Cuộc họp công bố kết quả kinh doanh Q2 2026 của DTST: Doanh thu tăng 9,3%, danh mục M&A tiềm năng sôi động

Điểm tin chính

• Data Storage Corporation (NASDAQ: DTST) báo cáo doanh thu quý 2/2026 từ các hoạt động liên tục đạt 359.000 USD, tăng 9,3% so với cùng kỳ năm ngoái, nhờ các khách hàng mới của Nexus và mức chi tiêu cao hơn từ các khách hàng hiện hữu.
• Lợi nhuận gộp tăng 21,9% lên 168.000 USD, trong khi biên lợi nhuận gộp cải thiện lên 47,0% từ mức 42,1% nhờ cơ cấu doanh số thuận lợi và đòn bẩy hoạt động.
• Lỗ ròng phân bổ cho cổ đông phổ thông tăng lên 1,2 triệu USD từ mức 732.000 USD do chi phí bán hàng, quản lý và hành chính tăng 33,2% lên 1,5 triệu USD.
• DTST kết thúc ngày 30 tháng 6 năm 2026 với khoảng 9,3 triệu USD tiền mặt và chứng khoán kinh doanh, đồng thời không có nợ dài hạn.
• Ban lãnh đạo đang đánh giá các cơ hội thâu tóm trong các lĩnh vực hạ tầng AI, an ninh mạng, truyền thông và phần mềm, với doanh thu thường xuyên, dòng tiền có thể dự đoán và bộ máy quản lý năng lực là những tiêu chí then chốt.
• Công ty mục tiêu ký thư ý định không ràng buộc trong vòng 45 đến 60 ngày và hoàn tất giao dịch trong quý 4/2026 hoặc quý 1/2027, mặc dù ban lãnh đạo nhấn mạnh rằng chưa có thương vụ nào sẵn sàng tiến hành.

Dữ liệu tài chính chính

Mức tăng chi phí bán hàng, quản lý và hành chính bao gồm khoản tăng 328.000 USD (tương ứng 99,1%) chi phí thù lao bằng cổ phiếu phi tiền mặt và khoản tăng 58.000 USD (tương ứng 26,2%) phí dịch vụ chuyên môn liên quan đến pháp lý và tư vấn.

Kết quả kinh doanh và hoạt động

Sau khi bán Cloud First với giá 40 triệu USD vào ngày 11 tháng 9 năm 2025, các hoạt động liên tục của DTST chủ yếu bao gồm công ty con Nexus.

Nexus cung cấp các dịch vụ thoại doanh nghiệp, internet, truyền tải dữ liệu và SD-WAN được quản lý. Mức tăng trưởng trong quý 2 phản ánh sự gia tăng số lượng khách hàng, mức chi tiêu tăng từ các khách hàng hiện hữu và việc áp dụng rộng rãi hơn các dịch vụ kết nối thoại và dữ liệu.

Ban lãnh đạo mô tả Nexus là nền tảng hoạt động mang lại doanh thu thường xuyên của DTST. Công ty có kế hoạch hỗ trợ sự tăng trưởng của Nexus trong khi theo đuổi các thương vụ thâu tóm và đầu tư chiến lược vào hạ tầng GPU, phần mềm tích hợp AI, an ninh mạng và viễn thông.

DTST đã sử dụng 29,5 triệu USD tiền thu được từ việc bán chứng khoán kinh doanh để mua lại cổ phiếu phổ thông thông qua một đợt chào mua công khai kết thúc vào ngày 15 tháng 1 năm 2026.

Triển vọng từ ban lãnh đạo

Ban lãnh đạo cho biết danh sách theo dõi M&A của họ bao gồm khoảng 124 công ty đã được xem xét. Một số cơ hội đã tiến tới giai đoạn thẩm định chuyên sâu hơn, nhưng DTST vẫn chưa sẵn sàng thực hiện giao dịch.

