SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 1)
Medlink International, Inc.
(Name of Issuer)
Shares of Class A Common Stock
________________________________________
(Title of Class of Securities)
________________________________________
(CUSIP Number)
Galileo Partners, LLC
10550 Fontenelle Way
Los Angeles, CA 9077
(310) 474-7800
________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 17, 2010
____________________________
(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 that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box / /.
(Continued on following pages)
(Page 1 of 5 Pages)
1 | NAME OF REPORTING PERSON | |
Galileo Partners, LLC | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A) / / (B) / / | |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS* | |
WC | ||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E): / / | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
California | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY REPORTING PERSON WITH | ||
7 | SOLE VOTING POWER | |
2,595,000 (A) | ||
8 | SHARED VOTING POWER | |
0 | ||
9 | SOLE DISPOSITIVE POWER | |
2,595,000 (A) | ||
10 | SHARED DISPOSITIVE POWER | |
0 | ||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
2,595,000 (A) | ||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES* / / | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 | |
8% | ||
14 | TYPE OF REPORTING PERSON* | |
OO (Limited Liability Company) |
(A) See Item 5.
Item 1. | Security And Issuer. | ||
This Amendment No. 1, dated July 9, 2010, to Schedule 13D as filed with the Securities Exchange Commission on May 20, 2010 relates to the Class A Common Stock (the “Common Stock” or the “Shares”), Series A Preferred Stock, each share of which is convertible into 1,000 Shares at a conversion price of $0.45 per share, (the “Series A Preferred”)and warrants to purchase Common Stock of Medlink International, Inc., a Minnesota corpo ration (the “Issuer”). The Issuer’s principal executive offices are located at 11 Oval Drive, Suite 200b Islandia NY,11749. | |||
Items 3, Item 4 and Item 5 of the Schedule 13D are hereby amended as follows: | |||
Item 3. | Source And Amount Of Funds Or Other Consideration. | ||
The total amount of funds used to purchase the Securities was $450,000 and was furnished from the working capital of Galileo. | |||
Item 4. | Purpose Of The Transaction. | ||
On February 10, 2010 the Reporting Person received 500,000 Shares pursuant to a consulting arrangement with the Issuer. | |||
On March 4, 2010 the Reporting Person received 95,000 Shares pursuant to a consulting arrangement with an affiliate. | |||
On March 11, 2010 the Reporting Person purchased 200 shares of Series A Preferred and a three – year warrant to purchase 200,000 Shares at an exercise price of $1.05 per share (the Warrants”) (1) for the purchase price of $90,000. | |||
On April 8, 2010 the Reporting Person purchased an additional 200 shares of Series A Preferred and additional Warrants (1) for the purchase price of $90,000. | |||
On April 23, 2010 the Reporting Person purchased an additional 200 shares of Series A Preferred and additional Warrants (1) for the purchase price of $90,000. | |||
On May 13, 2010 the Reporting Person purchased an additional 200 shares of Series A Preferred and additional Warrants (1) for the purchase price of $90,000. | |||
(1) The Issuer granted the Warrants in May 2010 retroactive to the purchase dates of the Series A Preferred Stock. | |||
On June 17, 2010 the Reporting Person purchased an additional 200 shares of Series A Preferred and additional warrants to purchase 200,000 Shares for the purchase price of $90,000. |
Item 5. | Interest In Securities Of The Issuer. | |
Galileo is the owners of an aggregate of 2,595,000 Shares (on an as diluted basis), representing approximately 8% of the outstanding Shares (based upon 31,467,236 Shares outstanding as of March 31, 2010, as reported on the latest 10-Q filed by the Issuer ). | ||
Item 6. | Contracts, Arrangements, Understandings Or Relationships With Respect To Securities Of The Issuer. | |
Not applicable | ||
Item 7. | Material To Be Filed As Exhibits. | |
None | ||
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.
DATED: July 9, 2010 | Galileo Partners, LLC | |
By: /s/ Steve Antebi | ||
Steve Antebi, Managing Member | ||