0001144204-05-001024.txt : 20120626 0001144204-05-001024.hdr.sgml : 20120626 20050112163652 ACCESSION NUMBER: 0001144204-05-001024 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050112 DATE AS OF CHANGE: 20050112 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DTLL INC CENTRAL INDEX KEY: 0000356767 STANDARD INDUSTRIAL CLASSIFICATION: DENTAL EQUIPMENT & SUPPLIES [3843] IRS NUMBER: 411279182 STATE OF INCORPORATION: MN FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-78975 FILM NUMBER: 05526173 BUSINESS ADDRESS: STREET 1: 701 XENIA AVE SOUTH STREET 2: SUITE 130 CITY: GOLDEN VALLEY STATE: MN ZIP: 55416 BUSINESS PHONE: 7635916450 MAIL ADDRESS: STREET 1: 701 XENIA AVE SOUTH STREET 2: SUITE 130 CITY: GOLDEN VALLEY STATE: MN ZIP: 55416 FORMER COMPANY: FORMER CONFORMED NAME: DENTAL RESOURCES INC DATE OF NAME CHANGE: 20000302 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GELSTAT CORP CENTRAL INDEX KEY: 0000890725 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 411713474 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: SOUTHPOINT OFFICE CENTER STREET 2: 1650 WEST 82ND STREET, SUITE 1040 CITY: BLOOMINGTON STATE: MN ZIP: 55431 BUSINESS PHONE: 952-881-4105 MAIL ADDRESS: STREET 1: SOUTHPOINT OFFICE CENTER STREET 2: 1650 WEST 82ND STREET, SUITE 1040 CITY: BLOOMINGTON STATE: MN ZIP: 55431 FORMER COMPANY: FORMER CONFORMED NAME: DEVELOPED TECHNOLOGY RESOURCE INC DATE OF NAME CHANGE: 19930309 SC 13D 1 v011059_sc-13d.txt 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, Address and Telephone Number of Person Authorized to Receive Notice and Communications) January 5, 2004 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of ss.240.13d-1(e), ss.240.13d-1(f) or ss.240.13d-1(g), check the following box |_|. SCHEDULE 13D CUSIP No. 233335-10-8 Page 2 of 6 pages, including exhibits 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GelStat Corporation 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_| (b) |_| N/A 3 SEC USE ONLY 4 SOURCE OF FUNDS WC 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) N/A 6 CITIZENSHIP OR PLACE OF ORGANIZATION State of Minnesota, U.S.A. 7 SOLE VOTING POWER 12,500,000 8 SHARED VOTING POWER -0- 9 SOLE DISPOSITIVE POWER 12,500,000 10 SHARED DISPOSITIVE POWER -0- SCHEDULE 13D CUSIP No. 233335-10-8 Page 3 of 6 pages, including exhibits 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 12,500,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |_| N/A 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 94 percent, based upon 13,325,693 shares outstanding as of January 5, 2005. 14 TYPE OF REPORTING PERSON* CO ITEM 1. SECURITY AND ISSUER State the title of the class of equity securities to which this statement relates and the name and address of the principal executive offices of the issuer of such securities. The equity securities to which this statement relates are common stock, $.01 par value. The issuer's name and address is: DTLL, Inc. 701 Xenia Avenue South Suite 130 Golden Valley, MN 55416 ITEM 2. IDENTITY AND BACKGROUND The reporting person is GelStat Corporation, whose principal executive and business offices are located at Southpoint Office Center, 1650 West 82nd Street, Suite 1040, Bloomington, MN 55431. GelStat Corporation is incorporated under the laws of the State of Minnesota. All shares of DTLL which are beneficially owned by GelStat Corporation are held of record by GS Pharma, Inc., a wholly-owned subsidiary of GelStat Corporation. SCHEDULE 13D CUSIP No. 233335-10-8 Page 4 of 6 pages, including exhibits The executive officers and directors of GelStat Corporation and GS Pharma, Inc. are as follows: POSITION WITH ---------------------------------------------------- GelStat GS Pharma ------------------- ------------------------------ Stephen C. Roberts CEO/President, CEO/President, CFO/ Treasurer, Secretary, Director Secretary, Sole Director Nick Bluhm CFO/Treasurer None Richard Ringold VP, Director None Donald B. Miller Director None K. James Ehlen Director None The business address of each such person is c/o GelStat Corporation, Southpoint Office Center, 1650 West 82nd Street, Suite 1200, Bloomington, MN 55431. Neither GelStat Corporation, GS Pharma, nor any of their respective executive officers or directors (i) has had any transactions in DTLL common stock during the 60 days preceding the filing of this Schedule 13D (except for the acquisition in consideration of the License, as described in this Schedule), (ii) has been convicted in any criminal proceeding during the 5 years preceding the filing of this Schedule 13D, or (iii) has been a party to a proceeding during the 5 years preceding the filing of this Schedule 13D which resulted in a judgment, decree, or final order enjoining violations of, mandating activities subject to, or finding a violation of, federal or state securities laws, nor is any such person currently subject to such a judgment, decree or final order. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION All shares were acquired in exchange for rights to an exclusive license of certain technology of GelStat Corporation and its subsidiary, GS Pharma, Inc. There was no cash consideration exchanged. ITEM 4. PURPOSE OF TRANSACTION See Item 3. In connection with the share acquisition, and pursuant to the terms of the Contribution and Stock Acquisition Agreement, Steven C. Roberts, who is an officer and director of GelStat Corporation, have been elected to the Chief Executive Officer of DTLL. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) Aggregate number and percentage of the class of securities beneficially owned: See cover page, Items 11 and 13. SCHEDULE 13D CUSIP No. 233335-10-8 Page 5 of 6 pages, including exhibits (b) Number of shares as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition: See cover page, Items 7-10. (c) Transactions in the securities effected during the past sixty days: None. See also response to Item 2. (d) No other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities. (e) The date on which the reporting person ceased to be the beneficiary owner of more than five percent of the class of securities: N/A. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. N/A. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. N/A. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. GELSTAT CORPORATION January 11, 2005 By: /s/ Stephen C. Roberts ------------------------- Stephen C. Roberts, M.D. Chief Executive Officer