Công ty đang ưu tiên các doanh nghiệp có sản phẩm đã khẳng định vị thế, doanh thu thường xuyên, mối quan hệ khách hàng bền vững, tiềm năng lợi nhuận bền vững và đội ngũ quản lý sẵn sàng ở lại làm việc. Cấu trúc thương vụ tiềm năng có thể kết hợp tiền mặt trả trước, cổ phiếu và các khoản thanh toán bổ sung dựa trên hiệu quả hoạt động (earn-out).

Tổng giám đốc Charles Piluso cho biết DTST mong muốn ký một thư ý định không ràng buộc trong vòng 45 đến 60 ngày. Mục tiêu của ban lãnh đạo là hoàn tất giao dịch trong quý 4/2026, hoặc chậm nhất là quý 1/2027, tùy thuộc vào việc tìm được cơ hội đáp ứng các tiêu chí chiến lược và tài chính.

Rủi ro và các điểm cần theo dõi

• DTST vẫn đang chịu lỗ, với khoản lỗ ròng hàng quý tăng lên do chi phí thù lao bằng cổ phiếu và phí dịch vụ chuyên môn gia tăng.
• Ban lãnh đạo nhận định mức định giá phi thực tế từ phía bên bán là trở ngại lớn trên thị trường M&A.
• Công ty chưa chọn được mục tiêu thâu tóm và nhấn mạnh rằng họ sẽ bảo toàn vốn thay vì theo đuổi một giao dịch không đáp ứng các tiêu chí đề ra.
• Ban lãnh đạo lưu ý rằng lượng tiền mặt hiện có của DTST giới hạn quy mô giao dịch, làm tăng tầm quan trọng của các khoản earn-out và cấu trúc thương vụ kỷ luật.
• Một số cơ hội đang được xem xét liên quan đến các công ty gặp khó khăn tài chính hoặc doanh nghiệp cần vốn mới, tạo ra sự không chắc chắn trong việc thực thi và tích hợp.

Điểm nhấn phiên Hỏi & Đáp với chuyên viên phân tích

Khi được hỏi về môi trường M&A, ban lãnh đạo cho biết nhiều ứng viên sáp nhập ngược thiếu doanh thu hoặc có mức định giá không có cơ sở. DTST quan tâm nhiều hơn đến các doanh nghiệp phần mềm an ninh mạng ngách, hạ tầng GPU, AI chủ quyền và truyền thông sở hữu tài sản trí tuệ có thể sử dụng, có nhu cầu từ khách hàng và ban lãnh đạo đáng tin cậy.

Ban lãnh đạo cũng xác nhận rằng các công ty đã được xem xét trước đây có thể quay lại với các điều khoản thực tế hơn khi việc tiếp cận nguồn vốn trở nên khó khăn. DTST sử dụng các cố vấn kỹ thuật bên ngoài có kinh nghiệm trong các lĩnh vực phần mềm, an ninh mạng và hạ tầng GPU để đánh giá sản phẩm và tính khả thi trên thị trường.

Về cấu trúc giao dịch, ban lãnh đạo cho biết họ ưu tiên thâu tóm một công ty hoặc cổ phần chi phối, đưa doanh nghiệp đó vào một công ty con mới và cung cấp vốn tăng trưởng. Khoản thanh toán trả trước nhiều khả năng sẽ được kết hợp với các khoản earn-out gắn với các mốc hiệu quả hoạt động.

Toàn văn biên bản cuộc họp kết quả kinh doanh

Toàn văn cuộc gọi công bố kết quả kinh doanh

Phần trình bày của ban lãnh đạo

Operator

Thank you. Greetings and welcome to the Data Storage Corporation second quarter 2026 earnings call. [Operator Instructions] This conference is being recorded. It is now my pleasure to introduce Alexandra Schilt, Investor Relations. Thank you. You may begin.

Alexandra Schilt

Thank you. Good morning, everyone, and welcome to Data Storage Corporation's 2026 Second Quarter Business Update Conference Call. The call with us this morning are Chuck Piluso, Chairman and Chief Executive Officer, and Christos Panagiotakos, Chief Financial Officer. The company issued a press release this morning containing its 2026 second quarter financial results, which is also posted on the company's website. If you have any questions after the call or would like any additional information about the company, please feel free to reach out to us at the company's website. Please contact Crescendo Communications at 212-671-1020.

