0001936313-22-000003.txt : 20220705
0001936313-22-000003.hdr.sgml : 20220705
20220705154608
ACCESSION NUMBER: 0001936313-22-000003
CONFORMED SUBMISSION TYPE: SC 13G
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20220705
DATE AS OF CHANGE: 20220705
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: Lafayette Square USA, Inc.
CENTRAL INDEX KEY: 0001849089
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-93706
FILM NUMBER: 221064592
BUSINESS ADDRESS:
STREET 1: 175 SW 7TH STREET
STREET 2: UNIT 1911
CITY: MIAMI
STATE: FL
ZIP: 33130
BUSINESS PHONE: 7866880975
MAIL ADDRESS:
STREET 1: 175 SW 7TH STREET
STREET 2: UNIT 1911
CITY: MIAMI
STATE: FL
ZIP: 33130
FORMER COMPANY:
FORMER CONFORMED NAME: Lafayette Square Empire BDC, Inc.
DATE OF NAME CHANGE: 20211101
FORMER COMPANY:
FORMER CONFORMED NAME: Lafayette Square Empire BDC, LLC
DATE OF NAME CHANGE: 20210303
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: Employees' Retirement System of the State of Hawaii
CENTRAL INDEX KEY: 0001936313
IRS NUMBER: 996011493
STATE OF INCORPORATION: HI
FISCAL YEAR END: 0630
FILING VALUES:
FORM TYPE: SC 13G
BUSINESS ADDRESS:
STREET 1: 201 MERCHANT STREET, SUITE 1400
CITY: HONOLULU
STATE: HI
ZIP: 96813
BUSINESS PHONE: 8085861727
MAIL ADDRESS:
STREET 1: 201 MERCHANT STREET, SUITE 1400
CITY: HONOLULU
STATE: HI
ZIP: 96813
SC 13G
1
hiers_secform13g.txt
HIERS 13(G)
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)
50676R108
(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:
XXX Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
*The remainder of this cover page shall be filled out
for a reporting person's initial filingon 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).
Persons who respond to the collection of information
contained in this form are not required to respond
unless the form displays a currently valid OMB control
number.
SEC 1745 (3-06)
Page 1 of 6 pages
CUSIP No. 50676R108
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Employees' Retirement System of the State of Hawaii
99-6011493
2. Check the Appropriate Box if a Member of a Group
(See Instructions)
(a) N/A
(b) N/A
3. SEC Use Only
4. Citizenship or Place of Organization
Hawaii
Number of 5. Sole Voting Power 100%
Shares Bene-
ficially by 6. Shared Voting Power
Owned by Each
Reporting 7. Sole Dispositive Power 100 %
Person With:
8. Shared Dispositive Power
9. Aggregate Amount Beneficially Owned by Each
Reporting Person
345,833.333
10. Check if the Aggregate Amount in Row (9) Excludes
Certain Shares
(See Instructions)
11. Percent of Class Represented by Amount in Row (9)
100%
12. Type of Reporting Person (See Instructions) EP
Page 2 of 6 pages
INSTRUCTIONS FOR SCHEDULE 13G
Instructions for Cover Page
(1) Names and I.R.S. Identification Numbers of Reporting
Persons Furnish the full legal name of each person for whom
the report is filed i.e., each person required to sign the
schedule itself including each member of a group. Do not
include the name of a person required to be identified in the
report but who is not a reporting person. Reporting persons
that are entities are also requested to furnish their I.R.S.
identification numbers, although disclosure of such numbers
is voluntary, not mandatory
(see "SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G" below).
(2) If any of the shares beneficially owned by a reporting
person are held as a member of a group and that membership is
expressly affirmed, please check row 2(a). If the reporting
person disclaims membership in a group or describes a
relationship with other persons but does not affirm the existence
of a group, please check row 2(b) [unless it is a joint filing
pursuant to Rule 13d-1(k)(1) in which case it may not be
necessary to check row 2(b)].
(3) The third row is for SEC internal use; please leave blank.
(4) Citizenship or Place of Organization Furnish citizenship
if the named reporting person is a natural person. Otherwise,
furnish place of organization.
(5)-(9), (11) Aggregate Amount Beneficially Owned By Each
ReportingPerson, Etc. Rows (5) through (9) inclusive, and (11)
are to be completed in accordance with the provisions of Item 4
of Schedule 13G.All percentages are to be rounded off to the
nearest tenth (one place after decimal point).
