UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
IA GLOBAL, INC.
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(Name of Issuer)
COMMON STOCK, PAR VALUE $0.01 PER SHARE
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(Title of Class of Securities)
44920E 10 4
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(CUSIP Number)
Etsuji Kawano
RXR Cross Border Investment Un
4-1-1-612 Hakusan Asao-ku
Kawasaki-City, Kanagawa, 215-0015 Japan
011-81-90-2630-0405
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
April 15, 2010
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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), 13D-1(f) or 13D-1(g), 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 Section 240.13D-7 for other
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
disclosures provided in a prior cover page.
The information required on 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).
SCHEDULE 13D
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CUSIP NO. 44920E 10 4 PAGE 2
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
RXR Cross Border Investment Un ("RXR")
________________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
JAPAN
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NUMBER OF 7 SOLE VOTING POWER 23,376,250 SHARES
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SHARES
BENEFICIALLY 8 SHARED VOTING POWER 0 SHARES
____________________________________________________________
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER 23,376,250 SHARES
____________________________________________________________
REPORTING
PERSON 10 SHARED DISPOSITIVE POWER 0 SHARES
____________________________________________________________
WITH
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
23,376,250 SHARES
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12 CHECK BOX IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.7%
________________________________________________________________________________
14 TYPE OF REPORTING PERSON*
PN
________________________________________________________________________________
ITEM 1. SECURITY AND ISSUER.
This Schedule 13D ("13D") relates to the shares of common stock, par value
$0.01 per share (the "Common Stock"), of IA Global, Inc., a Delaware corporation
formerly known as Medium4.com, Inc. (the "Issuer"), whose principal executive
office is located at 101 California Street, Suite 2450, San Francisco,
California 94111. The principal executive officer is Brian Hoekstra, Chief
Executive Officer.
This 13D gives notice of (i) 2,200,000 shares of Common Stock acquired from
IAJ LBO, 5,000,000 shares of Common Stock acquired from IAJ LBO, 1,333,333
shares of Common Stock acquired from PBAA and 2,100,000 shares acquired from
Terra Firma by RXR Cross Border Investment Un on April 15, 2010 related to loan
defaults,(ii) 8,576,250 shares acquired for $102,915 from IA Global, Inc. in a
Stock Purchase Agreement dated April 16, 2010 for funding during March 10, 2010
and April 16, 2010 and (iii) 4,166,667 acquired for $50,000 from IA Global, Inc.
in a Stock Purchase Agreement dated April 29, 2010 for funding during April 30,
2010 and May 21, 2010.
ITEM 2. IDENTITY AND BACKGROUND.
This 13D is being filed pursuant to Rule 13D-1(a) under the Securities
Exchange Act of 1934, as amended (the "Exchange Act". Etsuji Kawano is a
Japanese citizen. This "Reporting Person" is an "institutional investor" or an
"accredited investor."
Information with respect to this Reporting Person is given solely by such
Reporting Person.
RXR is the voluntary partnership incorporated in Japan. Mr. Kawano is the
director of IWC, Inc. IWC, Inc is Japanese company who is in charge of M&A and
private placement to the funds in US, Japan and China.
The principal business address of RXR and Mr. Kawano of RXR Cross Border
Investment Un is 4-1-1-612 Hakusan Asao-ku, Kawasaki-City, Kanagawa, 215-0015
Japan
During the last five years, the Reporting Person, to the best of his
knowledge, has not been convicted in a criminal proceeding (excluding traffic
violations and similar misdemeanors). During the last five years, the Reporting
Person, to the best of his knowledge, has not been a party to a civil proceeding
of a judicial or administrative body of competent jurisdiction and as a result
of such proceeding was or is subject to a judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activities subject
to, federal or state securities laws or finding any violation with respect to
such laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
See description to Item 4.
ITEM 4. PURPOSE OF TRANSACTION.
The Common Stock were acquired for, and are being held for, investment
purposes.
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This 13D gives notice of (i) 2,200,000 shares of Common Stock acquired from
IAJ LBO, 5,000,000 shares of Common Stock acquired from IAJ LBO, 1,333,333
shares of Common Stock acquired from PBAA and 2,100,000 shares acquired from
Terra Firma by RXR Cross Border Investment Un on April 15, 2010 related to loan
defaults,(ii) 8,576,250 shares acquired for $102,915 from IA Global, Inc. in a
Stock Purchase Agreement dated April 16, 2010 for funding during March 10, 2010
and April 16, 2010 and (iii) 4,166,667 acquired for $50,000 from IA Global, Inc.
in a Stock Purchase Agreement dated April 29, 2010 for funding during April 30,
2010 and May 21, 2010.
Other
The Reporting Person may purchase additional shares of Common Stock from
time to time depending upon price, market conditions, availability of funds,
evaluation of other investment opportunities, and other factors. The Reporting
Person have no present intention to sell any shares of Common Stock, although
any Reporting Person could determine from time to time, based upon the same
factors listed above for purchases, to sell some or all of the shares of Common
Stock held by such Reporting Person.
The Reporting Person do not have any plans or proposals that would result
in any of the actions or transactions described in clauses (a)through (j) of
Item 4 of Schedule 13D, except as previously disclosed in this Schedule 13D, as
amended, or as set forth above.
ITEM 5. INTEREST IN SECURITIES OF ISSUER.
RXR and Mr. Kawano
(a) As of May 31, 2010, RXR beneficially owned 23,376,250 shares of Common
Stock individually.
RXR beneficially owned 7.7% of the Common Stock outstanding, based on total
shares of Common Stock outstanding as of May 31, 2010 of 303,383,046.
(b) As of May 31, 2010, RXR had sole voting power and sole dispositive
power with respect to 23,376,250 shares of Common Stock individually.
(c) RXR has acquired 23,376,250 shares of Common Stock individually And
within the 60 days prior to the filing of this Schedule 13D.
(d) Not applicable.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
Except as described herein, no Reporting Person nor any other person
referred to in Item 2 herein, has any contract, arrangements understandings or
relationship (legal or otherwise) with any person with respect to any securities
of the Issuer, including but not limited to the transfer or voting of any of the
securities, finder's fees, joint ventures, loan or option arrangements, puts or
calls, guarantees of profits, division of profits or losses, or the giving or
withholding of proxies.
ITEM 7. MATERIALS TO BE FILED AS EXHIBITS.
Non applicable.
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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: June 7, 2010
RXR Cross Border Investment Un
By: /s/ Etsuji Kawano
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Name: Etsuji Kawano
GENERAL REPRESENTATIVE
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT
CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001)
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