Before we begin, please note that today's call contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results may differ materially due to various risks and uncertainties described in the company's filings with the SEC. Except as required by law, the company assumes no obligation to update or revise forward-looking statements. I'd now like to turn the call over to Chuck Piluso. Please go ahead, Chuck.

Charles Piluso

Thank you, Ali. Good morning, everyone. We appreciate everyone joining us today. The second quarter advanced transformation of Data Storage Corporation following the sale of Cloud First. Operating from a focused position with a clear mandate, deploy capital with discipline, explore acquisitions, building sustainable recurring revenue, consider opportunities for merging, and meaningful value for shareholders. There are three points I want investors to take away from this call today. First, Nexus is performing. The revenue from continuing operations increased 9.3% year over year, and the business delivered year-over-year growth in both revenue and gross profit. Nexus gives us recurring revenue and operating foundation in communications and connectivity while we execute a broader strategy.

Second, our balance sheet, it gives us the ability to act. We ended the period with approximately $9.3 million in cash and marketable securities and no long-term debt, as well as a streamlined corporate structure. That capital is something we intend to deploy. We're not deploying capital just for the sake of doing transactions. We intend to be selective, valuation conscious, and focused opportunities where we believe we can build durable earning power. Third, our strategic pipeline is active. We are evaluating businesses and opportunities across AI infrastructure, cybersecurity, communications, software, and other related technology markets. Common thread is straightforward, becoming revenue, predictable cash flow, strong customer relations, capable management teams, and a path to operational and financial growth.

Our strategy is simple. Partner with technology businesses that have compelling products but need resources and capital to scale. We are focused on areas including GPU infrastructure, AI-enabled software, cybersecurity, and telecommunications. We believe the NASDAQ-listed platform and operating experience and our capital position can be meaningful advantages when paired with the right business. We're not trying to assemble a collection of unrelated assets. We're working to build a portfolio of technology businesses that are synergistic and the potential to scale. We also believe our current structure gives us several ways to create value. An acquisition adds recurring revenue and earnings. A strategic investment or partnership can provide exposure to attractive markets while allowing us to manage the risk. And internally developed initiatives can create additional opportunities when they are supported by customer demand.

We are maintaining discipline around valuation and structure. Having capital available does not mean we need to deploy it immediately. We would rather preserve our flexibility than pursue a transaction that does not meet our strategic and financial criteria. When we commit shareholder capital, we want a clear rationale for why that business belongs within DTST, and how that investment can create value over time. That framework also shapes how we evaluate acquisitions. We are looking beyond headline revenue growth. We want businesses where the quality of the revenue is attractive, where customers have a reason to stay, and where the underlying economics can support sustainable earnings over time. We also want management teams to know their markets and can continue to operate as part of a larger platform.

Let me spend a few moments on Nexus. Nexus provides fully managed business voice, internet, data transport, and SD-WAN solutions designed to help you. For the enterprise is enterprise grade reliability and a simplified operation. Its model is built around recurring revenue, high-touch support, and integrated connectivity. For customers, that can mean fewer vendors, better visibility, greater resiliency, and a single point of accountability. For DTST, it provides a stable operating base as we pursue our next stage of growth. Our objective is to continue supporting Nexus while remaining focused on the larger opportunity in front of us. Using the platform and the capital we have today to expand the scale and earnings capacity of the company. We believe the combination of existing recurring revenue business and disciplined growth can create a stronger and more valuable enterprise over time.

The 9.3% year-over-year increase in revenue from continuing operations is encouraging because it demonstrates that this operating foundation continues to move forward while we pursue a broader strategy. Review Nexus not simply as a legacy business, but as an operating asset that gives DTST recurring customer relations opportunities, market presence, and practical experience supporting critical enterprise communications environments. We believe the work we are doing now can materially reshape DTST over time. The opportunity is to take a focused public company platform, a growing recurring revenue operating business, and available capital and use those assets to build a greater scale and stronger earning power.

