UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

 

Carlyle GMS Finance, Inc.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

N/A

(CUSIP Number)

December 31, 2014

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

x 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 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).

 

 

 

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13G

 

CUSIP No. N/A		Page 2 of 5 Pages

 

1.		Names of reporting persons   AFA Sjukfoersaekringsaktiebolag
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       Sweden
Number of shares beneficially owned by each reporting person with				5.		Sole voting power       1,059,276
				6.		Shared voting power       00,000
				7.		Sole dispositive power       1,059,276
				8.		Shared dispositive power       00,000
9.		Aggregate amount beneficially owned by each reporting person       1,059,276
10.		Check if the aggregate amount in Row (9) excludes certain shares (see instructions)    ¨
11.		Percent of class represented by amount in Row (9)       5.91%
12.		Type of reporting person (see instructions)       FI

 

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13G

 

CUSIP No. N/A		Page 3 of 5 Pages

 

Item 1.

 

(a)

Name of Issuer

Carlyle GMS Finance, Inc.

 

(b)

Address of Issuer’s Principal Executive Offices

520 Madison Avenue, 38^th Floor, New York, NY 10022

Item 2.

 

(a)

Name of Person Filing

AFA Sjukfoersaekringsaktiebolag

 

(b)

Address of the Principal Office or, if none, residence

Klara Soedra Kyrkogata 18, Stockholm, Sweden SE 106 27

 

(c)

Citizenship

Sweden

 

(d)

Title of Class of Securities

Common Stock, par value $0.01 per share

 

(e)

CUSIP Number

N/A

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:

 

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Page 4 of 5 Pages

 

If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:

Insurance company

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: 1,059,276.

 

(b)

Percent of class: 5.91%

 

(c)

Number of shares as to which the person has:

 

(i)

Sole power to vote or to direct the vote 1,059,276.

 

(ii)

Shared power to vote or to direct the vote 0.

 

(iii)

Sole power to dispose or to direct the disposition of 1,059,276.

 

(iv)

Shared power to dispose or to direct the disposition of 0.

Instruction. For computations regarding securities which represent a right to acquire an underlying security see §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.

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

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Page 5 of 5 Pages

 

Item 10. Certification.

 

(a)

The following certification shall be included if the statement is filed pursuant to §240.13d-1(b):

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 of business 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 § 240.13d-1(b)(1)(ii)(J), or if the statement is filed pursuant to § 240.13d-1(b)(1)(ii)(K) and a member of the group is a non-U.S. institution eligible to file pursuant to § 240.13d-1(b)(1)(ii)(J):

By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to a Swedish insurance company is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D. 13G

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.

 

List of Exhibits

 

Exhibit No.		Description
24		Power of Attorney

Exhibit 24

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS that AFA Sjukforsakringsaktiebolag (the “Investor”) does hereby make, constitute and appoint each of Orit Mizrachi and Michael J. Petrick (or any person designated in writing by one of the attorneys-in-fact), acting individually, its true and lawful attorney, to execute and deliver in its name and on its behalf, any and all filings required to be made by the Investor under Rule 144 of the Securities Act of 1933, as amended (the “Securities Act”), and Section 13 and Section 16 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), with respect to securities of Carlyle GMS Finance, Inc. which may be deemed to be beneficially owned by the Investor under the Securities Act or Exchange Act, and to take any other action of any type whatsoever in connection with the foregoing (including, without limitation, filing of a Form ID with the Securities and Exchange Commission) that, in the opinion of such attorney in fact, may be of benefit to, in the best interest of, or legally required by the Investor, it being understood that the documents executed by such attorney-in-fact on behalf of the Investor pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion, giving and granting unto each said attorney-in-fact power and authority to act in the premises as fully and to all intents and purposes as the Investor might or could do if personally present by one of its authorized signatories, hereby ratifying and confirming all that said attorney-in-fact shall lawfully do or cause to be done by virtue hereof. The Investor acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the Investor, are not assuming any of the Investor’s responsibilities to comply with the Securities Act or Exchange Act.

THIS POWER OF ATTORNEY shall remain in full force and effect until revoked in writing by the Investor or, if earlier, the date on which the Investor is not subject to reporting under the Securities Act or the Exchange Act with respect to the Investor’s holdings of or transactions in securities issued by Carlyle GMS Finance, Inc. and all applicable filings under the Securities Act or the Exchange Act have been made by or on behalf of the Investor with respect to the Investor’s holdings of or transactions in securities issued by Carlyle GMS Finance, Inc.

IN WITNESS WHEREOF, the undersigned has duly caused this Power of Attorney to be executed as of this 6^th day of February 2015.