GSAC / GelStat Corporation - SEC 보고서, 연례 보고, 기업 사업 설명서

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SECURITES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1-SA þ SEMIANNUAL REPORT PURSUANT TO REGULATION A or ¨ SPECIAL FINANCIAL REPORT PURSUANT TO REGULATION A For the fiscal semiannual period ended June 30, 2025 GelStat Corp. (Exact name of issuer as specified in its charter) Delaware 90-0075732 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1−K ANNUAL REPORT PURSUANT TO REGULATION A OF THE SECURITIES ACT OF 1933 For the year ended December 31, 2024 GelStat Corp. (Exact name of issuer as specified in its charter

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1−K ANNUAL REPORT PURSUANT TO REGULATION A OF THE SECURITIES ACT OF 1933 For the year ended December 31, 2024 GelStat Corp. (Exact name of issuer as specified in its charter) Delaware 90-0075732 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 333 SE 2nd Avenue, Suite 200

CONSENT OF INDEPENDENT ACCOUNTANT

Exhibit 11.1 924 W. 75th Street Suite 120 - 189 Naperville, IL 60565 +1 (815) 348-2421 [email protected] CONSENT OF INDEPENDENT ACCOUNTANT To the Management of GELSTAT CORPORATION I hereby consent to the inclusion in the Offering Circular filed under Regulation A on Form 1-A of my report dated April 23, 2025, with respect to the Balance Sheet of GELSTAT CORPORATION as of December 31, 2024 & Decemb

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UNITED STATES SECURITES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1-SA þ SEMIANNUAL REPORT PURSUANT TO REGULATION A or ¨ SPECIAL FINANCIAL REPORT PURSUANT TO REGULATION A For the fiscal semiannual period ended June 30, 2024 GelStat Corp. (Exact name of issuer as specified in its charter) Delaware 90-0075732 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer I

CONSENT OF INDEPENDENT ACCOUNTANT

924 W. 75th Street Suite 120 - 189 Naperville, IL 60565 +1 (815) 348-2421 [email protected] CONSENT OF INDEPENDENT ACCOUNTANT To the Management of GELSTAT CORPORATION I hereby consent to the inclusion in the Offering Circular filed under Regulation A on Form 1-A of my report dated April 25, 2024, with respect to the Balance Sheet of GELSTAT CORPORATION as of December 31, 2023 & December 31, 2022,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1−K ANNUAL REPORT PURSUANT TO REGULATION A OF THE SECURITIES ACT OF 1933 For the year ended December 31, 2023 GelStat Corp. (Exact name of issuer as specified in its charter

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1−K ANNUAL REPORT PURSUANT TO REGULATION A OF THE SECURITIES ACT OF 1933 For the year ended December 31, 2023 GelStat Corp. (Exact name of issuer as specified in its charter) Delaware 90-0075732 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 333 SE 2nd Avenue, Suite 200

EMPLOYMENT AGREEMENT

Exhibit 4.12 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of January 1, 2024, by and between GelStat Corporation., a Delaware corporation with its principal place of business located at 333 SE 2nd Avenue, Suite 2000, Miami, Florida 33131 (the “Company”), and Javier G. Acosta, an individual and resident of the State of Florida (“Executive” and togethe

DUOS NOTE

Exhibit 4.10 DUOS NOTE NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMEN

DUOS WARRANT AGREEMENT

Exhibit 4.11 DUOS WARRANT AGREEMENT NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT

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UNITED STATES SECURITES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1-SA þ SEMIANNUAL REPORT PURSUANT TO REGULATION A or ¨ SPECIAL FINANCIAL REPORT PURSUANT TO REGULATION A For the fiscal semiannual period ended June 30, 2023 GelStat Corp. (Exact name of issuer as specified in its charter) Delaware 90-0075732 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer I

CONVERTIBLE PROMISSORY NOTE

Exhibit 4.8 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S

COMMON STOCK PURCHASE WARRANT

Exhibit 4.7 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

ASSET PURCHASE AGREEMENT

Exhibit 4.9 ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is made as of June 28, 2023 (the “Effective Date”), is entered into by and between Duos Technologies, Inc., a Florida corporation (“Seller”), and GelStat Corporation, a Delaware corporation (the “Buyer”). WHEREAS, Seller is, among other things, engaged through one of its business units in the provision of industr

GSAC Engineering Acquires Key Intellectual Property and Assets from Duos Technologies Group GelStat’s Subsidiary, GSAC Engineering, Launches Intelligent Correctional Facilities Automation Systems (iCAS) in the Industrial Security Market

Exhibit 99.1 FOR IMMEDIATE RELEASE GSAC Engineering Acquires Key Intellectual Property and Assets from Duos Technologies Group GelStat’s Subsidiary, GSAC Engineering, Launches Intelligent Correctional Facilities Automation Systems (iCAS) in the Industrial Security Market Miami, FL / GlobeNewswire / September 12, 2023 – GelStat Corporation ("GelStat" or the "Company") (OTCPink: GSAC), a development

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1−K ANNUAL REPORT PURSUANT TO REGULATION A OF THE SECURITIES ACT OF 1933 For the year ended December 31, 2022 GelStat Corp. (Exact name of issuer as specified in its charter

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1−K ANNUAL REPORT PURSUANT TO REGULATION A OF THE SECURITIES ACT OF 1933 For the year ended December 31, 2022 GelStat Corp. (Exact name of issuer as specified in its charter) Delaware 90-0075732 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 333 SE 2nd Avenue, Suite 200

CONVERTIBLE PROMISSORY NOTE

Exhibit 4.5 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S

CONSENT OF INDEPENDENT ACCOUNTANT

924 W. 75th Street Suite 120 - 189 Naperville, IL 60565 +1 (815) 348-2421 [email protected] CONSENT OF INDEPENDENT ACCOUNTANT To the Management of GELSTAT CORPORATION I hereby consent to the inclusion in the Offering Circular filed under Regulation A on Form 1-A of my report dated May 4, 2023, with respect to the Balance Sheet of GELSTAT CORPORATION as of December 31, 2022, and the related Profit

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UNITED STATES SECURITES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1-SA ? SEMIANNUAL REPORT PURSUANT TO REGULATION A or ? SPECIAL FINANCIAL REPORT PURSUANT TO REGULATION A For the fiscal semiannual period ended June 30, 2022 GelStat Corp. (Exact name of issuer as specified in its charter) Delaware 90-0075732 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer I

Common Stock Purchase Agreement between the Company and Accredited Investor dated July 22, 2022

Exhibit 4.6 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

Convertible Promissory Note between the Company and Accredited Investor dated July 22, 2022

