sc13gza

0000950123-10-014449.txt : 20100219 0000950123-10-014449.hdr.sgml : 20100219 20100219125319 ACCESSION NUMBER: 0000950123-10-014449 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20100219 DATE AS OF CHANGE: 20100219 GROUP MEMBERS: LACUNA HEDGE GP LLLP GROUP MEMBERS: LACUNA, LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INFERX CORP CENTRAL INDEX KEY: 0001329548 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 541614664 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-81671 FILM NUMBER: 10618869 BUSINESS ADDRESS: STREET 1: 1600 INTERNATIONAL DRIVE STREET 2: SUITE 110 CITY: MCLEAN STATE: VA ZIP: 22102 BUSINESS PHONE: 703-917-0880 MAIL ADDRESS: STREET 1: 1600 INTERNATIONAL DRIVE STREET 2: SUITE 110 CITY: MCLEAN STATE: VA ZIP: 22102 FORMER COMPANY: FORMER CONFORMED NAME: BLACK NICKEL ACQUISITION CORP I DATE OF NAME CHANGE: 20050608 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Lacuna Hedge Fund LLLP CENTRAL INDEX KEY: 0001379935 IRS NUMBER: 203982381 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1100 SPRUCE STREET, STE. 202 CITY: BOULDER STATE: CO ZIP: 80302 BUSINESS PHONE: 303-447-1700 MAIL ADDRESS: STREET 1: 1100 SPRUCE STREET, STE. 202 CITY: BOULDER STATE: CO ZIP: 80302 SC 13G/A 1 c96430sc13gza.htm SC 13G/A sc13gza

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

InferX Corporation

(Name of Issuer)

Common Stock

(Title of Class of Securities)

None

(CUSIP Number)

December 31, 2009

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)

þ Rule 13d-1(c)

o Rule 13d-1(d)

* 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).


CUSIP No.		[None]


1	NAMES OF REPORTING PERSONS
	Lacuna Hedge Fund LLLP

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a) o
	(b) þ (1)

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Delaware

		5	SOLE VOTING POWER

NUMBER OF			0 shares

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			396,120 shares

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0 shares

WITH:		8	SHARED DISPOSITIVE POWER

			396,120 shares

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	396,120 shares

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	2.98%(2)

12	TYPE OF REPORTING PERSON

	PN

(1) This Amendment No. 1 to Schedule 13G is filed by Lacuna Hedge Fund LLLP (“Lacuna Hedge”) Lacuna Hedge GP LLLP (“Lacuna Hedge GP”) and Lacuna, LLC (“Lacuna LLC” and, together with Lacuna Hedge Fund and Lacuna Hedge GP, the “Lacuna Entities”). The Lacuna Entities expressly disclaim status as a “group” for purposes of this Amendment No. 1 to Schedule 13G. Lacuna LLC serves as the sole general partner of Lacuna Hedge GP, which serves as the sole general partner of Lacuna Hedge Fund. Neither Lacuna LLC or Lacuna Hedge GP directly owns any securities of the Issuer. Each of Lacuna Entities may be deemed to have shared power to vote or direct the vote of, and to dispose or direct the disposition of, the securities of the Issuer held by Lacuna Hedge Fund.

(2) This percentage is calculated based upon 13,285,383 shares of the Issuer’s Common Stock outstanding as of December 31, 2009.

Page 2 of 9 pages


CUSIP No.		[None]


1	NAMES OF REPORTING PERSONS Lacuna Hedge GP LLLP


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a) o
	(b) þ (1)

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Delaware

		5	SOLE VOTING POWER

NUMBER OF			0 shares

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			396,120 shares

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0 shares

WITH:		8	SHARED DISPOSITIVE POWER

			396,120 shares

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	396,120 shares

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	2.98%(2)

12	TYPE OF REPORTING PERSON

	PN

1) This Amendment No. 1 to Schedule 13G is filed by Lacuna Entities. The Lacuna Entities expressly disclaim status as a “group” for purposes of this Amendment No. 1 to Schedule 13G. Lacuna LLC serves as the sole general partner of Lacuna Hedge GP, which serves as the sole general partner of Lacuna Hedge Fund. Neither Lacuna LLC or Lacuna Hedge GP directly own any securities of the Issuer. Each of Lacuna Entities may be deemed to have shared power to vote or direct the vote of, and to dispose or direct the disposition of, the securities of the Issuer held by Lacuna Hedge Fund.

(2) This percentage is calculated based upon 13,285,383 shares of the Issuer’s Common Stock outstanding as of December 31, 2009.

Page 3 of 9 pages


CUSIP No.		[None]


1	NAMES OF REPORTING PERSONS Lacuna, LLC


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a) o
	(b) þ (1)

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Delaware

		5	SOLE VOTING POWER

NUMBER OF			0 shares

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			396,120 shares

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0 shares

WITH:		8	SHARED DISPOSITIVE POWER

			396,120 shares

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	396,120 shares

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

	2.98%(2)

12	TYPE OF REPORTING PERSON

	OO

(1) This Amendment No. 1 to Schedule 13G is filed by Lacuna Entities. The Lacuna Entities expressly disclaim status as a “group” for purposes of this Amendment No. 1 to Schedule 13G. Lacuna LLC serves as the sole general partner of Lacuna Hedge GP, which serves as the sole general partner of Lacuna Hedge Fund. Neither Lacuna LLC or Lacuna Hedge GP directly owns any securities of the Issuer. Each of Lacuna Entities may be deemed to have shared power to vote or direct the vote of, and to dispose or direct the disposition of, the securities of the Issuer held by Lacuna Hedge Fund.

