🧾 What This Document Is

This is an 8-K filing with an attached Placement Agency Agreement and Pre-Funded Warrant. In simple terms, it's a formal announcement that Datacentrex is raising about $20 million by selling new shares to investors. This isn't a loan; it's selling ownership in the company to fund its operations.

👉 Why it matters: When a public company does a deal like this, it means it needs cash. It can be for growth, paying debt, or just staying afloat. The details here tell us how they're raising it and how much it will cost them.

🏢 What The Company Does

Based on its name and address, Datacentrex, Inc. (DTCX) is likely involved in data center or technology services. The filing doesn't describe its business, but we know it's a Nevada corporation headquartered in Salt Lake City, Utah. Its CEO is Parker Scott.

👉 The key takeaway: We don't get a business overview here, but we see the company is actively using the public markets to raise capital.

💰 The Financial Deal: $20.17 Million Offering

Datacentrex is selling up to $20,170,000 worth of its stock. Here’s the simple breakdown of what's being sold:

Common Stock: Priced at $2.00 per share.
Pre-Funded Warrants: Priced at $1.99 per warrant. These are like "IOUs" for stock. An investor pays $1.99 now and can later buy one share for just a penny ($0.01). This structure is often used for tax or regulatory efficiency.

👉 The cost of the deal: The company is paying its broker, Dominari Securities, an 8% fee on all money raised. That's about $1.6 million in cash. They're also giving the broker warrants to buy more stock as part of their payment.

🤝 The Deal Mechanics & Key Players

This is a "best efforts" offering, not a guaranteed underwriting. That means Dominari Securities will try its best to find investors but doesn't promise to buy the shares itself if it can't find buyers.

Placement Agent: Dominari Securities LLC is the exclusive broker running the sale.
Lock-Up Agreements: The CEO, CFO, and all directors have agreed not to sell their personal shares for six months. This is to prevent them from cashing out right after this new stock is sold, which could scare investors.

📦 What the Company Has Promised

The agreement is full of legal promises ("representations and warranties") from Datacentrex, including:

Its financial paperwork with the SEC is accurate.
It isn't involved in money laundering.
It has the corporate authority to do this deal.
Its financial auditor, Haynie & Company, is independent.

👉 Why this matters: These promises protect the investors and the broker. If Datacentrex lied about these things, it could be sued.

⚖️ Risks and What Could Go Wrong

⚠️ No Guarantee: The offering might not be fully sold. The company might raise less than $20 million.
⚠️ Dilution: Selling this much new stock will reduce the ownership percentage of existing shareholders. Your slice of the pie gets smaller.
⚠️ Costs are High: The 8% fee, plus legal and other costs, eat into the cash the company actually gets to use.

🔮 What Happens Next & What It Signals

The Offering: Dominari will now try to sell the shares to investors.
Closing: Once sold, the company gets the cash (minus fees), and the investors get their shares or warrants.
Listing: The new shares will be listed on The Nasdaq Capital Market.

👉 The signal: This move signals the company needs capital for its next phase—whether that's growth, acquisitions, or just shoring up its balance sheet. The "pre-funded warrant" structure suggests they are targeting sophisticated investors.

🧠 The Analogy

Imagine Datacentrex is a restaurant that needs a big cash infusion to renovate and expand its menu. Instead of taking a bank loan, the owners decide to sell small pieces of the restaurant (shares) to a group of investors. They hire a broker (Dominari) to find those investors and pay them a commission (8%). To show the original owners are committed, they all agree not to sell their own pieces of the restaurant for six months. This filing is the legal contract for that entire transaction.

📇 Key Contacts & People

Company Contact: Parker Scott, Chief Executive Officer
- Datacentrex, Inc., 470 W 200 N STE 18, Salt Lake City, UT 84103
Company Legal Counsel: Richard Friedman, Esq. at Sheppard, Mullin, Richter & Hampton LLP
- 30 Rockefeller Plaza, New York, NY 10112-15
Placement Agent: Dominari Securities LLC
- Attn: Legal Department, Telecopy: (212)-393-4500
Placement Agent Legal Counsel: Ross D. Carmel, Esq. at Sichenzia Ross Ference Carmel LLP
- 1185 Avenue of the Americas, 26th floor, New York, NY 10036

🧩 Final Takeaway

Datacentrex is raising approximately $20 million by selling new stock through a broker, paying a significant fee to do so. This is a classic, dilutive capital raise that gives the company cash but costs it equity and fees, while insiders agree to a short-term lock-up to help reassure new investors.

Datacentrex, Inc. — 8-K Filing