Exhibit 4.5 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1−K ANNUAL REPORT PURSUANT TO REGULATION A OF THE SECURITIES ACT OF 1933 For the year ended December 31, 2021 GelStat Corp. (Exact name of issuer as specified in its charter

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1−K ANNUAL REPORT PURSUANT TO REGULATION A OF THE SECURITIES ACT OF 1933 For the year ended December 31, 2021 GelStat Corp. (Exact name of issuer as specified in its charter) Delaware 90-0075732 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 7554 SW Jack James Drive, St

Convertible Promissory Note between the Company and Accredited Investor dated February 23, 2022

EXHIBIT 4.4 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S

Common Stock Purchase Agreement between the Company and Accredited Investor dated February 23, 2022

EXHIBIT 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EXHIBIT 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the inclusion in this Registration Statement on Amended Form 1-A of our report dated August 27, 2021, relating to the financial statements of GelStat Corporation for the years ended December 31, 2020 and 2019. Our report contains an explanatory paragraph regarding the Company’s ability to continue as a going

GelStat Corporation 7554 SW Jack James Drive Stuart, Florida 34997 (772) 212-1368; https://www.gelstat.com Copy to: Lawrence Metelitsa, Esq. Lahdan S. Rahmati, Esq. Lucosky Brookman LLP 101 Wood Avenue South, 5th Floor Woodbridge, NJ 08830 UP TO 1,66

AN OFFERING STATEMENT PURSUANT TO REGULATION A RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.

Re: Securities Registered under Offering Statement on Form 1-A

EXHIBIT 12.1 December 15, 2021 GelStat Corporation Attention: Javier Acosta 7554 SW Jack James Drive Stuart, Florida 34997 Re: Securities Registered under Offering Statement on Form 1-A Ladies and Gentlemen: Lucosky Brookman LLP (“we” and “our”) has acted as special counsel to GelStat Corporation, a Delaware corporation (the “Company”), in connection with its filing of an Offering Statement on For

GelStat Corporation 7554 SW Jack James Drive Stuart, Florida 34997

GelStat Corporation 7554 SW Jack James Drive Stuart, Florida 34997 December 15, 2021 VIA EDGAR U.

Re: Securities Registered under Offering Statement on Form 1-A

EXHIBIT 12.1 November 23, 2021 GelStat Corporation Attention: Javier Acosta 7554 SW Jack James Drive Stuart, Florida 34997 Re: Securities Registered under Offering Statement on Form 1-A Ladies and Gentlemen: Lucosky Brookman LLP (“we” and “our”) has acted as special counsel to GelStat Corporation, a Delaware corporation (the “Company”), in connection with its filing of an Offering Statement on For

Security Agreement between Company and Quick Capital, LLC

EXHIBIT 4.2

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EXHIBIT 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the inclusion in this Registration Statement on Amended Form 1-A of our report dated August 27, 2021, relating to the financial statements of GelStat Corporation for the years ended December 31, 2020 and 2019. Our report contains an explanatory paragraph regarding the Company’s ability to continue as a going

GelStat Corporation 7554 SW Jack James Drive Stuart, Florida 34997 (772) 212-1368; https://www.gelstat.com Copy to: Lawrence Metelitsa, Esq. Lahdan S. Rahmati, Esq. Lucosky Brookman LLP 101 Wood Avenue South, 5th Floor Woodbridge, NJ 08830 UP TO [*]

AN OFFERING STATEMENT PURSUANT TO REGULATION A RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.

LETTER

United States securities and exchange commission logo November 5, 2021 Javier Acosta Chief Executive Officer GelStat Corporation 7554 SW Jack James Drive Stuart, Florida 34997 Re: GelStat Corporation Offering Statement on Form 1-A Filed October 29, 2021 File No.

Certificate of Incorporation

EXHIBIT 2.1

Certificate of Designation of Series A Preferred Stock filed July 6, 2021

EXHIBIT 3.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EXHIBIT 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the inclusion in this Registration Statement on Form 1-A of our report dated August 27, 2021, relating to the financial statements of GelStat Corporation for the years ended December 31, 2020 and 2019. Our report contains an explanatory paragraph regarding the Company’s ability to continue as a going concern

GelStat Corporation 7554 SW Jack James Drive Stuart, Florida 34997 (772) 212-1368; https://www.gelstat.com Copy to: Lawrence Metelitsa, Esq. Lahdan S. Rahmati, Esq. Lucosky Brookman LLP 101 Wood Avenue South, 5th Floor Woodbridge, NJ 08830 UP TO [*]

AN OFFERING STATEMENT PURSUANT TO REGULATION A RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.

Form of Subscription Agreement

EXHIBIT 4.1 GELSTAT CORP. SUBSCRIPTION AGREEMENT THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, SUBSCRIBERS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD

Certificate of Merger of Foreign Corporation into a Domestic Corporation

EXHIBIT 2.6

Certificate of Amendment to Certificate of Incorporation filed June 22, 2021

EXHIBIT 2.3

GELSTAT CORPORATION Article I. Meetings of Shareholders

EXHIBIT 2.4 BYLAWS OF GELSTAT CORPORATION Article I. Meetings of Shareholders Section 1. Annual Meeting. The annual meeting of the shareholders of this Corporation shall be held at the time and place designated by the Board of Directors of the Corporation. Business transacted at the annual meeting shall include the election of directors of the Corporation. Section 2. Special Meetings. Special meet

Certificate of Amendment to Certificate of Incorporation filed May 16, 2011

EXHIBIT 2.2

Agreement of Merger and Plan of Merger and Reorganization between GelStat, a Minnesota corporation and GelStat Corporation, a Delaware corporation

EXHIBIT 2.5 AGREEMENT OF MEGER AND PLAN OF MERGER AND REORGANIZATION This Agreement of Merger and Plan of Merger and Reorganization (this ?Agreement?) is made as of this 17th day of September 2010, by and between GelStat Corporation (?Gel-MN?) (a Minnesota corporation) and GelStat Corporation (?Gel-DE?) (a Delaware corporation), (together, the ?Constituent Corporations?). WHEREAS, the respective b

LETTER

November 28, 2012 Via E-mail Mr. Gerald N. Kieft Chief Executive Officer GelStat Corporation 3557 SW Corporate Parkway Palm City, Florida 34990 Re: GelStat Corporation Form 10-K for the fiscal year ended December 31, 2008 Filed October 22, 2012 Form 10-K for the fiscal year ended December 31, 2007 Filed October 22, 2012 File No. 0-21394 Dear Mr. Kieft: We have completed our review of your filings.

