Filing Details

 

 

United States

Securities and Exchange Commission

Washington, D.C. 20549

 

Schedule 13G

 

(Rule 13d-102)

Information to be Included in Statements Filed Pursuant

to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed

Pursuant to § 240.13d-2

 

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

(Amendment No. )*

 

Lulu’s Fashion Lounge Holdings, Inc.

(Name of Issuer)

 

Common Stock, par value $0.001 per share

(Title of Class of Securities)

 

55003A108

(CUSIP Number)

 

December 31, 2021

(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)
¨	Rule 13d-1(c)
x	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. 55003A108

Schedule 13G

Page 1 of 9

 

1	Names of Reporting Persons   H.I.G. Growth Partners – Lulu’s Intermediate, LLC
2	Check the Appropriate Box if a Member of a Group	(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   0
	6	Shared Voting Power   13,791,895
	7	Sole Dispositive Power   0
	8	Shared Dispositive Power   13,791,895

9	Aggregate Amount Beneficially Owned by Each Reporting Person   13,791,895
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares   Not Applicable
11	Percent of Class Represented by Amount in Row 9   35.9%
12	Type of Reporting Person   OO

 

 

 

CUSIP No. 55003A108

Schedule 13G

Page 2 of 9

 

1	Names of Reporting Persons   H.I.G. Growth Partners – Lulu’s, L.P.
2	Check the Appropriate Box if a Member of a Group	(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   0
	6	Shared Voting Power   13,791,895
	7	Sole Dispositive Power   0
	8	Shared Dispositive Power   13,791,895

9	Aggregate Amount Beneficially Owned by Each Reporting Person   13,791,895
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares   Not Applicable
11	Percent of Class Represented by Amount in Row 9   35.9%
12	Type of Reporting Person   PN

 

 

 

CUSIP No. 55003A108

Schedule 13G

Page 3 of 9

 

1	Names of Reporting Persons   H.I.G.-GPII, Inc.
2	Check the Appropriate Box if a Member of a Group	(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   0
	6	Shared Voting Power   13,791,895
	7	Sole Dispositive Power   0
	8	Shared Dispositive Power   13,791,895

9	Aggregate Amount Beneficially Owned by Each Reporting Person   13,791,895
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares   Not Applicable
11	Percent of Class Represented by Amount in Row 9   35.9%
12	Type of Reporting Person   CO

 

 

 

CUSIP No. 55003A108

Schedule 13G

Page 4 of 9

 

1	Names of Reporting Persons   Anthony Tamer
2	Check the Appropriate Box if a Member of a Group	(a) ¨ (b) ¨
3	SEC Use Only
4	Citizenship or Place of Organization   United States

Number of Shares Beneficially Owned by Each Reporting Person With	5	Sole Voting Power   0
	6	Shared Voting Power   13,791,895
	7	Sole Dispositive Power   0
	8	Shared Dispositive Power   13,791,895

9	Aggregate Amount Beneficially Owned by Each Reporting Person   13,791,895
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares   Not Applicable
11	Percent of Class Represented by Amount in Row 9   35.9%
12	Type of Reporting Person   IN

 

 

CUSIP No. 55003A108

Schedule 13G

Page 5 of 9

 

1	Names of Reporting Persons   Sami Mnaymneh
2	Check the Appropriate Box if a Member of a Group	(a) ¨ (b) ¨
3	SEC Use Only
4	Citizenship or Place of Organization   United States

Number of Shares Beneficially Owned by Each Reporting Person With	5	Sole Voting Power   0
	6	Shared Voting Power   13,791,895
	7	Sole Dispositive Power   0
	8	Shared Dispositive Power   13,791,895

9	Aggregate Amount Beneficially Owned by Each Reporting Person   13,791,895
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares   Not Applicable
11	Percent of Class Represented by Amount in Row 9   35.9%
12	Type of Reporting Person   IN

 

 

CUSIP No. 55003A108

Schedule 13G

Page 6 of 9

 

ITEM 1.

(a)

Name of Issuer:

 

Lulu’s Fashion Lounge Holdings, Inc. (the “Issuer”).

