267,189
Stock based compensation		66,505			42,171
Changes in Assets and Liabilities:
Accounts receivable		(1,140,097	)		(170,096	)
Other assets		25,180			(345	)
Prepaid expenses and other current assets		(719,842	)		(290,018	)
Right of use asset		47,962			21,492
Accounts payable and accrued expenses		2,991,981			558,679
Deferred revenue		(74,409	)		(59,489	)
Operating lease liability		(48,179	)		(21,364	)
Net Cash Provided by Operating Activities		1,643,823			348,559
Cash Flows from Investing Activities:
Capital expenditures		(25,946	)		(257,238	)
Net Cash Used in Investing Activities		(25,946	)		(257,238	)
Cash Flows from Financing Activities:
Repayments of finance lease obligations related party		(274,393	)		(313,925	)
Repayments of finance lease obligations		(65,515	)		(36,682	)
Cash received for the exercised of options		6,935			—
Net Cash Used in Financing Activities		(332,973	)		(350,607	)

Increase (decrease) in Cash and Cash Equivalents		1,284,904			(259,286	)

Cash and Cash Equivalents, Beginning of Period		12,135,803			893,598

Cash and Cash Equivalents, End of Period	$	13,420,707		$	634,312
Supplemental Disclosures:
Cash paid for interest	$	41,040		$	31,971
Cash paid for income taxes	$	—		$	—
Non-cash investing and financing activities:
Accrual of preferred stock dividend	$	—		$	38,883
Assets acquired by finance lease	$	881,308		$	50,000

The accompanying notes are an integral part of these condensed consolidated Financial Statements

DATA STORAGE CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 2022

Note 1 - Basis of Presentation, Organization and Other Matters

Data Storage Corporation (“DSC” or the “Company”) provides subscription based, long term agreements for disaster recovery solutions, cloud infrastructure, Cyber Security data analytics and Voice and Data solutions.

Headquartered in Melville, NY, DSC offers solutions and services to businesses within the healthcare, banking and finance, distribution services, manufacturing, construction, education, and government industries. DSC derives its revenues from subscription services and solutions, managed services, software and maintenance, equipment and onboarding provisioning. DSC maintains infrastructure and storage equipment in seven technical centers in New York, Massachusetts, Texas, Florida, North Carolina and Canada.

On May 31, 2021, the Company completed a merger of Flagship Solutions, LLC (“Flagship”) (a Florida limited liability company) and the Company’s wholly-owned subsidiary, Data Storage FL, LLC. Flagship is a provider of Hybrid Cloud solutions, managed services and cloud solutions.

Note 2 - Summary of Significant Accounting Policies

Principles of Consolidation

The Condensed Consolidated Financial statements include the accounts of (i) the Company, (ii) its wholly-owned subsidiaries, Data Storage Corporation, a Delaware corporation, and Data Storage FL, LLC, a Florida limited liability company, (iii) Flagship Solutions, LLC, a Florida limited liability company, and (iv) its majority-owned subsidiary, Nexxis Inc, a Nevada corporation. All inter-company transactions and balances have been eliminated in consolidation.

Basis of Presentation

The Condensed Consolidated Financial Statements of the Company are prepared in accordance with accounting principles generally accepted in the United States of America (US GAAP).

Certain information and note disclosures normally included in the financial statements prepared in accordance with US GAAP have been condensed. As such, the information included in these financial statements should be read in conjunction with the audited financial statements as of and for the year ended December 31, 2021 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 (the “2021 Form 10-K”), as filed on March 31, 2022. In the opinion of the Company’s management, these condensed consolidated financial statements include all adjustments, which are of only a normal and recurring nature, necessary for a fair presentation of the statement of financial position of the Company as of March 31, 2022 and its results of operations and cash flows for the three months ended March 31, 2022 and 2021. The results of operations for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the full fiscal year ending December 31, 2022.