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3557 SW Corporate Parkway . Palm City, FL 34990 . (P) 772-283-0020 . (F) 772-219-3579 . (E) [email protected] Date: November 21, 2012 Jim B. Rosenberg Senior Assistant Chief Accountant United States Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-6010 RE: GelStat Corporation Form 10-K for the fiscal year ended December 31, 2008 Filed October 22, 2012 Form 10-K for the f

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-K/A Amendment No. 1 ——————— S ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2008 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission file number:

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3557 SW Corporate Parkway . Palm City, FL 34990 . (P) 772-283-0020 . (F) 772-219-3579 . (E) [email protected] Date: November 21, 2012 Jim B. Rosenberg Senior Assistant Chief Accountant United States Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-6010 RE: GelStat Corporation Form 10-K for the fiscal year ended December 31, 2008 Filed October 22, 2012 Form 10-K for the f

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-K/A Amendment No. 1 ——————— S ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2007 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission file number:

LETTER

November 8, 2012 Via E-mail Mr. Gerald N. Kieft Chief Executive Officer GelStat Corporation 3557 SW Corporate Parkway Palm City, Florida 34990 Re: GelStat Corporation Form 10-K for the fiscal year ended December 31, 2008 Filed October 22, 2012 Form 10-K for the fiscal year ended December 31, 2007 Filed October 22, 2012 File No. 0-21394 Dear Mr. Kieft: We have limited our review of your filings to

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2008 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-21394 Gelstat Corporation (

GelStat (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2007 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-21394 Gelstat Corporation (E

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2007 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-21394 Gelstat Corporation (

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2008 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-21394 Gelstat Corporati

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ??????? FORM 10-K ??????? S ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2008 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission file number: 000-21394 GelStat

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2007 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-21394 Gelstat Corporati

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2008 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-21394 Gelstat Corporation (E

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-K ——————— S ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2007 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission file number: 000-21394 GelStat

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2006 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-21394 Gelstat Corporati

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2006 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-21394 Gelstat Corporation (E

Annual Report -

10-K 1 gelstat10k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-K ——————— S ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2006 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission file num

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2006 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-21394 Gelstat Corporation (

Plan of Merger and Reorganization - Delaware

Exhibit 3.3 AGREEMENT OF MERGER AND PLAN OF MERGER AND REORGANIZATION This Agreement of Merger and Plan of Merger and Reorganization (this “Agreement”) is made as of this 17th day of September 2010, by and between GelStat Corporation (“Gel-MN”) (a Minnesota corporation) and GelStat Corporation (“Gel-DE”) (a Delaware corporation), (together, the “Constituent Corporations”). WHEREAS, the respective

GELSTAT CORPORATION Article I. Meetings of Shareholders

Exhibit 3.5 BYLAWS OF GELSTAT CORPORATION Article I. Meetings of Shareholders Section 1. Annual Meeting. The annual meeting of the shareholders of this Corporation shall be held at the time and place designated by the Board of Directors of the Corporation. Business transacted at the annual meeting shall include the election of directors of the Corporation. Section 2. Special Meetings. Special meet

Certificate of Incorporation

Exhibit 3.1 CERTIFICATE OF INCORPORATION OF GELSTAT CORPORATION 1. The name of the corporation is GelStat Corporation (the “Company”). 2. The address of its registered office in the State of Delaware, County of New Castle, is 3411 Silverside Road, Rodney Building #104, Wilmington, Delaware 19810. The name of its registered agent at such address is Corporate Creations Network, Inc. 3. The nature of

Certificate of Amendment to Certificate of Incorporation - Increased Capital

Exhibit 3.2 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF GELSTAT CORPORATION GelStat Corporation (the “Company”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Delaware General Corporation Law”), hereby certifies as follows:: 1. The Company was incorporated by the filing of a Certificate of Incorporation with the Secretary

Plan of Merger - Delaware

EXHIBIT 3.4 STATE OF DELAWARE CERTIFICATE OF MERGER OF FOREIGN CORPORATION INTO A DOMESTIC CORPORATION Pursuant to Title 8, Section 252 of the Delaware General Corporation Law, the undersigned corporation executed the following Certificate of Merger: FIRST: The name of the surviving corporation is GelStat Corporation, a Delaware corporation, and the name of the corporation being merged into this s

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-K ——————— S ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2005 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission file number: 000-21394 GelStat

List of Subsidiaries

Exhibit 21.0 List of Subsidiaries Name Place of Incorporation GS Pharma, Inc. 1650 West 82nd Street, Suite 1200 Bloomington, MN 55431

Code of Ethics

Exhibit 14.0 Code of Ethics Introduction These Ethical Guidelines will serve as the Code of Ethics (“Guidelines”) for GelStat Corporation (the “Company”) and as such they cover a wide spectrum of business practices and procedures. They do not cover every issue that may arise, but they set out some basic principles to guide all employees and directors of the Company. We expect all of our employees

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

Form 15-12G GelStat Corporation - GSAC Filed: January 16, 2009 (period: ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: April 27, 2007 (Date of earliest event reported) GELSTAT CORPORATIO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: April 27, 2007 (Date of earliest event reported) GELSTAT CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-21394 90-0075732 (State of other jurisdiction of incorporation) (Commission File

8-K

================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 15, 2006 GELSTAT CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-21394 90-0075732 (State of other jurisdiction (Commission File No.) (IRS Employer

NT 10-K

NT 10-K 1 v039429gelstat-nt10k.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 0-21394 CUSIP NUMBER: 368533-105 (Check One): [X] Form 10-KSB [ ] Form 20-F [ ] Form 11-K [ ] Form 10-QSB [ ] Form N-SAR [ ] Form N-CSR For Period Ended: December 31, 2005 - [ ] Transition Report on Form 10-KSB [ ] Transition Report on

S-8

As filed with the Securities and Exchange Commission on March 28, 2006 Registration No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 15, 2006 GELSTAT CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-21394 90-0075732 (State of other jurisdiction (Commission File No.) (IRS Employer

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 26, 2006 GELSTAT CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-21394 90-0075732 (State of other jurisdiction (Commission File No.) (IRS Employ

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Earliest Event Reported: December 30, 2005 GELSTAT CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-21394 90-0075732 (State of other jurisdiction (Commission File No.) (IRS Employer of incorporat

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 17, 2005 GELSTAT CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-21394 41-1713474 (State of other jurisdiction (Commission File No.) (IRS Emplo