(10) Check if the aggregate amount reported as beneficially owned
in row (9) does not include shares as to which beneficial ownership
is disclaimed pursuant to Rule 13d-4 (17 CFR 240.13d-4] under the
Securities Exchange Act of 1934.
(12) Type of Reporting Person Please classify each "reporting person"
according to the following breakdown (see Item 3 of Schedule 13G)
and place the appropriate symbol on the form:
Category Symbol
Broker Dealer BD
Bank BK
Insurance Company IC
Investment Company IV
Investment Adviser IA
Employee Benefit Plan,
Pension Fund,or
Endowment Fund EP
Parent Holding Company
/Control Person HC
Savings Association SA
Church Plan CP
Corporation CO
Partnership PN
Individual IN
Other OO
Notes
Attach as many copies of the second part of the cover page
as are needed, one reporting person per page.
Filing persons may, in order to avoid unnecessary
duplication, answer items on the schedules (Schedule 13D, 13G or 14D-1)
by appropriate cross references toan item or items on the cover page(s).
This approach may only be used where thecover page item or items provide
all the disclosure required by the schedule item.Moreover, such a use of
a cover page item will result in the item becoming a part of the schedule
and accordingly being considered as "filed" for purposes of Section 18 of
the Securities Exchange Act or otherwise subject to the liabilities
of that section of the Act.
Reporting persons may comply with their cover page filing requirements
by filing either completed copies of the blank forms available from the
Commission,printed or typed facsimiles, or computer printed facsimiles,
provided thedocuments filed have identical formats to the forms prescribed
in the Commission's regulations and meet existing Securities Exchange Act
rules as to such matters as clarity and size (Securities Exchange Act Rule
12b-12).
SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G
Under Sections 13(d), 13(g), and 23 of the Securities Exchange Act
of 1934 and the rules and regulations thereunder, the Commission is
authorized to solicitthe information required to be supplied by this
schedule by certain security holders of certain issuers.
Page 3 of 6 pages
Disclosure of the information specified in this schedule is
mandatory, exceptfor I.R.S. identification numbers, disclosure of
which is voluntary. The information will be used for the primary
purpose of determining and disclosing the holdings of certain
beneficial owners of certain equity securities. This statement
will be madea matter of public record. Therefore, any information
given will be available for inspection by any member of the public.
Because of the public nature of the information, the
Commission can use it for
a variety of purposes, including referral to other governmental
authorities or securities self-regulatory organizations for investigatory
purposes or in connectionwith litigation involving the Federal securities
laws or other civil, criminal or regulatory statutes or provisions. I.R.S.
identification numbers, if furnished, will assist the Commission in
identifying security holders and, therefore, in promptly
processing statements of beneficial ownership of securities.
Failure to disclose the information requested by this schedule,
except for I.R.S. identification numbers, may result in civil or
criminal action against the persons involved for violation of the
Federal securities laws and rules promulgated thereunder.
GENERAL INSTRUCTIONS
A. Statements filed pursuant to Rule 13d-1(b) containing the
information required by this schedule shall be filed not later than
February 14 following the calendar year covered by the statement or
within the time specified in Rules 13d-1(b)(2) and 13d-2(c). Statements
filed pursuant to Rule 13d-1(c) shall be filed within the time
specified in Rules 13d-1(c), 13d-2(b) and 13d-2(d). Statements filed
pursuant to Rule 13d-1(d) shallbe filed not later than February 14
following the calendar year covered by the statementpursuant to Rules
13d-1(d) and 13d-2(b).
B. Information contained in a form which is required to be filed
by rules under section 13(f) (15 U.S.C. 78m(0) for the same calendar
year as that covered by a statement on this schedule may be incorporated
by reference in response to any of the items of this schedule. If such
information is incorporated by reference in this schedule, copies of the
relevant pages of such form shall be filed as an exhibit to
this schedule.
C. The item numbers and captions of the items shall be included
but the text of the items is to be omitted. The answers to the items
shall be so prepared as to indicate clearly the coverage of the items
without referring to the text of the items. Answer every item. If an
item is inapplicable or the answer is in the negative, so state.
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
Item 2.
(a) Name of Person Filing
Employees' Retirement System of the State of Hawaii
(b) Address of Principal Business Office or, if none, Residence
201 Merchant Street, Suite 1400, Honolulu, HI 96813
(c) Citizenship
Hawaii
(d) Title of Class of Securities
Common Stock, par value $0.001 per share
(e) CUSIP Number
50676R108
Item 3. If this statement is filed pursuant to Section 240.13d-1(b) or
240.13d-2(b)or (c), check whether the person filing is a:
(a) Broker or dealer registered under section 15
of the Act (15 U.S.C. 78o).