Recently Issued and Newly Adopted Accounting Pronouncements

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments (“ASU-2016-13”). ASU 2016-13 affects loans, debt securities, trade receivables, and any other financial assets that have the contractual right to receive cash. The ASU requires an entity to recognize expected credit losses rather than incurred losses for financial assets. ASU 2016-13 is effective for the fiscal year beginning after December 15, 2022, including interim periods within that fiscal year. The Company expects that there would be no material impact on the Company’s consolidated financial statements upon the adoption of this ASU.

In July 2021, the FASB issued ASU No. 2021-05, Lessors—Certain Leases with Variable Lease Payments (Topic 842), Which requires a lessor to classify a lease with variable lease payments that do not depend on an index or rate (hereafter referred to as “variable payments”) as an operating lease on the commencement date of the lease if specified criteria are met. ASU 2021-05 is effective for the fiscal year beginning after December 15, 2022, including interim periods within that fiscal year. The Company expects that there would be no material impact on the Company’s condensed consolidated financial statements upon the adoption of this ASU.

In November 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, issued by the Financial Accounting Standards Board. This ASU requires entities to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASU 2014-09, Revenue from Contracts with Customers (Topic 606). The update will generally result in the recognition of contract assets and contract liabilities at amounts consistent with those recorded by the acquiree immediately before the acquisition date rather than at fair value. The adoption of ASU 2021-08 did not have a material impact on the consolidated financial statements.

Use of Estimates

The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates.

Estimated Fair Value of Financial Instruments

The Company’s financial instruments include cash, accounts receivable, accounts payable and, lease commitments. Management believes the estimated fair value of these accounts on March 31, 2022 approximate their carrying value as reflected in the balance sheet due to the short-term nature of these instruments or the use of market interest rates for debt instruments. The carrying values of certain of the Company’s notes payable and capital lease obligations approximate their fair values based 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 available to the Company in the marketplace.

Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity or remaining maturity at the time of purchase, of three months or less to be cash equivalents.

Concentration of Credit Risk and Other Risks and Uncertainties

Financial instruments and assets subjecting the Company to concentration of credit risk consist primarily of cash and cash equivalents, short-term investments and trade accounts receivable. The Company’s cash and cash equivalents are maintained at major U.S. financial institutions. Deposits in these institutions may exceed the amount of insurance provided on such deposits.

The Company’s customers are primarily concentrated in the United States.

The Company provides credit in the normal course of business. The Company maintains allowances for doubtful accounts on factors surrounding the credit risk of specific customers, historical trends, and other information.

As of March 31, 2022, DSC had one customer with an accounts receivable balance representing 58% of total accounts receivable. As of March 31, 2021, DSC had two customers with an accounts receivable balance representing 58% of total accounts receivable.

For the three months ended March 31, 2022, the Company had two customers that accounted for 55% of revenue. For the three months ended March 31, 2021, the Company had two customers that accounted for 36% of revenue.

Accounts Receivable/Allowance for Credit Losses

The Company sells its services to customers on an open credit basis. Accounts receivables are uncollateralized, non-interest-bearing customer obligations. Accounts receivables are typically due within 30 days. The allowance for credit losses reflects the estimated accounts receivable that will not be collected due to credit losses. Provisions for estimated uncollectible accounts receivable are made for individual accounts based upon specific facts and circumstances including criteria such as their age, amount, and customer standing. Provisions are also made for other accounts receivable not specifically reviewed based upon historical experience. Clients are invoiced in advance for services as reflected in deferred revenue on the Company’s balance sheet.

Property and Equipment

Property and equipment are recorded at cost and depreciated over their estimated useful lives or the term of the lease using the straight-line method for financial statement purposes. Estimated useful lives in years for depreciation are five5 to 7seven years for property and equipment. Additions, betterments and replacements are capitalized, while expenditures for repairs and maintenance are charged to operations when incurred. As units of property are sold or retired, the related cost and accumulated depreciation are removed from the accounts, and any resulting gain or loss is recognized in income.

