UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Linkage Technologies International Holdings Ltd NO. 16 BUILDING, NO. 12 DINGHUAIMEN NANJING, F4 210013 |
 |  X |  |  |
/s/ Libin Sun, authorized officer | 07/07/2010 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Linkage Technologies International Holdings Limited ("Linkage") acquired all of the reported shares on July 1, 2010 (the "Closing Date") in exchange for the issuer's receipt of 100% of the outstanding shares of Linkage Technologies Investment Limited, pursuant to a business combination. The business combination agreement, which was entered into on December 4, 2009, placed a value on the issuer's common stock of $24.07 per share. Of the 26,832,731 shares issued to the reporting person in the business combination, 2,683,273 are currently being held in escrow and are subject to forfeiture during the 18 months following the Closing Date as security for the indemnification obligations of Linkage and certain key Linkage shareholders under the business combination agreement. Linkage has agreed to take commercially reasonable steps to distribute these shares to its shareholders as soon as reasonably practicable following the closing. |