0000950138-13-000365.txt : 20130830 0000950138-13-000365.hdr.sgml : 20130830 20130830171229 ACCESSION NUMBER: 0000950138-13-000365 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20130830 DATE AS OF CHANGE: 20130830 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Carlyle GMS Finance, Inc. CENTRAL INDEX KEY: 0001544206 IRS NUMBER: 454727439 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-87450 FILM NUMBER: 131073057 BUSINESS ADDRESS: STREET 1: 520 MADISON AVENUE STREET 2: 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 813-4900 MAIL ADDRESS: STREET 1: 520 MADISON AVENUE STREET 2: 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: STIFEL FINANCIAL CORP CENTRAL INDEX KEY: 0000720672 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 431273600 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: ATTN: JAMES G. LASCHOBER STREET 2: 501 N. BROADWAY CITY: ST. LOUIS STATE: MO ZIP: 63102-2102 BUSINESS PHONE: 314-342-2000 MAIL ADDRESS: STREET 1: ATTN: JAMES G. LASCHOBER STREET 2: 501 N. BROADWAY CITY: ST. LOUIS STATE: MO ZIP: 63102-2102 SC 13G 1 aug30carlyle13g.htm 13G - CARLYLE GMS FINANCE, INC. aug30carlyle13g.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
 
SCHEDULE 13G
Under the Securities Exchange Act of 1934*
 
___________________

 
Carlyle GMS Finance, Inc.
(Name of Issuer)
___________________

Common Stock, $0.01 par value per share 
(Title of Class of Securities)

N/A
 (CUSIP Number)
 
May 8, 2013
(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).
 

 
 
 


 
1
 
NAMES OF REPORTING PERSONS
 
Stifel Financial Corp.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP                  (a)  [  ]
                                (b) [X]
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
 
333,119*
 
6
SHARED VOTING POWER
 
0
 
7
SOLE DISPOSITIVE POWER
 
333,119*
 
8
SHARED DISPOSITIVE POWER
 
0
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
333,119*
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARESNot Applicable
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11.99%*
 
 
12
TYPE OF REPORTING PERSON
 
CO

* The denominator for this calculation is based on 2,778,306 shares of Company common stock outstanding, which is based on information included in the third notice of capital call, dated July 17, 2013, received by the Reporting Person from the Company.  On May 8, 2013, the Reporting Person received the first notice of capital call from the Company for an aggregate of 116,469 shares of Company common stock.  Following the first capital call, the Reporting Person owned an aggregate of 116,469 shares of Company common stock, or 19.41% of the Company’s outstanding shares of common stock.  On June 11, 2013, the Reporting Person received a second notice of capital call from the Company for an aggregate of 138,160 shares of Company common stock.  Following the second capital call, the Reporting Person owned an aggregate of 254,629 shares of Company common stock, or 12.56% of the Company’s outstanding shares of common stock.  On July 17, 2013, the Reporting Person received the third notice of capital call from the Company for an aggregate of 78,490 of Company common stock.  As stated, following the third capital call, the Reporting Person now owns an aggregate of 333,119 shares of Company common stock, or 11.99% of the Company’s outstanding shares of common stock.


 
 
 

Item 1.
    
     
 
(a).
Name of Issuer
     
   
Carlyle GMS Finance, Inc.
     
 
(b).
Address of Issuer’s Principal Executive Offices
     
   
520 Madison Avenue, 38th Floor, New York, NY 10022
     
Item 2.
    
     
 
(a).
Name of Person Filing
     
   
Stifel Financial Corp.
     
 
(b).
Address of Principal Business Office
     
   
501 N. Broadway, St. Louis, Missouri 63102
     
 
(c).
Citizenship
     
   
Delaware
     
 
(d).
Title of Class of Securities
     
   
Common Stock, par value $0.01 per share
     
 
(e).
CUSIP Number
     
   
N/A
     
Item 3.
N/A
  
     
Item 4.
Ownership:
  
     
 
(a)
Amount beneficially owned: 311,119*
     
 
(b)
Percent of class: 11.99%*
     
   
* The denominator for this calculation is based on 2,778,306 shares of Company common stock outstanding, which is based on information included in the third notice of capital call, dated July 17, 2013, received by the Reporting Person from the Company.  On May 8, 2013, the Reporting Person received the first notice of capital call from the Company for an aggregate of 116,469 shares of Company common stock.  Following the first capital call, the Reporting Person owned an aggregate of 116,469 shares of Company common stock, or 19.41% of the Company’s outstanding shares of common stock.  On June 11, 2013, the Reporting Person received a second notice of capital call from the Company for an aggregate of 138,160 shares of Company common stock.  Following the second capital call, the Reporting Person owned an aggregate of 254,629 shares of Company common stock, or 12.56% of the Company’s outstanding shares of common stock.  On July 17, 2013, the Reporting Person received the third notice of capital call from the Company for an aggregate of 78,490 of Company common stock.  As stated, following the third capital call, the Reporting Person now owns an aggregate of 333,119 shares of Company common stock, or 11.99% of the Company’s outstanding shares of common stock.
     
 
(c)
Number of shares to which such Reporting Persons have:
       
   
(i)
Sole power to vote or to direct the vote: 333,119*
       
   
(ii)
Shared power to vote or to direct the vote: 0
       
   
(iii)
Sole power to dispose or to direct the disposition of: 333,119*
       
   
(iv)
Shared power to dispose or to direct the disposition of: 0
   
Item 5.
Ownership of Five Percent or Less of a Class.
   
 
Not Applicable.
   
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.
   
 
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.
   
 
(c)
   
 
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.

 
 
 

SIGNATURES
 
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:
August 30, 2013
 
Stifel Financial Corp.
 

 
/s/ James M. Zemlyak         
Name: James M. Zemlyak
Title:  Senior Vice President and Chief Financial Officer