Goodwill and Other Intangibles

The Company tests goodwill and other intangible assets for impairment on at least an annual basis. Impairment exists if the carrying value of a reporting unit exceeds its estimated fair value. To determine the fair value of goodwill and intangible assets, the Company uses many assumptions and estimates using a market participant approach that directly impact the results of the testing. In making these assumptions and estimates, the Company uses industry accepted valuation models and set criteria that are reviewed and approved by various levels of management.

Revenue Recognition

Nature of goods and services

The following is a description of the products and services from which the Company generates revenue, as well as the nature, timing of satisfaction of performance obligations, and significant payment terms for each:

Cloud Infrastructure and Disaster Recovery Revenue

Cloud Infrastructure provides clients the ability to migrate compute and store on DSC enterprise-level technical assets in Tier 3 data centers. Data Storage Corporation provides a turnkey solution whereby achieving reliable and cost-effective, multi-tenant IBM Power compute, flash storage, disaster recovery and cyber security while eliminating client capital expenditures.

Clients can subscribe to disaster recovery solutions without subscribing to IaaS. Product offerings provided directly from DSC are High Availability, Data Vaulting and retention solutions, including standby servers which allows clients to centralize and streamline their mission-critical digital information and technical environment while ensuring business continuity if they experience a cyber-attack or natural disaster. Client’s data is vaulted, at two data centers with the maintenance of retention schedules for corporate governances and regulations all to meet their back to work objective in a disaster.

Managed Services

These services are performed at the inception of a contract. The Company provides professional assistance to its clients during the implementation processes. On-boarding and set-up services ensure that the solution or software is installed properly and function as designed to provide clients with the best solutions. In addition, clients that are managed service clients have a requirement for DSC to offer time and material billing supplementing the client’s staff.

The Company also derives both one-time and subscription-based revenue, from providing support, management and renewal of software, hardware, third party maintenance contracts and third-party cloud services to clients. The managed services include help desk, remote access, operating system and software patch management, annual recovery tests and manufacturer support for equipment and on-gong monitoring of client system performance.

Equipment and Software

The Company provides equipment and software and actively participate in collaboration with IBM to provide innovative business solutions to clients. The Company is a partner of IBM and the various software, infrastructure and hybrid cloud solutions provided to clients.

Nexxis Voice over Internet and Direct Internet Access

The Company provides VoIP, Internet access and data transport services to ensure businesses are fully connected to the Internet from any location, remote and on premise. The company provides, highly reliable Hosted VoIP solutions with equipment options for IP phones and internet speeds of up to 10Gb delivered over fiber optics.

Disaggregation of revenue

In the following table, revenue is disaggregated by major product line, geography, and timing of revenue recognition.


For the Three Months
Ended March 31, 2022
	United States		International		Total
Infrastructure & Disaster Recovery/Cloud Service	$	1,888,387	$	37,463	$	1,925,850
Equipment and Software		5,319,459		—		5,319,459
Managed Services		1,149,503		33,307		1,182,810
Nexxis VoIP Services		194,934		—		194,934
Other		34,146		—		34,146
Total Revenue	$	8,586,429	$	70,770	$	8,657,199

For the Three Months
Ended March 31, 2021
	United States		International		Total
Infrastructure & Disaster Recovery/Cloud Service	$	1,629,773	$	30,575	$	1,660,348
Equipment and Software		464,883		—		464,883
Managed Services		226,767		—		226,767
Nexxis VoIP Services		195,326		—		195,326
Other		27,367		—		27,367
Total Revenue	$	2,544,116	$	30,575	$	2,574,691

For the Three Months
Ended March 31,
Timing of revenue recognition	2022		2021
Products transferred at a point in time	$	5,402,996	$	687,576
Products and services transferred over time		3,254,203		1,887,115
Total Revenue	$	8,657,199	$	2,574,691

Contract receivables are recorded at the invoiced amount and are uncollateralized, non-interest-bearing client obligations. Provisions for estimated uncollectible accounts receivable are made for individual accounts based upon specific facts and circumstances including criteria such as their age, amount, and client standing.

Sales are generally recorded in the month the service is provided. For clients who are billed on an annual basis, deferred revenue is recorded and amortized over the life of the contract.

