UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 1-U
CURRENT REPORT PURSUANT TO REGULATION A
Date of report: October 5, 2022
GelStat Corp.
(Exact name of issuer as specified in its charter)
Delaware
(State or other jurisdiction of incorporation or organization)
90-0075732
(I.R.S. Employer Identification Number)
7554 SW Jack James Drive
Stuart, Florida 34997
(Full mailing address of principal executive office)
(772) 212-1368
(Issuer’s telephone number, including area code)
Item 4. Changes in Issuer’s Certifying Accountant
Resignation of Independent Accounting Firm
On October 5, 2022, GelStat Corp. (the “Company”) received a letter from its former independent accounting firm, Ciro E. Adams, CPA, LLC (“Ciro Adams”), informing that Ciro Adams will resign as the Company’s accounting firm as of that date.
Ciro Adams’s audit reports on the Company’s financial statements for the fiscal years ended December 31, 2021 and December 31, 2020 did not contain any adverse opinion or disclaimer of opinion, and were not qualified or modified as to any uncertainty, audit scope or accounting principle.
During the fiscal years ended December 31, 2021 and December 31, 2020 and through the subsequent date of dismissal, there were no disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) between the Company and Ciro Adams on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to Ciro Adams’s satisfaction, would have caused Ciro Adams to make reference to the matter in their report. During the fiscal years ended December 31, 2021 and December 31, 2020 and through the subsequent date of dismissal there were no reportable events (as defined in Item 304(a)(1)(v) of Regulation S-K).
The Company has provided Ciro Adams with a copy of this Current Report on Form 1-U and requested that Ciro Adams provide the Company with a letter addressed to the SEC indicating whether or not Ciro Adams agrees with the disclosures contained herein and, if not, the respects in which it is not in agreement. A copy of Ciro Adams’s letter is attached as Exhibit 99.1 to this Current Report on Form 1-U.
EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Letter from Ciro Adams |
SIGNATURES
Pursuant to the requirements of Regulation A, the issuer has duly caused this Form 1-U to be signed on its behalf by the undersigned, thereunto duly organized.
| GelStat Corp. | ||
| October 7, 2022 | By: | /s/ Javier Acosta |
|
Javier Acosta Chief Executive Officer | ||
Pursuant to the requirements of Regulation A, this Form 1-U has been signed by the following persons in the capacities and on the date indicated.
| October 7, 2022 | By: | /s/ Adrian Goldfarb |
|
Adrian Goldfarb Chairman of the Board |
EXHIBIT 99.1
October 7, 2022
AD Office of Life Sciences
Securities and Exchange Commission
100 F St., NE, Mail Stop 4561
Washington, DC 20549-4561
To the Assistant Director Office:
We have received a copy of, and are in agreement with, the statements being made by GelStat Corp. in Item 4 of its Form 1-U dated October 5, 2022, captioned “Changes in Issuer’s Certifying Accountant”.
| Very truly yours, | |
 |
56 Rockford Road, Wilmington, DE 19806-1004 | Phone: 302-652-4783
ciroadamscpa.com