SEC Comment Letter 0000000000-23-000833 to GeoSolar Technologies, Inc. (GSLR) (CIK 0001838876)
GeoSolar Technologies, Inc. (GSLR) (CIK 0001838876)
Date: Jan. 25, 2023 · CIK: 0001838876 · Accession: 0000000000-23-000833
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File numbers found in text: 024-11859
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United States securities and exchange commission logo
January 25, 2023
Stone Douglass
Chief Executive Officer
GeoSolar Technologies, Inc.
1400 16th Street, Ste 400
Denver, Colorado 80202
Re:GeoSolar Technologies, Inc.
Offering Statement on Form 1-A
Post-qualification Amendment No. 3
Filed January 18, 2023
File No. 024-11859
Dear Stone Douglass:
We have reviewed your amendment and have the following comments. In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.
Please respond to this letter by amending your offering statement and providing the
requested information. If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response. After reviewing any amendment to your offering statement and the information you
provide in response to these comments, we may have additional comments.
Post-Qualification Amendment No. 3 to Form 1-A
Cover Page
1.We note your response to comment 2. Please revise the cover page and page 2 of your
registration statement to remove the disclosure related to the offer and sale of the
securities underlying the convertible notes.
We will consider qualifying your offering statement at your request. If a participant in
your offering is required to clear its compensation arrangements with FINRA, please have
FINRA advise us that it has no objections to the compensation arrangements prior to
qualification.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
FirstName LastNameStone Douglass
Comapany NameGeoSolar Technologies, Inc.
January 25, 2023 Page 2
FirstName LastName
Stone Douglass
GeoSolar Technologies, Inc.
January 25, 2023
Page 2
action by the staff.
Please contact Evan Ewing at 202-551-5920 or Geoffrey Kruczek at 202-551-3641 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc: William T. Hart