Transaction price allocated to the remaining performance obligations

The Company has the following performance obligations:

Data Vaulting: Subscription-based cloud service that encrypts and transfers data to a secure Tier 3 data center and further replicates the data to a second Tier 3 DSC technical center where it remains encrypted. Ensuring client retention schedules for corporate compliance and disaster recovery. Provides for twenty-four (24) hour or less recovery time and utilizes advanced data reduction, reduplication technology to shorten back-up and restore time.

2)	High Availability: A managed cloud subscription-based service that provides cost-effective mirroring software replication technology and provides one (1) hour or less recovery time for a client to be back in business. .

3)	Cloud Infrastructure: subscription-based cloud service provides for “capacity on-demand” for IBM Power and X86 Intel server systems.

4)	Internet: Subscription-based service, offering continuous internet connection combined with FailSAFE which provides disaster recovery for both a clients’ voice and data environments.

5)	Support and Maintenance: Subscription based service offers support for clients on their servers, firewalls, desktops or software. Services are provided 24x7x365 to our clients.

6)	Implementation / Set-Up Fees: Onboarding and set-up for cloud infrastructure and disaster recovery as well as Cyber Security.

7)	Equipment sales: Sale of servers and data storage equipment to the client.

9)	License: Granting SSL certificates and licenses.

10)	Voice over Internet and Direct Internet Access: Cloud based business subscription solutions of hosted Voice, SIP Trunking and Toll-Free solutions integrated with Microsoft Teams.

Disaster Recovery and Business Continuity Solutions

Subscription services allow clients to access data or receive services for a predetermined period of time. As the client obtains access at a point in time and continues to have access for the remainder of the subscription period, the client is considered to simultaneously receive and consume the benefits provided by the entity’s performance as the entity performs. Accordingly, the related performance obligation is considered to be satisfied ratably over the contract term. As the performance obligation is satisfied evenly across the term of the contract, revenue is recognized on a straight-line basis over the contract term.

Initial Set-Up Fees

The Company accounts for set-up fees as a separate performance obligation. Set-up services are performed one time and accordingly the revenue is recognized at the point in time, and is non-refundable, and the Company is entitled to the payment.

Equipment Sales

The obligation for the equipment sales is such the control of the product transfer is at a point in time (i.e., when the goods have been shipped or delivered to the client’s location, depending on shipping terms). Noting that the satisfaction of the performance obligation, in this sense, does not occur over time, the performance obligation is considered to be satisfied at a point in time when the obligation to the client has been fulfilled (i.e., when the goods have left the shipping facility or delivered to the client, depending on shipping terms).

License - granting SSL certificates and other licenses

Performance obligations as it relates to licensing is that the control of the product transfers, either at a point in time or over time, depending on the nature of the license. The revenue standard identifies two types of licenses of IP: (i) a right to access IP; and, (ii) a right to use IP. To assist in determining whether a license provides a right to use or a right to access IP, ASC 606 defines two categories of IP: Functional and Symbolic. The Company’s license arrangements typically do not require the Company to make its proprietary content available to the client either through a download or through a direct connection. Throughout the life of the contract the Company does not continue to provide updates or upgrades to the license granted. Based on the guidance, the Company considers its license offerings to be akin to functional IP and recognizes revenue at the point in time the license is granted and/or renewed for a new period.

Payment Terms

The typical terms of subscription contracts range from 12 to 36 months, with auto-renew options extending the contract for an additional term. The Company invoices clients one month in advance for its services, in addition to any contractual data overages or for additional services.

Warranties

The Company offers guaranteed service levels and service guarantees on some of its contracts. These warranties are not sold separately are accounted as “assurance warranties”.

Significant Judgement

In the instances contracts have multiple performance obligations. The Company uses judgment to establish a stand-alone price for each performance obligation. The price for each performance obligation is determined by reviewing market data for similar services as well as the Company’s historical pricing of each individual service. The sum of each performance obligation is calculated to determine the aggregate price for the individual services. The proportion of each individual service to the aggregate price is determined. The ratio is applied to the total contract price in order to allocate the transaction price to each performance obligation.