SC 13D/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* DTLL, Inc. (Name of Issuer) Common Stock $.01 par value (Title of Class of Securities) 233335-10-8 (CUSIP Number) Janna R. Severance, Esq. Moss & Barnett, P.A. 4800 Wells Fargo Center 90 South Seventh Street Minneapolis, MN 55402 (612) 347-0367 (Name,

Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 14, 2005 GELSTAT CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-21394 41-1713474 (State of other jurisdiction (Commission File No.) (IRS Emplo

10QSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 - FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2005 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 0-21394 GelStat Corporation (Exac

10QSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 - - FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2005 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 0-21394 GelStat Corporation (Exact n

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Earliest Event Reported: July 18, 2005 GELSTAT CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-21394 41-1713474 (State of other jurisdiction (Commission File No.) (IRS Employer of incorporation)

10QSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 - - FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2005 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 0-21394 GelStat Corporation (Exact

NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 0-21394 CUSIP NUMBER: 368533-105 (Check One): [ ] Form 10-KSB [ ] Form 20-F [ ] Form 11-K [X] Form 10-QSB [ ] Form N-SAR [ ] Form N-CSR For Period Ended: March 31, 2005 - [ ] Transition Report on Form 10-KSB [ ] Transition Report on Form 20-F [ ] Transition Report on For

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Earliest Event Reported: April 29, 2005 GELSTAT CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-21394 41-1713474 (State of other jurisdiction (Commission File No.) (IRS Employer Identification o

EX-10.56

EXHIBIT 10.56 AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT TO EMPLOYMENT AGREEMENT (the "Agreement") is made by and between GelStat Corporation, a Minnesota corporation with its principal office at 1650 West 82nd Street, Suite 1200, Bloomington, Minnesota (the "Company"), and Richard W. Ringold ("Ringold") as of the 1st day of July, 2004 (the "Execution Date"). WITNESSETH: WHEREAS, the Company

EX-10.59

EXHIBIT 10.59 Name of Subscriber: Donald Miller - Dollar Amount of Note Subscribed for: $102,000.00 - IMPORTANT: Please read this carefully before signing. You are being asked to make significant representations. An investment in these securities involves a high degree of risk, and you should not purchase these securities unless you can afford the loss of your entire investment. - - SUBSCRIPTION A

EX-21

EXHIBIT 21.0 LIST OF SUBSIDIARIES AS OF DECEMBER 31, 2004 GS Pharma, Inc., a Minnesota corporation (1) (1) Name changed on March 25, 2005 to GSC Subsidiary, Inc. Wholly-owned by GelStat Corporation

EX-10.58

EXHIBIT 10.58 ADMINISTRATIVE SERVICES AGREEMENT This Agreement is made and entered into on this 1st day of January, 2005 by and between GelStat DTLL ("GelStat"), a Minnesota corporation, its affiliates and DTLL, Inc. ("DTLL"), a Minnesota corporation, and its affiliates; WITNESSETH THAT: WHEREAS, GelStat currently owns approximately 94% of the issued and outstanding capital stock of DTLL; and WHER

EX-10.54

EXHIBIT 10.54 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement") is made as of the 2nd day of July, 2004, as if executed on the 1st day of July, 2004 ("Execution Date") by and between GelStat Corporation, a Minnesota Company with its principal office at 1650 West 82nd Street, Suite 1200, Bloomington, Minnesota ("Company"), and Nicholas Bluhm, an individual presently residing at ("Bluhm")

EX-10.57

EXHIBIT 10.57 INCENTIVE STOCK OPTION AGREEMENT THIS AGREEMENT, made this 9th day of July, 2003, by and between GELSTAT CORPORATION, a Minnesota corporation (the "Company"), and RICHARD RINGOLD ("Optionee"). 1. Grant of Option. Pursuant to its 2003 Incentive Plan (the "Plan"), the Company hereby grants to Optionee, on the date set forth above, the right and option (hereinafter called "the option")

EX-10.52

EXHIBIT 10.52 CONTRIBUTION AND STOCK ACQUISITION AGREEMENT CONTRIBUTION AND STOCK ACQUISITION AGREEMENT effective as of January 1, 2005 by and among DTLL, Inc., a Minnesota corporation (the "Corporation"), and GS Pharma, Inc. ("GSPI"). W I T N E S S E T H: WHEREAS, the Corporation desires to obtain from GSPI assignment of an exclusive license agreement attached hereto as Exhibit 1 (the "License")

EX-10.55

EXHIBIT 10.55 INCENTIVE STOCK OPTION AGREEMENT THIS AGREEMENT, made this 2nd day of July, 2004, by and between GELSTAT CORPORATION, a Minnesota corporation (the "Company"), and NICHOLAS BLUHM ("Optionee"). 1. Grant of Option. Pursuant to its 2003 Incentive Plan (the "Plan"), the Company grants to Optionee, the right and option (the "Option") to purchase all or any part of an aggregate of four hund

10KSB

10KSB 1 v01626210ksb.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB |X| Annual report under Section 13 or 15(d) of the Securities Exchange Act of 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2004 OR || Transition report under Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 0-21394 GELSTAT CORPORATION MINNESOTA 41-1713474 St

EX-10.53

EXHIBIT 10.53 EXCLUSIVE LICENSE AGREEMENT WITH DTLL, INC. This exclusive license agreement ("Agreement") is made and entered into as of the 9th day of November, 2004, by and between GelStat Corporation (the "Shareholder"), and GS Pharma, Inc., a Minnesota corporation (the "Company"). R E C I T A L S: A. The Shareholder is the holder of certain patents, provisional patents and patent applications l

NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 0-21394 CUSIP NUMBER: 368533-105 (Check One): [X] Form 10-KSB [ ] Form 20-F [ ] Form 11-K [ ] Form 10-QSB [ ] Form N-SAR [ ] Form N-CSR For Period Ended: December 31, 2004 - [ ] Transition Report on Form 10-KSB [ ] Transition Report on Form 20-F [ ] Transition Report on

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: January 11, 2005 GELSTAT CORPORATION (Exact name of registrant as specified in its charter) MINNESOTA 0-21394 41-1713474 (State of other jurisdiction (Commission File No.) (IRS Employer of incorporation) Identificatio

SC 13D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )* DTLL, INC. (Name of Issuer) COMMON STOCK $.01 PAR VALUE (Title of Class of Securities) 233335-10-8 (CUSIP Number) JANNA R. SEVERANCE, ESQ. MOSS & BARNETT, P.A. 4800 WELLS FARGO CENTER 90 SOUTH SEVENTH STREET MINNEAPOLIS, MN 55402 (612) 347-0367 (Name, Add