Today, DTST defined by focus and optionality, we have an operating business that is growing, a debt-free capital structure, a clear acquisition framework. We do not need to force a transaction. We can wait for the right opportunity. And when we find it, we believe we have the platform and resources. Our priority is not activity. It is value creation. Now I'd like to turn it over to Christos Panagiotakos, our CFO, for a review of the financial results. Chris?

Chris Panagiotakos

Thank you, Chuck. Good morning, everyone. As previously discussed, on September 11, 2025, we closed the sale of our Cloud First business for $40 million. As a result of the transaction in accordance with auditing and reporting standards, our ongoing financial reporting now reflects only our continuing operations, particularly, our Nexus subsidiary. Sales from continuing operations were $359,000 for the three months ended June 30, 2026, an increase of $31,000 or 9.3% compared to $328,000 in the prior year period. The increase was primarily attributable to continued growth in our Nexus voice and data solutions business, driven by the addition of new customers and increased spending from existing customers. Revenue growth during the period reflects continued demand for our voice and data connectivity solutions, and expansion of services within our existing customer base.

Gross profits for the three months ended June 30, 2026, was $168,000, an increase of $30,000 or 21.9% compared to $138,000 in the prior period. Our gross profit margin improved to 47% from 42.1% in the prior period, driven by favorable sales mix and operating leverage. Selling, general and administrative expenses for the three months ended June 30, 2026, increased $362,000 or 33.2% to $1.5 million from $1.1 million for the three months ended June 30, 2025. The increase was primarily driven by a $328,000, or 99.1%, increase in non-cash stock-based compensation as a result of grants to certain executives and employees, and increase in professional fees of $58,000, or 26.2%, attributable to higher fees paid relating to legal and consulting services during the period.

Net loss attributable to common shareholders for the three months ended June 30, 2026, was $1.2 million compared to the net loss of $732,000 for the three months ended June 30, 2025. We ended the quarter with cash and marketable securities of approximately $9.3 million at June 30, 2026. We used $29.5 million of the proceeds from the sales of marketable securities to repurchase common stock from our shareholders in connection with the tender offer, which closed on January 15, 2026. Thank you. I will now turn the call back to Chuck.

Charles Piluso

Thanks, Chris.

Operator

Let's open up the call for some questions. [Operator Instructions] Your first question comes from Matthew Galinko with Maxim Group. Please state your question.

Phần hỏi đáp

Matthew Galinko

Maybe if we could start with what you're seeing in the M&A environment and what would you say the biggest hurdle is today? Businesses that you don't necessarily have line of sight to, you know, recurring or scalability and sustainability, or are valuations sort of, you know, not in a place where you'd find really, I'm just curious what you're seeing and how that's changing over time.

Charles Piluso

Thanks, Matt, and good morning. Thank you for that question. I will tell you, since we signed the deal with Performive, which is owned by Renovus, private equity that we had sold, and then we had the shareholder vote in September of 2025, since that July signing, we've had a lot of problems. We started working on looking at M&A transactions. And we looked at conservatively people from different firms were approaching us to do a reverse merge and say, you know, reverse merge into the company. And then as you look at these companies to see how it would improve shareholder value, you know, we find that there is a pre-revenue biotech, you know, everybody's going to have a $1 billion value in a short period of time. So it was kind of disappointing. So when we look at things like reverse merge, if we actually saw something that was a real solid company, and I say, we looked at over probably 15 people calling us, you know, it really wasn't a strategy of ours to do that, but it's something fantastic came up, well, you've got to look at it. We just didn't see that.

On the other side, you look at some of the valuations and what happens, some of these companies, they go out, I'll give you a very simple example that, you know, they're at $5 million to $6 million in revenue. They have a $500 million valuation and they raise some money from friends and family. So there's a lot of unrealistic, no one's going to write a check out for $500 million for them. And so you're seeing a lot of unrealistic acquisitions. Kind of we have a few different paths. So what we're looking at is there could be distressed companies, for example, that have cyber software, and they got caught up with either bad debt, out of covenant, but they own IP, they have patents filed. And so now, you know, a cybersecurity software, just as an example. So when we see that and we see the management team is pretty solid on things, but got in a little trouble, we like things like that because we know that it has legs. We can pick up the software, let's say, now put some of our experience behind that, put some capital in and then grow that, maybe building a SOC or just selling the software, whatever. So things like that interest us.