(2) This percentage is calculated based upon 13.285,383 shares of the Issuer’s Common Stock outstanding as of December 31, 2009.

Page 4 of 9 pages


CUSIP No.		[None]


Item 1(a).		Name of Issuer:

InferX Corporation


Item 1(b).		Address of Issuer’s Principal Executive Offices:

46950 Jennings Farm Drive, Suite 290
Sterling, VA 20164


Item 2(a).		Name of Person Filing:

Lacuna Hedge Fund LLLP (“Lacuna Hedge Fund”)
Lacuna Hedge GP LLLP (“Lacuna Hedge GP”)
Lacuna, LLC (“Lacuna LLC” and, collectively with Lacuna Hedge Fund and Lacuna Hedge GP, the “Lacuna Entities”)


Item 2(b).		Address of Principal Business Office or, if none, Residence:

c/o Lacuna LLC
1100 Spruce Street, Suite 202
Boulder, CO 80302


Item 2(c).		Citizenship:

Lacuna Hedge Fund — Delaware, USA
Lacuna Hedge GP — Delaware, USA
Lacuna LLC — Delaware, USA


Item 2(d).		Title of Class of Securities:

Common Stock, $.0001 par value


Item 2(e).		CUSIP Number:

None


Item 3.		If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

Not applicable.

Page 5 of 9 pages


CUSIP No.		[None]


Item 4.		Ownership.

The following information with respect to the ownership of the Common Stock of the Issuer held by the Reporting Persons filing this statement on Amendment No. 1 to Schedule 13G is provided as of December 31, 2009:

Lacuna Entities(1)

Lacuna LLC

Lacuna GP

Lacuna Hedge Fund

(a)

Beneficial Ownership

396,120

(b)

Percentage of Class (2)

2.98

(c)(i)

Sole Voting Power

(c)(ii)

Shared Voting Power

396,120

(c)(iii)

Sole Dispositive Power

(c)(iv)

Shared Dispositive Power

396,120


(1)		This Amendment No. 1 to Schedule 13G is filed by Lacuna Entities. The Lacuna Entities expressly disclaim status as a “group” for purposes of this Amendment No. 1 to Schedule 13G. Lacuna LLC serves as the sole general partner of Lacuna Hedge GP, which serves as the sole general partner of Lacuna Hedge Fund. Neither Lacuna LLC or Lacuna Hedge GP directly owns any securities of the Issuer. Each of Lacuna Entities may be deemed to have shared power to vote or direct the vote of, and to dispose or direct the disposition of, the securities of the Issuer held by Lacuna Hedge Fund. These shares do not include 5,427 shares held by Richard O’Leary, who is a member of Lacuna LLC.

(2)		This percentage is calculated based upon 13,285,383 shares of the Issuer’s Common Stock outstanding as of December 31, 2009.


Item 5.		Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: þ


Item 6.		Ownership of More than Five Percent on Behalf of Another Person.

Under certain circumstances set forth in the Lacuna Hedge Fund partnership agreement, the general partners and the limited partners of such entity may have the right to receive dividends or distributions from, or the proceeds from the sale of, the Common Stock of the Issuer owned by such entity. No such partner’s rights relate to more than five percent of the class.


Item 7.		Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

Not applicable.


Item 8.		Identification and Classification of Members of the Group.

Not applicable.


Item 9.		Notice of Dissolution of a Group.

Not applicable.


Item 10.		Certification.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the Issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

Page 6 of 9 pages


CUSIP No.		[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.

Date: February 19, 2010


LACUNA HEDGE FUND LLLP

	By:	Lacuna Hedge GP LLLP, its general partner
	By:	Lacuna, LLC, its general partner

/s/ Wink Jones

Wink Jones, Managing Director

LACUNA HEDGE GP LLLP

	By:	Lacuna, LLC, its general partner

/s/ Wink Jones

Wink Jones, Managing Director

LACUNA, LLC

/s/ Wink Jones

Wink Jones, Managing Director

Page 7 of 9 pages


CUSIP No.		[None]

EXHIBIT INDEX


Exhibit No.

	99.1	Agreement pursuant to 13d-1(k)(1) among Lacuna Hedge Fund LLLP, Lacuna Hedge GP LLLP and Lacuna, LLC.

Page 8 of 9 pages

EX-99.1 2 c96430exv99w1.htm EX-99.1 exv99w1


CUSIP No.		[None]

Exhibit 99.1

AGREEMENT

Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that the attached Schedule 13G is being filed on behalf of each of the undersigned.

EXECUTED this 19^th day of February, 2010.


LACUNA HEDGE FUND LLLP

	By:	Lacuna Hedge GP LLLP, its general partner
	By:	Lacuna, LLC, its general partner

/s/ Wink Jones

Wink Jones, Managing Director

LACUNA HEDGE GP LLLP

	By:	Lacuna, LLC, its general partner

/s/ Wink Jones

Wink Jones, Managing Director

LACUNA, LLC

/s/ Wink Jones

Wink Jones, Managing Director

Page 9 of 9 pages