Lafayette Square USA, Inc. 8-K

What Happened
Lafayette Square USA, Inc. filed an 8-K reporting that on December 18, 2025 it sold approximately 1.4 million shares of its common stock for aggregate proceeds of about $20.4 million. The shares were sold pursuant to existing subscription agreements after the company delivered a drawdown notice to its investors.

Key Details

• Number of shares: ~1.4 million shares of common stock (par value $0.001 per share).
• Proceeds: Approximately $20.4 million in aggregate offering price.
• Mechanism: Sales made under previously executed subscription agreements; investors fund drawdowns up to their committed capital.
• Securities exemption: Sales were made without registration under the Securities Act using Section 4(a)(2) and Regulation D; investors represented they are “accredited investors.”

Why It Matters
This transaction increased the company’s cash on hand by about $20.4 million without a public registered offering, using committed investor capital. For shareholders and prospective investors, it’s a non-dilutive or dilutive financing detail (depending on prior commitments) that affects share count and company capitalization; the filing documents the legal exemption relied upon and confirms investor accreditation.