-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Tv1+F48b2Ot0S5oETbtzcWII1idMZIUm7s2LnVisLO018DBY5sgHguy9qRWazd+y 50tL1XUqKW7ursNAmCcrOg== 0000909143-02-000154.txt : 20020806 0000909143-02-000154.hdr.sgml : 20020806 20020805165239 ACCESSION NUMBER: 0000909143-02-000154 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020805 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EDGE TECHNOLOGY GROUP INC CENTRAL INDEX KEY: 0001015172 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 133778895 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-49607 FILM NUMBER: 02719805 BUSINESS ADDRESS: STREET 1: 6611 HILLCREST AVENUE STREET 2: #223 CITY: DALLAS STATE: TX ZIP: 75205 BUSINESS PHONE: 214.999.2245 MAIL ADDRESS: STREET 1: 6611 HILLCREST AVENUE STREET 2: #223 CITY: DALLAS STATE: TX ZIP: 75205 FORMER COMPANY: FORMER CONFORMED NAME: VISUAL EDGE SYSTEMS INC DATE OF NAME CHANGE: 19960604 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: INFINITY INVESTORS LTD CENTRAL INDEX KEY: 0000930022 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: MEMORIAL SQUARE STREET 2: P O BOX 556 CHARLESTON CITY: NEVIS WEST INDIES MAIL ADDRESS: STREET 1: 27 WELLINGTON ST CITY: CORK IRELAND SC 13D/A 1 infinity.txt AMENDMENT NO. 12 TO SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 12)* EDGE TECHNOLOGY GROUP, INC. ============================================================= (Name of Issuer) Common Stock, par value $.01 per share ============================================================== (Title of Class of Securities) 279869 10 1 ============================================================== (CUSIP Number) James A. Loughran Director, Infinity Investors Limited Hunkins Waterfront Plaza, Main Street P.O. Box 556 Charlestown, Nevis, West Indies 011-44-207-355-2051 (from the U.S.) ============================================================= (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 30, 2002 ============================================================= (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 Rule 13d-1(b)(3) or (4), check the following box. [ ] Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for the parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a Reporting Person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). (1) Name of Reporting Persons. Infinity Investors Limited I.R.S. Identification Nos. of Above Persons (entities only) N/A (2) Check the Appropriate Box if a (a) [ ] Member of a Group (see instructions) (b) [ ] (3) SEC Use Only (4) Source of Funds (see instructions) WC (5) Check if Disclosure of Legal [ ] Proceedings is Required Pursuant to Items 2(d) or 2(e) (6) Citizenship or Place of Organization Nevis, West Indies Number of Shares (7) Sole Voting 0 Power Beneficially (8) Shared Voting 0 Owned by Each Power Reporting Person (9) Sole Dispositive 0 Power with: (10) Shared Dispositive 0 Power (11) Aggregate Amount Beneficially Owned 0 by Each Reporting Person (12) Check if the Aggregate Amount in [ ] Row (11) Excludes Certain Shares (see instructions) (13) Percent of Class Represented by 0.00 Amount in Row (11) (14) Type of Reporting Person (see instructions) CO Introductory Statement This Amendment No. 12 to Statement on Schedule 13D further amends and restates in its entirety the Schedule 13D, as previously amended ("Schedule 13D"), originally filed jointly by Infinity Emerging Holdings Subsidiary Limited ("IEHSL"), Glacier Capital Limited ("Glacier"), PurchasePooling Investment Fund ("PurchasePooling"), Summit Capital Limited ("Summit") and Catalyst Master Fund, L.P. ("Catalyst") with respect to the securities of Edge Technology Group, Inc., a Delaware corporation formerly known as Visual Edge Systems, Inc. ("Issuer"). As noted in Amendment No. 9 to the Schedule 13D, Infinity Investors Limited is the sole remaining group member. ITEM 1. Security and Issuer. This Statement relates to the ownership of common stock, par value $0.01 per share ("Common Stock"), of Edge Technology Group, Inc., a Delaware corporation ("Issuer"). The principal executive offices of the Issuer are located at 1445 Ross Avenue, Suite 4500, Dallas, Texas 75202. ITEM 2. Identity and Background. (a) Not Amended. (b) and (c) Not Amended. (d) and (e) Not Amended. (f) Not Amended. ITEM 3. Source and Amount of Funds or Other Consideration. The first sentence of Item 3 of this Schedule 13D is hereby amended and restated in its entirety as follows: "The Reporting Person does not beneficially own any shares of the Issuer's Common Stock." Item 3 is further supplemented by adding the following paragraph to the end thereof:. "The Reporting Person and GCA Strategic Investment Fund Limited have entered into an agreement pursuant to which GCA agreed to purchase 7,107,787 shares of the Common Stock from the Reporting Person for cash consideration of approximately $1,706,000, or approximately $0.24 per share. The Reporting Person has also entered into separate agreements with five other non-related parties to purchase an aggregate of 220,000 shares of the Common Stock for approximately $0.25 per share, as more detailed in Item 5 below and as disclosed in the Reporting Person's Section 16 filings." ITEM 4. Purpose of Transaction. Not Amended. ITEM 5. Interest in Securities of the Issuer. (a) The first paragraph of Item 5(a) of the Schedule 13D is hereby amended and restated in its entirety to read as follows: "The Reporting Person beneficially owns zero (0) shares of the Issuer's Common Stock." (b) Not Amended. (c) Item 5(c) is hereby supplemented by adding the following to the end of such section: "The Reporting Person has effected the following transactions of the Issuer's stock since Amendment No. 11 to this Schedule 13D: DATE SHARES SOLD PRICE ---------- -------------- ---------- 05/01/2002 50,000 $0.25 05/01/2002 50,000 $0.25 07/30/2002 30,000 $0.25 07/30/2002 50,000 $0.25 07/30/2002 40,000 $0.25 07/30/2002 7,107,787 $0.24" (d) Not Applicable. (e) As a result of the disposition of shares of Common Stock by the Reporting Person in separate private transactions on or about July 30, 2002, the Reporting Person ceased to be the beneficial owner of 5% or more of the Issuer's securities as of July 30, 2002. ITEM 6. Contracts, Arrangements, or Understandings or Relationships with Respect to Securities of the Issuer. Not Amended. ITEM 7. Material to be Filed as Exhibits. Not Amended [Signature Page Follows] After reasonable inquiry, and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this Amendment No. 12 to Statement on Schedule 13D is true, complete and correct. Date: August 2, 2002 INFINITY INVESTORS LIMITED By: /s/ JAMES A. LOUGHRAN ------------------------------- Name: James A. Loughran ----------------------------- Title: Director ---------------------------- Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001). -----END PRIVACY-ENHANCED MESSAGE-----