Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Lafayette Square USA, Inc.
(Name of Issuer)
common stock, par value $0.001 per share
(Title of Class of Securities)
none
(CUSIP Number)
June 24, 2022
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| ¨ | Rule 13d-1(b) | |
| x | Rule 13d-1(c) | |
| ¨ | 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
Capricorn Investment Group LLC | |||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | |||
|
(a) (b) |
¨ ¨ | |||
| 3. | SEC Use Only | |||
| 4. |
Citizenship or Place of Organization
Delaware | |||
|
Number of Shares Beneficially Owned by Each Reporting Person With |
5. |
Sole Voting Power
99,738 shares of Common Stock (1) | ||
| 6. |
Shared Voting Power
0 | |||
| 7. |
Sole Dispositive Power
99,738 shares of Common Stock (1) | |||
| 8. |
Shared Dispositive Power
0 | |||
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
99,738 shares of Common Stock (1) | |||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ | |||
| 11. |
Percent of Class Represented by Amount in Row (9)
5.7% (2) | |||
| 12. |
Type of Reporting Person (See Instructions)
OO | |||
| (1) | Consists of (i) 49,316 shares held by The Skoll Fund “SFund”) (ii) 50,423 shares held by The Skoll Foundation (“SFoundation”). Capricorn is the investment adviser for each of SFund and SFoundation and has sole voting and investment authority over the shares held by SFund and SFoundation. |
| (2) | This calculation is based on 1,747,783 shares of Common Stock outstanding as of June 24, 2022 as reported by the Issuer to the Reporting Persons on June 26, 2022. |
| 2 | < /tr> |
| Item 1. | ||||
| (a) |
Name of Issuer Lafayette Square USA, Inc. | |||
| (b) |
Address of Issuer’s Principal Executive Offices 175 SW 7th St, Unit 1911 Miami, FL 33130-2992 | |||
| Item 2. | ||||
| (a) |
Name of Person Filing Capricorn Investment Group LLC (“Capricorn”) | |||
| (b) |
Address of Principal Business Office or, if none, Residence 250 University Avenue, Suite 300 Palo Alto, CA 94301 | |||
| (c) |
Citizenship Delaware | |||
| (d) |
Title of Class of Securities common stock, par value $0.001 per share (“Common Stock”) | |||
| (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 | ||||
| Item 4. | Ownership | |||
| The following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1 is provided as of July 5, 2022: | ||||
| (a) |
Amount beneficially owned: See Row 9 of cover page. |
|||
| (b) |
Percent of class: See Row 11 of cover page . |
|||
| (c) | Number of shares as to which the person has: | |||
| (i) |
Sole power to vote or to direct the vote: See Row 5 of cover page. |
|||
| (ii) |
Shared power to vote or to direct the vote: See Row 6 of cover page. |
|||
| (iii) |
Sole power to dispose or to direct the disposition of: See Row 7 of cover page. |
|||
| (iv) |
Shared power to dispose or to direct the disposition of: See Row 8 of cover page. |
|||
| 3 |
| 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 ¨ | |
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person |
| Not applicable | |
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person |
| Not applicable | |
| Item 8. | Identification and Classification of Members of the Group |
| Not applicable | |
| Item 9. | Notice of Dissolution of 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 such purpose or effect. | |
| 4 |
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 5, 2022
Capricorn Investment Group LLC
| By: | /s/ Eric Techel | |
| Name: Eric Techel | ||
| Title: Partners and CFO |
| By: | /s/ William Orum | |
| Name: William Orum | ||
| Title: Partner |
| ATTENTION | ||
| Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001). | ||
| 5 |