EX-99.1

EX-99.1 2 v09948ex99-1.txt Press Release: GelStat Corporation and DTLL, Inc. Execute Letter of Agreement Wednesday December 15, 9:29 am ET Proposed Transaction Would Effectively Merge GelStat's Wholly Owned Pharmaceutical Subsidiary with DTLL, Inc. MINNEAPOLIS, Dec. 15 /PRNewswire-FirstCall/ - GelStat Corporation (OTC Bulletin Board: GSAC - News) and DTLL, Inc. (OTC Bulletin Board: DTLI - News) to

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Earliest Event Reported: December 15, 2004 GELSTAT CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-21394 41-1713474 (State of other jurisdiction (Commission File No.) (IRS Employer of incorporat

10QSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - - FORM 10-QSB |X| QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2004 || TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 0-21394 GELSTAT CORPORATION (Exa

8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Earliest Event Reported: October 19, 2004 GELSTAT CORPORATION (Exact name of registrant as specified in its charter) MINNESOTA 0-21394 41-1713474 (State of other jurisdiction (Commission File No.) (IRS Employer of incorporati

EX-99

Press Release: GELSTAT APPOINTS LEO FURCHT, M.D., TO BOARD OF DIRECTORS Tuesday October 19, 7:04 am ET ACADEMICIAN, ENTREPRENEUR AND MEDICAL LEADER BRINGS ADDITIONAL BIOTECHNOLOGY AND PRODUCT DEVELOPMENT EXPERTISE TO BOARD MINNEAPOLIS, Oct. 19 /PRNewswire-FirstCall/ - GelStat Corporation (OTC Bulletin Board: GSAC - News) today announced the appointment of Leo Furcht, M.D. to its board of directors

8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Earliest Event Reported: September 27, 2004 GELSTAT CORPORATION (Exact name of registrant as specified in its charter) MINNESOTA 0-21394 41-1713474 (State of other jurisdiction (Commission File No.) (IRS Employer Identificati

EX-99.1

GELSTAT APPOINTS BUSINESS AND HEALTH CARE LEADER K. JAMES EHLEN, M.D., TO BOARD OF DIRECTORS Former CEO of Allina Health System and CMO of Humana Brings Additional Regulatory, Management and Governance Experience MINNEAPOLIS - September 27, 2004 - GelStat Corporation (OTCBB: GSAC) today announced the appointment of K. James Ehlen, M.D. to its board of directors. Ehlen is a recognized leader in bot

10QSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - - FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2004 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 0-21394 GELSTAT CORPORATION (Exact n

EX-99.1

Exhibit 99.1 GELSTAT CORPORATION DECLARES THREE-FOR-TWO STOCK SPLIT Cites Institutional Demand and Future Outlook MINNEAPOLIS - July 20, 2004 - GelStat Corporation (OTCBB: GSAC) today announced that its Board of Directors has declared a three-for-two stock split. The three-for-two stock split of the company's common stock will be in the form of a 50 percent stock dividend. The stock dividend will

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: July 21, 2004 GELSTAT CORPORATION (Exact name of registrant as specified in its charter) MINNESOTA 0-21394 41-1713474 (State of other jurisdiction (Commission File No.) (IRS Employer of incorporation) Identification N

DEF 14A

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.

10QSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - - FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2004 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 0-21394 GELSTAT CORPORATION (Exact

EX-14.0

EXHIBIT 14.0 CODE OF ETHICS FOR PRINCIPAL EXECUTIVE OFFICER AND SENIOR FINANCIAL OFFICERS GelStat expects the highest ethical conduct from its principal executive officer and senior financial officers. Your full compliance with this Code and with GelStat's Code of Business Conduct and Ethics is mandatory. In addition, you are expected to foster a culture of transparency, integrity and honesty whic

10KSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - FORM 10-KSB |X| Annual report under Section 13 or 15(d) of the Securities Exchange Act of 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2003 OR || Transition report under Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 0-21394 GELSTAT CORPORATION MINNESOTA 41-1713474 State of Incorporation I.

EX-21.0

EXHIBIT 21.0 LIST OF SUBSIDIARIES AS OF DECEMBER 31, 2003 GS Corp., a Minnesota corporation 3

GELSTAT CORPORATION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1 )* - GELSTAT CORPORATION (Name of Issuer) COMMON STOCK $.01 PAR VALUE (Title of Class of Securities) 25159B-200 (CUSIP Number) JANNA R. SEVERANCE, ESQ. MOSS & BARNETT, P.A. 4800 WELLS FARGO CENTER 90 SOUTH SEVENTH STREET MINNEAPOLIS, MN 55402 (612) 347-036

EX-16.1

Exhibit 16.1 February 9, 2004 Securities and Exchange Commission 450 Fifth Street NW Washington, DC 20549 Gentlemen: We have been furnished with a copy of the response to Item 4 of Form 8-K, as amended, for the event that occurred on January 6, 2004, to be filed by our former client, GelStat Corporation, formerly Developed Technology Resource, Inc. We agree with the statements made in response to

GELSTAT CORPORATION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: February 9, 2004 GELSTAT CORPORATION (Exact name of registrant as specified in its charter) MINNESOTA 0-21394 41-1713474 (State of other jurisdiction (Commission File No.) (IRS Employer of incorporation) Identificat

GELSTAT CORPORATION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: January 9, 2004 GELSTAT CORPORATION (Exact name of registrant as specified in its charter) MINNESOTA 0-21394 41-1713474 (State of other jurisdiction (Commission File No.) (IRS Employer of incorporation) Identification

EX-16.1

Exhibit 16.1 - January 9, 2004 Securities and Exchange Commission 450 Fifth Street NW Washington, DC 20549 Gentlemen: We have been furnished with a copy of the response to Item 4 of Form 8-K for the event that occurred on January 6, 2004, to be filed by our former client, GelStat Corporation, formerly Developed Technology Resource, Inc. We agree with the statements made in response to that Item in

EX-20.1

Adopted June 2, 2003 Amended October 15, 2003 GELSTAT CORPORATION AUDIT COMMITTEE CHARTER Objective - - The audit committee of the board of directors of GelStat shall use its best efforts to ensure the independence of the company's independent accountants, the integrity of management, and the adequacy of disclosure to the company's shareholders, potential shareholders, and the investment community.

GELSTAT CORPORATION

10QSB 1 x10qsb-1103.txt GELSTAT CORPORATION UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 - FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2003 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission Fi

Current Report

8-K 1 x8k-903.txt GELSTAT CORPORATION UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: September 25, 2003 GELSTAT CORPORATION (Exact name of registrant as specified in its charter) MINNESOTA 0-21394 41-1713474 (State of other jurisdiction (Commission File No.) (IRS

EX-99.1

GELSTAT NEWS GelStat Corporation Southpoint Office Center 1650 West 82nd Street, Suite 1200 Bloomington, MN 55431 CONTACTS: John G.