We looked at some telecom. You know, with the telecom stuff, although it's just a fantastic business, not on the climb. If you take Packet8 and I just round numbers out, you know, they have like $700 million, $800 million in revenue. Their market cap is like $200 million to $300 million. But it's solid recurring revenue and a lot of folks today, you know, Microsoft Teams ate a lot of their lunch. But when you look at that, that Nexus actually integrates with Teams. So there's integration that goes on with that, and you have a phone company that you can call. So we think that that's good, and that's good for growth, and John and his group does a fantastic job at Nexus.

But we're looking more at a little of Sovereign AI. You know, we believe that we're not running to put up a new cloud. Basically a year ago I wanted to, quite frankly. So we're looking at these niche kind of plays that are not yet ready, but they will be ready. The business that we were in for 25 years, believe that we might be able to build something that is going to lead to compliance. Let's say, as an example, with regulated industries that they're not allowed really to use the cloud, it needs to be a private build. So we're looking seriously at companies that actually install Sovereign AI and then have some of that talent to be able to take it to another level that I have some plans for, but we're not there on it.

So I would say cyber, niche play, GPU infrastructure, companies that have assets or IP, but we've looked at many, many, many companies. I mean, I think on our tracker, it says like 124. And we're finding a few, you know, and we have stuff, we have things that are lined up that, you know, we're looking at, you know, further due diligence on it, but we're not ready to pull the trigger on anyone. But the biggest thing is the management team. And if they have a product that can be delivered and there's a requirement for it. But so many folks have outrageous valuations that go on. And so, you know, so I don't know if that helps with the question, but I think it gives you a feel that we've been really, really active with it. And we continue to every, every week. And we have a number of different banks that we're working with that are sending deals in or approaching us.

Matthew Galinko

That's super helpful and I appreciate the color. Maybe just as a follow-up to that process, do you, for maybe the more attractive type opportunities that maybe have unrealistic valuations today, but need capital and might not be able to raise, might not have access or can't re-raise at the levels that they want. Do you expect or do you expect any of those to potentially come back, you know, six months from now, a year from now with maybe a more reasonable ask or, you know, is that part of the strategy as you kind of remain patient and sort of have different assets and different, you know, levels of engagement?

Charles Piluso

There's one exact company that we looked at a while ago, over a year ago, could be close to two years. And they came back and we're having discussions and meeting with folks. We're just real careful. We have a group of technical advisors that we can actually, according to who it might be, it might be someone that actually specializes, for example, in software, you know, as it relates to cybersecurity. So we have the folks that can evaluate this. Yes, I'm not a software person, you know, at all. But we do have the talent that can look at the GPU infrastructure, the niche place, you know, that were out of Amazon, Google, and it just goes on, Deloitte. It's just so we have a very, very solid group that gets involved.

Once we say, oh, this management team is good, we like them, their forecasts are too big, let's make that more reasonable, see where it goes, and then as we get into the product we get the advisors involved, and they've been involved in a number of things that we're looking at. So it's from that point of view that they do come back. They do come back because, you know, it's difficult to raise money at that size company and they all need access to capital. We have the NASDAQ company. We can use that and, you know, the $10 million. It gives us a lot of runway and some money to spend. But we're just real careful. We have to see something that, you know, based on just use my experience and we have some really good committees off the board that can actually help launch products on the go-to-market plans. But one company did come back in answer to your question.

Matthew Galinko

Great. Thank you.

Operator

Your next question comes from Robert Jordan with TSA Capital. Please state your question.

Robert Jordan

Chuck, given where your stock is currently trading, how do you view your company's valuation and does it factor into your M&A outlook?