Impairment of Long-Lived Assets

The Company reviews its long-lived assets for impairment whenever events and circumstances indicate that the carrying value of an asset might not be recoverable. An impairment loss, measured as the amount by which the carrying value exceeds the fair value is recognized if the carrying amount exceeds estimated un-discounted future cash flows.

Advertising Costs

The Company expenses the costs associated with advertising as they are incurred. The Company incurred $89,731 and $95,776 for advertising costs for the three months ended March 31, 2022 and 2021, respectively.

Stock-Based Compensation

DSC follows the requirements of FASB ASC 718-10-10, Share-Based Payments with regards to stock-based compensation issued to employees and non-employees. DSC has agreements and arrangements that call for stock to be awarded to the employees and consultants at various times as compensation and periodic bonuses. The expense for this stock-based compensation is equal to the fair value of the stock price on the day the stock was awarded multiplied by the number of shares awarded. The company has a relatively low forfeiture rate of stock-based compensation and forfeitures are recognized as they occur.

The valuation methodology used to determine the fair value of the options issued during the period is the Black-Scholes option-pricing model. The Black-Scholes model requires the use of a number of assumptions including the volatility of the stock price, the average risk-free interest rate, and the weighted average expected life of the options. Risk-free interest rates are calculated based on continuously compounded risk-free rates for the appropriate term. The dividend yield is assumed to be zero as the Company has never paid or declared any cash dividends on its Common Stock and does not intend to pay dividends on its Common Stock in the foreseeable future. The expected forfeiture rate is estimated based on management’s best assessment.

Estimated volatility is a measure of the amount by which DSC’s stock price is expected to fluctuate each year during the expected life of the award. DSC’s calculation of estimated volatility is based on historical stock prices over a period equal to the expected life of the awards.

Net Income (Loss) Per Common Share

Earnings Per Share, basic income (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing net income (loss) adjusted for income or loss that would result from the assumed conversion of potential common shares from contracts that may be settled in stock or cash by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during each period.

The following table sets forth the information needed to compute basic and diluted earnings per share for the three months ended March 31, 2022 and 2021:


	For the Three Months Ended March 31,
	2022		2021

Net Income (Loss) Available to Common Shareholders	$	156,010	$	(36,784	)

Weighted average number of common shares - basic		6,695,966		3,213,485
Dilutive securities
Options		256,601		—
Warrants		3,333		—
Weighted average number of common shares - diluted		6,955,900		3,213,485

Earnings (Loss) per share, basic	$	0.02	$	(0.01	)
Earnings (Loss) per share, diluted	$	0.02	$	(0.01	)

The following table sets forth the number of potential shares of common stock that have been excluded from diluted net income (loss) per share net income (loss) per share because their effect was anti-dilutive:


	Three Months ended March 31,
	2022		2021
Options		62,074		207,650
Warrants		2,415,860		3,333
		2,477,934		210,983

Note 3 - Property and Equipment

Property and equipment, at cost, consist of the following:

Schedule of property and equipment
	March 31,			December 31,
	2022			2021
Storage equipment	$	476,887		$	476,887
Furniture and fixtures		19,491			19,491
Leasehold improvements		20,983			20,983
Computer hardware and software		321,266			317,729
Data center equipment		6,663,863			5,760,146
		7,502,490			6,595,236
Less: Accumulated depreciation		(4,939,373	)		(4,657,765	)
Net property and equipment	$	2,563,117		$	1,937,471

Depreciation expense for the three months ended March 31, 2022 and 2021 was $281,608 and $218,689, respectively.

Note 4 - Goodwill and Intangible Assets

Goodwill and intangible assets consisted of the following:

March 31, 2022

Estimated life

Accumulated

in years

Gross amount

Amortization

Net

Intangible assets not subject to amortization

Goodwill

Indefinite

6,560,671

—

6,560,671

Trademarks

Indefinite

SEC Form 10-Q filed by Data Storage Corporation