GELSTAT CORPORATION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - - FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2003 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 0-21394 GELSTAT CORPORATION (Exact n

GELSTAT CORPORATION

NT 10-Q 1 nt10q-803.txt GELSTAT CORPORATION UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 0-21394 CUSIP NUMBER: 368533 (Check One): [ ] Form 10-KSB [ ] Form 20-F [ ] Form 11-K [X] Form 10-QSB [ ] Form N-SAR [ ] Form N-CSR For Period Ended: June 30, 2003 - [ ] Transition Report on Form 10-KSB [ ] Transition Report on

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: August 1, 2003 GELSTAT CORPORATION (Exact name of registrant as specified in its charter) MINNESOTA 0-21394 41-1713474 (State of other jurisdiction (Commission File No.) (IRS Employer of incorporation) Identification

EX-3.6

EX-3.6 3 ex36-703.txt RESTATED ARTICLES OF INCORPORATION RESTATED ARTICLES OF INCORPORATION OF GELSTAT CORPORATION These Restated Articles of Incorporation have been adopted by the Board of Directors of GelStat Corporation pursuant to Minn. Stat.ss. 302A.135(5). The undersigned officer represents, pursuant to Minn. Stat. ss. 302A.139(c) that these Restated Articles correctly set forth without chan

EX-20.1

EX-20.1 5 ex201-703.txt AUDIT COMMITTEE CHARTER ADOPTED JUNE 2, 2003 AMENDED JUNE 19, 2003 GELSTAT CORPORATION AUDIT COMMITTEE CHARTER Objective - The audit committee of the board of directors of GelStat shall use its best efforts to ensure the independence of the company's independent accountants, the integrity of management, and the adequacy of disclosure to the company's shareholders, potential

EX-10.51

GELSTAT CORPORATION 2003 INCENTIVE PLAN 1. DEFINED TERMS Exhibit A, which is incorporated by reference, defines the terms used in the Plan. 2. IN GENERAL The Plan has been established to advance the interests of the Company by giving selected Employees, directors and other persons (including both individuals and entities) who provide services to the Company or its Affiliates equity-based or cash i

EX-3.7

AMENDED AND RESTATED BYLAWS OF GELSTAT CORPORATION (FKA DEVELOPED TECHNOGY RESOURCE, INC.

GELSTAT CORPORATION

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON REGISTRATION NO. 333- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 - FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 - GELSTAT CORPORATION (Exact Name of Registrant as Specified in Its Charter) DEVELOPED TECHNOLOGY RESOURCE, INC. (Former Name) MINNESOTA 41-1713474 (State or Other Jurisdiction (IRS Employer of Incor

EX-99.3

EXHIBIT 99.3 UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2002 (Unaudited) DEVELOPED TECHNOLOGY GELSTAT ADJUSTING RESOURCE CORP. ENTRIES PRO FORMA - - - - Cost and Expenses: General and administrative 144,427 153,207 - 297,634 Non-cash stock compensation expense 12,282 - - 12,282 - - - - 156

EX-99.1

EX-99.1 4 ex991-703.txt FINANCIALS EXHIBIT 99.1 GELSTAT CORP. (A Development Stage Company) MINNEAPOLIS, MINNESOTA FINANCIAL STATEMENTS AND INDEPENDENT AUDITOR'S REPORT PERIOD FROM JUNE 25, 2002 (INCEPTION) TO DECEMBER 31, 2002 GELSTAT CORP. (A Development Stage Company) TABLE OF CONTENTS - Page - Independent Auditor's Report 1 Balance Sheet 2 Statement of Operations 3 Statement of Cash Flows 4 No

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: July 14, 2003 DEVELOPED TECHNOLOGY RESOURCE, INC. (Exact name of registrant as specified in its charter) MINNESOTA 0-21394 41-1713474 (State of other jurisdiction (Commission File No.) (IRS Employer of incorporation

EX-99.2

EXHIBIT 99.2 GELSTAT CORP. (A Development Stage Company) Minneapolis, Minnesota UNAUDITED FINANCIAL STATEMENTS QUARTER ENDED MARCH 31, 2003 1 GELSTAT CORP. (A Development Stage Company) BALANCE SHEET MARCH 31, 2003 (Unaudited) ASSETS Current Assets Cash in bank $ 112,313 Inventory 2,991 Unexpired insurance 3,572 - Total Current Assets 118,876 - Property and Equipment Office equipment 1,115 Machine

Current Report

8-K/A 1 x8ka-703.txt DEVELOPED TECHNOLOGY RESOURCE, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: July 14, 2003 DEVELOPED TECHNOLOGY RESOURCE, INC. (Exact name of registrant as specified in its charter) MINNESOTA 0-21394 41-1713474 (State of other jurisdic

DEVELOPED TECHNOLOGY RESOURCE, INC.

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.

DEVELOPED TECHNOLOGY RESOURCE, INC.

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.

DEVELOPED TECHNOLOGY RESOURCE, INC.

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ================================================================================ FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2003 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from

EX-99.1

Exhibit 99.1 CERTIFICATION PURSUANT TO 18 U.S.C. ss.1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Developed Technology Resource, Inc. (the "Company") on Form 10-QSB for the period ended March 31, 2003 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Stephen C. RobertsChief Executive Of

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: April 30, 2003 DEVELOPED TECHNOLOGY RESOURCE, INC. (Exact name of registrant as specified in its charter) MINNESOTA 0-21394 41-1713474 (State of other jurisdiction (Commission File No.) (IRS Employer of incorporation)

RUSSELL MITCHELL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )* DEVELOPED TECHNOLOGY RESOURCE, INC. (Name of Issuer) COMMON STOCK $.01 PAR VALUE (Title of Class of Securities) 25159B-200 (CUSIP Number) JANNA R. SEVERANCE, ESQ. MOSS & BARNETT, P.A. 4800 WELLS FARGO CENTER 90 SOUTH SEVENTH STREET MINNEAPOLIS, MN 55402 (

STEPHEN ROBERTS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )* DEVELOPED TECHNOLOGY RESOURCE, INC. (Name of Issuer) COMMON STOCK $.01 PAR VALUE (Title of Class of Securities) 25159B-200 (CUSIP Number) JANNA R. SEVERANCE, ESQ. MOSS & BARNETT, P.A. 4800 WELLS FARGO CENTER 90 SOUTH SEVENTH STREET MINNEAPOLIS, MN 55402 (

JAMES HIGGINS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )* DEVELOPED TECHNOLOGY RESOURCE, INC. (Name of Issuer) COMMON STOCK $.01 PAR VALUE (Title of Class of Securities) 25159B-200 (CUSIP Number) JANNA R. SEVERANCE, ESQ. MOSS & BARNETT, P.A. 4800 WELLS FARGO CENTER 90 SOUTH SEVENTH STREET MINNEAPOLIS, MN 55402 (

EX-9.0

VOTING AGREEMENT This Agreement is entered into this 30th day of April, 2003, by and between Developed Technology Resource, Inc.