Charles Piluso

Well, first of all, we're trading below our liquidation value right now. I mean, we have $10 million in the bank. You divide that out if you want to add any value to the public company. So I don't know, but you know, we would use a portion of our cash and anything that we do that we're buying a smaller company. It would be based on some sort of earn-out as it relates to cash and stock. You know, we would issue some of the cash, but we rather buy the company, a company or a majority of the company, place it in a new subsidiary, and we put fresh capital into that to make them grow. And people have to prove that whatever we're buying has legs, that they can grow it, and then doing that benchmarking.

And I think it's reasonable. If they believe in the company, there's no reason why they wouldn't agree to it. When we see these numbers sometimes, we taper it down. Because it's just, you know, they just be talking to somebody they were $15 million, they say within a short period, they'd be at $25 million, another short period, they'd be at $40 million. You know, and it's like, okay, you know, it's just unrealistic. I've been around too many years to say, I think that's really great that you can do that. I just necessarily don't want to participate in that play. But I don't know if that answers the question to you. But we're trading below liquidation value and whatever we build in will be built in with earn-outs, even though there could be cash according to what their revenue and their profit is, you know, based on that.

There'd be upfront money and some of it would need to be on earn-out. And we are limited by cash. I'd love to have $20 million in the bank, but we're going to be careful with it.

Robert Jordan

No, that answer, that's very helpful. Just one other question I have. How do you think about the timeline for your potential M&A activity? What should us investors expect over the coming quarters?

Charles Piluso

I would love to get, let's say, an LOI signed that's non-binding, you know, within let's call it 60 days, you know, 45 to 60. And I'd love to close something, you know, towards the end of the year or definitely the first quarter. I mean, our objective is to get a deal done, frankly, you know, at the end of the fourth quarter. That's our objective. I'm impatient and I've been very patient with it, but the deals just keep coming in and we just want to pick the right one. But I just explained how we structure some of the things and every deal is a little bit different, but I'd love to get a deal done in the fourth quarter.

Robert Jordan

Thanks, Chuck. That answered my question. Good luck with the acquisition strategy.

Operator

Thank you very much. Thank you, Robert. There are no further questions at this time, so I'll hand the floor back over to Chuck Piluso for closing remarks.

Charles Piluso

Thank you. Thank you all for the questions. Appreciate it. Gives us an opportunity to go a little deeper on some of the things that we feel we're in the direction of. As we look forward, I believe that the company is in a very strong position and we have recurring revenue operating business in Nexus. We've got a solid capital position. And when we say long-term debt, I believe that we don't have any debt, you know, when you look at that, but we'll say no long-term debt. We have a very streamlined corporate strategy that gives us flexibility to pursue these opportunities that we believe that we can enhance their value, and in turn our value, the shareholder value. Our priority now is execution. We are actively evaluating M&A opportunities across several areas of technology.

We are not going to pursue transactions simply for the sake of getting bigger. And we're looking for quality business with quality leadership, recurring revenue and established customer base, strong management teams that are willing to stay and grow the business and the potential to generate more sustainable earnings and cash flow. Do so in a way that we believe can create long-term value for our shareholders. At the same time, we intend to continue building on that momentum at Nexus and strengthening the operating foundation of the company. Nexus continues to provide us with a stable recurring revenue base, established customer relationships, and exposure to ongoing demand for enterprise connectivity solutions. We believe that foundation gives us a solid platform as we evaluate opportunities and broaden our scale, our revenue base and improve our long-term earnings and profile of the company.

Ultimately, the next phase for DTST is about translating our financial flexibility, our operating platform and experience into greater scale, stronger earnings power, and increased shareholder value. Today, for some reason, as I mentioned before, we trade below our cash and marketable securities. However, we recognize that results, not intentions, will determine our success, and our team is focused on delivering measurable progress. We appreciate the continued support from our shareholders, employees, our customers, partners, and we look forward to updating you as we execute on these objectives.

Operator

Thank you for joining us today. This concludes today's conference. Thank you for participating. You may now disconnect. Have a good day.