(b) Bank as defined in section 3(a)(6) of the Act
(15 U.S.C. 78c).
(c) Insurance company as defined in section 3(a)(19)
of the Act (15 U.S.C. 78c).
(d) Investment company registered under section 8 of
the Investment Company Act of 1940 (15 U.S.0 80a-8).
(e) An investment adviser in accordance with
Section 240.13d-1(b)(1)(ii)(E);
(f) XX An employee benefit plan or endowment fund in
accordance with Section 240.13d-1(b)(1)(ii)(F);
(g) A parent holding company or control person in
accordance with Section 240.13d-1(b)(1)(ii)(G);
(h) A savings associations as defined in Section 3(b) of
the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) A church plan that is excluded from the definition
of an investment company under section 3(c)(14) of
the Investment Company Act of 1940 (15 U.S.C. 80a-3);
Page 4 of 6 pages
(j) Group, in accordance with Section 240.13d-1(b)(1)(ii)(J).
Item 4. Ownership.
Provide the following information regarding the aggregate number
and percentage of the class of securities of the issuer
identified in Item 1.
(a) Amount beneficially owned:
345,833.333
(b)Percent of class:
19.787%
(c)Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote
100%
(ii) Shared power to vote or to direct the vot
e
(iii) Sole power to dispose or to direct the disposition of
100%
(iv) Shared power to dispose or to direct the disposition of
Instruction. For computations regarding securities which represent
a right to acquire an underlying security see Section 240.13d-3(d)(1).
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
Instruction: Dissolution of a group requires a response to this item.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
If any other person is known to have the right to receive or
the power to direct the receipt of dividends from, or the proceeds
from the sale of, such securities, a statement to that effect should
be included in response to this item and, if such interest relates
to more than five percent of the class, such person should be identified.
A listing of the shareholders of an investment company registered under
the Investment Company Act of 1940 or the beneficiaries of employee
benefit plan, pension fund or endowment fund is not required.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding Company
If a parent holding company has filed this schedule, pursuant to
Rule13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit
stating the identity and the Item 3 classification of the relevant
subsidiary. If a parent holding company has filed this schedule pursuant
to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the
identification of the relevant subsidiary.
Item 8. Identification and Classification of Members of the Group
If a group has filed this schedule pursuant to Section
240.13d-1(b)(1)(ii)(J),so indicate under Item 3(j) and attach an
exhibit stating the identity and Item 3 classification of each member
of the group. If a group has filed this schedule pursuant to
Section 240.13d-1(c) or Section 240.13d-1(d), attach an exhibit stating
the identity of each member of the group.
Item 9. Notice of Dissolution of Group
Notice of dissolution of a group may be furnished as an exhibit
stating thedate of the dissolution and that all further filings with
respect to transactionsin the security reported on will be filed, if
required, by members of the group, in their individual capacity. See Item 5.
Item 10. Certification
(a) The following certification shall be included if the
statement is filed pursuant to Section 240.13d-1(b):
Page 5 of 6 pages
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are held
in the ordinary course ofbusiness and 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.
(b) The following certification shall be included if the
statement is filed pursuant to Section 240.13d-1(c):
By signing below I certify that, to the best of my knowledge and
belief, thesecurities referred to above were not acquired and are
not held for the purpose ofor 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.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify thatthe information set forth in this statement
is true, complete and correct.
Date
6/28/2022
Name
Larry Wolfe
Title
Authorized Signator on behalf of
Employees' Retirement System of the State of Hawaii
The original statement shall be signed by each person on
whose behalf the statement is filed or his authorized representative.
If the statement is signed on behalf of a person by his authorized
representative other than an executive officer or general partner of
the filing person, evidence of the representative's authority to sign
on behalf of such person shall be filed with the statement, provided,
however, that a power of attorney for this purpose which is already on
file with the Commission may be incorporated by reference. The name
and any title of each person who signs the statement shall be typed
or printed beneath his signature.
NOTE: Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See Section
240.13d-7for other parties for whom copies are to be sent.
Attention: Intentional misstatements or omissions of fact constitute Federal c
riminal violations (See 18 U.S.C. 1001)
Page 6 of 6 pages