EX-10.51

INDEX ARTICLE IMERGER AND RELATED MATTERS............................................1 1.1 THE MERGER............................................................1 1.2 CONVERSION OF COMMON SHARES...........................................1 1.3 EFFECTIVE TIME........................................................2 1.4 CLOSING...............................................................2 ARTICLE I

EX-99.1

EX-99.1 4 ex991-303.txt CERTIFICATION Exhibit 99.1 CERTIFICATION PURSUANT TO 18 U.S.C. ss.1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Developed Technology Resource, Inc. (the "Company") on Form 10-KSB for the period ended December 31, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I

EX-10.12

EXHIBIT 10-12 LLC INTEREST REDEMPTION AGREEMENT This Agreement is entered into this 30th day of December 2002 by and between Developed Technology Resource, Inc.

DEVELOPED TECHNOLOGY RESOURCE, INC.

10KSB 1 x10ksb-303.txt DEVELOPED TECHNOLOGY RESOURCE, INC. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - FORM 10-KSB [X] Annual report under Section 13 or 15(d) of the Securities Exchange Act of 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2002 OR [ ] Transition report under Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 0-21394 DEVELOPED TECHNOLOGY

Current Report

SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 - FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 - Date of Report (Date of earliest event reported): November 26, 2002 DEVELOPED TECHNOLOGY RESOURCE, INC. (Exact Name of Registrant as Specified in Charter) Minnesota 0-21394 41-1713474 (State or other jurisdiction (Commission File Number) (IRS

EX-10.50

OPTION AGREEMENT This Agreement is entered into this 26th day of November, 2002, by and between GelStat Corporation, a Minnesota corporation ("GelStat"), Stephen Roberts, a Minnesota resident, James Higgins and Russell Mitchell, each a Wisconsin resident (Roberts, Higgins and Mitchell are referred to herein as "Shareholders"), Developed Technology Resource, Inc.

EX-99.1

DATE: November 29, 2002 CONTACT: John Hupp, Vice President (952) 820-0022 RE: Developed Technology Resource, Inc.

DEVELOPED TECHNOLOGY RESOURCE, INC. FORM 10-QSB

10QSB 1 developed02546110qsb.txt DEVELOPED TECHNOLOGY RESOURCE, INC. FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2002 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition perio

EX-99.1

Exhibit 99.1 CERTIFICATION PURSUANT TO 18 U.S.C. ss.1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Developed Technology Resource, Inc. (the "Company") on Form 10-QSB for the period ended September 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, LeAnn C. Hitchcock, President, C

EX-99.1

Exhibit 99.1 CERTIFICATION PURSUANT TO 18 U.S.C.ss.1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Developed Technology Resource, Inc. (the "Company") on Form 10-QSB/A for the period ended June 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, LeAnn C. Hitchcock, President, Chief

DEVELOPED TECHNOLOGY RESOURCE, INC. FORM 10-QSB/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - - FORM 10-QSB/A [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2002 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-21394 DEVELOPED TECHNOLOGY RESOURCE, INC. MINN

EX-16.2

Exhibit 16.2 August 21, 2002 Securities and Exchange Commission Washington, D.C. 20549 Ladies and Gentlemen: We were previously principal accountants for Developed Technology Resource, Inc. and, under the date of March 27, 2002, we reported on the consolidated financial statements of Developed Technology Resource, Inc. as of and for the years ended December 31, 2001 and 2000. On June 27, 2002, we

Current Report

- OMB APPROVAL - OMB Number: 3235-0060 - Expires: March 31, 2003 - Estimated average burden hours per response: 1.

EX-16.1

Exhibit 16.1 June 27, 2002 LeAnn Hitchcock Chief Financial Officer Developed Technology Resource, Inc. 7500 Metro Boulevard, Suite 550 Edina, MN 55439 Dear LeAnn: This is to confirm that the client-auditor relationship between Developed Technology Resource, Inc. and KPMG LLP has ceased. Very truly yours, KPMG LLP /s/ Andrew D. LaFrence Andrew D. LaFrence PARTNER cc: David Johnson Securities and Ex

DEVELOPED TECHNOLOGY RESOURCE, INC. FORM 10-QSB

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - - FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2002 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-21394 DEVELOPED TECHNOLOGY RESOURCE, INC. MINNES

Current Report

8-K 1 developed0240418-k.txt DEVELOPED TECHNOLOGY RESOURCE, INC. FORM 8-K - OMB APPROVAL - OMB Number: 3235-0060 - Expires: March 31, 2003 - Estimated average burden hours per response: 1.25 - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event rep

EX-99.1

Exhibit 99.1 CERTIFICATION PURSUANT TO 18 U.S.C.ss.1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of Developed Technology Resource, Inc. (the "Company") on Form 10-QSB for the period ended June 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, LeAnn C. Hitchcock, President, Chief E

DEVELOPED TCCHNOLOGY RESOURCE, INC. FORM 10-QSB

10QSB 1 developed02257710qsb.txt DEVELOPED TCCHNOLOGY RESOURCE, INC. FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2002 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fr

DEVELOPED TECHNOLOGY RESOURCE, INC. FORM 10-KSB

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - - FORM 10-KSB [X] Annual report under Section 13 or 15(d) of the Securities Exchange Act of 1934 FOR THE YEAR ENDED DECEMBER 31, 2001 OR [ ] Transition report under Section 13or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 0-21394 DEVELOPED TECHNOLOGY RESOURCE, INC. MINNESOTA 41-1713474 - - - State of Incorporation

EX-99

LLC INTEREST REDEMPTION AGREEMENT This Agreement is entered into this 4th day of March, 2002 by and between Developed Technology Resource, Inc.