 

(b)

Address of Issuer’s Principal Executive Offices:

 

195 Humboldt Avenue, Chico, California 95928

 

ITEM 2.

(a)

Name of Person Filing:

 

Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.” This statement is filed on behalf of:

 

H.I.G. Growth Partners – Lulu’s Intermediate, LLC (“H.I.G. Intermediate”)

H.I.G. Growth Partners – Lulu’s, L.P. (“H.I.G. LP”);

H.I.G.-GPII, Inc. (“H.I.G. GP”);

Anthony Tamer; and

Sami Mnaymneh.

 

(b)

Address or Principal Business Office:

 

The principal business address of the Reporting Persons is 1450 Brickell Avenue, 31st Floor, Miami, FL 33131.

 

(c)

Citizenship of each Reporting Person is:

 

Each of H.I.G. Intermediate, H.I.G. LP and H.I.G. GP are organized under the laws of the State of Delaware. Each of Messrs. Tamer and Mnaymneh are citizens of the United States.

 

(d)

Title of Class of Securities:

 

Common Stock, par value $0.001 per share (“Common Stock”).

 

(e)

CUSIP Number:

 

55003A108

 

ITEM 3.

 

Not applicable.

 

ITEM 4.

Ownership.

 

(a-c)

 

 

CUSIP No. 55003A108

Schedule 13G

Page 7 of 9

 

The ownership information presented below represents beneficial ownership of Common Stock as of December 31, 2021, based upon 38,421,124 shares of Common Stock outstanding as of December 10, 2021 based on the Issuer’s quarterly report on Form 10-Q filed with the Securities and Exchange Commission on December 16, 2021.

 

Reporting Person		Amount beneficially owned				Percent of class:				Sole power to vote or to direct the vote:				Shared power to vote or to direct the vote:				Sole power to dispose or to direct the disposition of:				Shared power to dispose or to direct the disposition of:
H.I.G. Growth Partners – Lulu’s Intermediate, LLC			13,791,895				35.9	%			0				13,791,895				0				13,791,895
H.I.G. Growth Partners – Lulu’s, L.P.			13,791,895				35.9	%			0				13,791,895				0				13,791,895
H.I.G.-GPII, Inc.			13,791,895				35.9	%			0				13,791,895				0				13,791,895
Anthony Tamer			13,791,895				35.9	%			0				13,791,895				0				13,791,895
Sami Mnaymneh			13,791,895				35.9	%			0				13,791,895				0				13,791,895

 

H.I.G. Intermediate is the record holder of the shares of Common Stock reported herein. H.I.G. GP is the general partner of H.I.G. LP, which is the manager of H.I.G. Intermediate. Anthony Tamer and Sami Mnaymneh are the sole shareholders of H.I.G. GP. As a result, each of Messrs. Tamer and Mnaymneh, H.I.G. GP and H.I.G. LP may be deemed to share beneficial ownership of the Common Stock held of record by H.I.G. Intermediate.

 

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.

 

Not applicable.

 

 

CUSIP No. 55003A108

Schedule 13G

Page 8 of 9

 

 

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.

 

Date:    February 14, 2022

 

	H.I.G. Growth Partners – Lulu’s Intermediate, LLC
	By: H.I.G. Growth Partners – Lulu’s, L.P., its manager
	By: H.I.G.-GP II, Inc., its general partner

 

	By:	/s/ Richard Siegel
	Name: Richard Siegel
	Title: Authorized Signatory

 

	H.I.G. Growth Partners – Lulu’s, L.P.
	By: H.I.G.-GP II, Inc., its general partner

 

	By:	/s/ Richard Siegel
	Name: Richard Siegel
	Title: Authorized Signatory

 

H.I.G.-GP II, Inc.

 

	By:	/s/ Richard Siegel
	Name: Richard Siegel
	Title: Authorized Signatory

 

	Anthony Tamer
	/s/ Anthony Tamer

 

	Sami W. Mnaymneh
	/s/ Sami W. Mnaymneh

 

 

CUSIP No. 55003A108

Schedule 13G

Page 9 of 9

 

LIST OF EXHIBITS

 

 

Exhibit No.	Description
99	Joint Filing Agreement.