Current Report

8-K 1 devtechnology0218038k.txt DEVELOPED TECHNOLOGY RESOURCE FORM 8K - OMB APPROVAL - OMB Number: 3235-0060 - Expires: March 31, 2003 - Estimated average burden hours per response: 1.25 - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reporte

DEVELOPED TECHNOLOGY RESOURCE, INC. FORM 12B-25

NT 10-K 1 dtr021692-12b25.txt DEVELOPED TECHNOLOGY RESOURCE, INC. FORM 12B-25 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12B-25 NOTIFICATION OF LATE FILING X - Form 10KSB For period ended December 31, 2001 PART I REGISTRANT INFORMATION Developed Technology Resource, Inc. 5223 Industrial Blvd Edina, MN 55439 PART II RULE 12B-25(b) AND (c) [X] (a) The reasons described in reasonabl

DEVELOPED TECHNOLOGY RESOURCE, INC. FORM 10-QSB

FORM 10-QSB - - U.S. Securities and Exchange Commission Washington, D.C. 20549 [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2001 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-21394 DEVELOPED TECHNOLOGY RESOURCE, I

DEVELOPED TECHNOLOGY RESOURCE, INC. FORM 10-QSB

FORM 10-QSB - - U.S. Securities and Exchange Commission Washington, D.C. 20549 [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2001 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-21394 DEVELOPED TECHNOLOGY RESOURCE, INC. (

EX-21

EXHIBIT 21.1 SUBSIDIARIES OF DEVELOPED TECHNOLOGY RESOURCE, INC. - FOODMASTER INTERNATIONAL LLC Developed Technology Resource, Inc. is a 30% owner in this Delaware joint venture. SAVORY SNACKS LLC Developed Technology Resource, Inc. is a 40% owner in this Wisconsin Corporation as of April 1, 2000. DTR-MED PHARMA CORP. Developed Technology Resource, Inc. owns 100% of the capital stock of this Nevad

EX-20

EXHIBIT 20.1 DATE: April 26, 2001 CONTACT: John Hupp, Director (952) 820-0022 SYMBOL: DEVT.OB RE: Developed Technology Resource, Inc. FOR IMMEDIATE RELEASE - MINNEAPOLIS, MINNESOTA - Developed Technology Resource, Inc. (the "Company") announced today that it is declaring a stock dividend to its shareholders of record as of 4:30 p.m. central daylight savings time, on May 7, 2001. The dividend will

DEVELOPED TECHNOLOGY RESOURCE, INC. FORM 10-QSB

FORM 10-QSB - - U.S. Securities and Exchange Commission Washington, D.C. 20549 [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2001 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-21394 DEVELOPED TECHNOLOGY RESOURCE, INC.

EX-1

EXHIBIT 10.19 December 18, 2000 Dear LeAnn: This letter will constitute an amendment to your Employment Agreement with DTR that was signed on October 1, 1998 and also an amendment to the grant of stock options to you pursuant to the Stock Option Grants dated July 7, 1997 and May 1, 1998. AMEMDMENT TO EMPLOYMENT AGREEMENT Your Employment Agreement dated October 1, 1998 shall be amended as follows:

10KSB

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB [X] Annual report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the year ended December 31, 2000 OR [ ] Transition report under Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 0-21394 Developed Technology Resource, Inc. Minnesota 41-1713474 State of Incorporation I.R.S. E

EX-2

[ARTICLE] 5 [PERIOD-TYPE] 12-MOS [FISCAL-YEAR-END] DEC-31-2000 [PERIOD-END] DEC-31-2000 [CASH] 2,855 [SECURITIES] 0 [RECEIVABLES] 0 [ALLOWANCES] 0 [INVENTORY] 0 [CURRENT-ASSETS] 39,726 [PP&E] 107,555 [DEPRECIATION] (90,399) [TOTAL-ASSETS] 111,616 [CURRENT-LIABILITIES] 157,103 [BONDS] 0 [PREFERRED-MANDATORY] 0 [PREFERRED] 0 [COMMON] 9,308 [OTHER-SE] (66,685) [TOTAL-LIABILITY-AND-EQUITY] 111,616 [SALES] 0 [TOTAL-REVENUES] 48,035 [CGS] 0 [TOTAL-COSTS] 463,267 [OTHER-EXPENSES] 68,571 [LOSS-PROVISION] 200,000 [INTEREST-EXPENSE] (1,978) [INCOME-PRETAX] (681,825) [INCOME-TAX] 3,227 [INCOME-CONTINUING] (685,052) [DISCONTINUED] (685,052) [EXTRAORDINARY] 0 [CHANGES] 0 [NET-INCOME] (685,052) [EPS-BASIC] (0.

NT 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12B-25 NOTIFICATION OF LATE FILING X - Form 10KSB For period ended December 31, 2000 PART I REGISTRANT INFORMATION Developed Technology Resource, Inc.

10QSB

FORM 10-QSB U.S. Securities and Exchange Commission Washington, D.C. 20549 [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2000 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-21394 Developed Technology Resource, Inc.

EX-27

5 3-MOS 9-MOS DEC-31-2000 DEC-31-2000 SEP-30-2000 SEP-30-2000 679 679 0 0 404,762 404,762 0 0 0 0 415,830 415,830 107,555 107,555 (88,001) (88,001) 510,774 510,774 284,182 284,182 0 0 0 0 0 0 9,308 9,308 204,624 204,624 510,774 510,774 0 0 11,482 28,004 0 0 94,767 347,109 16,903 47,915 0 0 (935) (2,144) (99,253) (364,876) 3,227 3,227 (102,480) (368,103) 0 0 0 0 0 0 (102,480) (368,103) (0.

NT 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12B-25 NOTIFICATION OF LATE FILING X - Form 10QSB For period ended September 30, 2000 PART I REGISTRANT INFORMATION Developed Technology Resource, Inc.

10QSB

FORM 10-QSB U.S. Securities and Exchange Commission Washington, D.C. 20549 [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2000 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-21394 Developed Technology Resource, Inc. (Exac

EX-27

5 3-MOS 6-MOS DEC-31-2000 DEC-31-2000 JUN-30-2000 JUN-30-2000 264 264 0 0 425,389 425,389 0 0 0 0 441,321 441,321 118,182 118,182 (92,564) (92,564) 559,232 559,232 232,296 232,296 0 0 0 0 0 0 9,308 9,308 304,199 304,199 559,232 559,232 0 0 8,261 16,522 0 0 93,313 252,342 31,012 31,012 0 0 (538) (1,209) (115,526) (265,623) 0 0 (115,526) (265,623) 0 0 0 0 0 0 (115,526) (265,623) (0.

NT 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12B-25 NOTIFICATION OF LATE FILING X - Form 10QSB For period ended June 30, 2000 PART I REGISTRANT INFORMATION Developed Technology Resource, Inc.