0001531612-21-000004.txt : 20210201 0001531612-21-000004.hdr.sgml : 20210201 20210201164953 ACCESSION NUMBER: 0001531612-21-000004 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20210201 DATE AS OF CHANGE: 20210201 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Research Solutions, Inc. CENTRAL INDEX KEY: 0001386301 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 000000000 STATE OF INCORPORATION: NV FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-85308 FILM NUMBER: 21577388 BUSINESS ADDRESS: STREET 1: 10624 S. EASTERN AVE STREET 2: SUITE A-614 CITY: HENDERSON STATE: NV ZIP: 89052 BUSINESS PHONE: 310 477 0354 MAIL ADDRESS: STREET 1: 10624 S. EASTERN AVE STREET 2: SUITE A-614 CITY: HENDERSON STATE: NV ZIP: 89052 FORMER COMPANY: FORMER CONFORMED NAME: Derycz Scientific Inc DATE OF NAME CHANGE: 20070112 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Cove Street Capital, LLC CENTRAL INDEX KEY: 0001531612 IRS NUMBER: 275376591 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 2101 EAST EL SEGUNDO BOULEVARD STREET 2: SUITE 302 CITY: EL SEGUNDO STATE: CA ZIP: 90245 BUSINESS PHONE: 424-221-5897 MAIL ADDRESS: STREET 1: 2101 EAST EL SEGUNDO BOULEVARD STREET 2: SUITE 302 CITY: EL SEGUNDO STATE: CA ZIP: 90245 SC 13G 1 rsss02012021.htm Schedule 13G
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. _)*

Research Solutions, Inc

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

761025105

(CUSIP Number)

Merihan Tynan
2101 East El Segundo Boulevard. Suite 302
El Segundo, CA 90245

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

February 01, 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:
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).

 
CUSIP No. 761025105   13G   Page 2 of 3 Pages
     
1.   NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Cove Street Capital, LLC 27-5376591		    
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
 
Delaware		    
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH   5.   SOLE VOTING POWER
 
0
  6.   SHARED VOTING POWER
 
946,200
  7.   SOLE DISPOSITIVE POWER
 
0
  8.   SHARED DISPOSITIVE POWER
 
1,602,000
9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,602,000		    
10.   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)    ¨

    
11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

6.1%		    
12.   TYPE OF REPORTING PERSON (see instructions)

IA		    
 

(1) The shared dispositive power includes 655,800 shares of a separately managed account, where CSC does not have any voting power over.
(2) The percentage was based on 26,255,983 shares of Common Stock, $0.01 par value per share (“Common Stock”), of Research Solutions, INC (the “Issuer”) outstanding as of November 6, 2020, as reported in the Issuer’s Periodic Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on November 12, 2020.

 
CUSIP No. 761025105   13G   Page 2 of 3 Pages
     
1.   NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Jeffrey Bronchick		    
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
 
Delaware		    
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH   5.   SOLE VOTING POWER
 
0
  6.   SHARED VOTING POWER
 
946,200
  7.   SOLE DISPOSITIVE POWER
 
0
  8.   SHARED DISPOSITIVE POWER
 
1,602,000
9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,602,000		    
10.   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)    ¨

    
11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

6.1%		    
12.   TYPE OF REPORTING PERSON (see instructions)

IN		    
 

(1) The shared dispositive power includes 14,626 shares of a separately managed account, where CSC does not have any voting power over. The Shared dispositive power also includes an account in the name of Jeffrey Bronchick managed by Cove Street Capital - this accounts holds 600 shares of DLH Holdings Corp.
(2) The percentage was based on 26,255,983 shares of Common Stock, $0.01 par value per share (“Common Stock”), of Research Solutions, INC (the “Issuer”) outstanding as of November 6, 2020, as reported in the Issuer’s Periodic Report on Form 10-Q filed with the U.S. Securities and Exchange Commission on November 12, 2020.

 
CUSIP No. 761025105   13G   Page 2 of 3 Pages
     

Item 1.

  (a) Name of Issuer
Research Solutions, Inc
 
  (b) Address of Issuer’s Principal Executive Offices
10624 S. EASTERN AVE SUITE A-614 HENDERSON NV 89052
 

Item 2.

  (a) Name of Person Filing
Cove Street Capital, LLC
 
  (b) Address of the Principal Office or, if none, residence
2101 East El Segundo Boulevard. Suite 302, El Segundo, CA 90245
 
  (c) Citizenship
Delaware
 
  (d) Title of Class of Securities
Common Stock
 
  (e) CUSIP Number
761025105
 

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:

  (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.C. 80a-8).
 
  (e) X An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
 
  (f) ¨ An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
 
  (g) ¨ A parent holding company or control person in accordance with §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);
 
  (j) ¨ Group, in accordance with §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. Cove Street Capital LLC

  (a)   Amount beneficially owned:  1,602,000
 
  (b)   Percent of class:  6.1%
 
  (c)   Number of shares as to which the person has:  
 
      (i) Sole power to vote or to direct the vote  0.
 
      (ii) Shared power to vote or to direct the vote  946,200.
 
      (iii) Sole power to dispose or to direct the disposition of  0.
 
      (iv) Shared power to dispose or to direct the disposition of  1,602,000.
 

Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).

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. Jeffrey Bronchick

  (a)   Amount beneficially owned:  1,602,000
 
  (b)   Percent of class:  6.1%
 
  (c)   Number of shares as to which the person has:  
 
      (i) Sole power to vote or to direct the vote  0.
 
      (ii) Shared power to vote or to direct the vote  946,200.
 
      (iii) Sole power to dispose or to direct the disposition of  0.
 
      (iv) Shared power to dispose or to direct the disposition of  1,602,000.
 

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.

N/A

Item 7.  Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

N/A

Item 8.  Identification and Classification of Members of the Group.

N/A

Item 9.  Notice of Dissolution of Group.

N/A

Item 10.  Certification.

 
  (b)   The following certification shall be included if the statement is filed pursuant to §240.13d-1(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.
 
 
CUSIP No. 761025105   13G   Page 2 of 3 Pages
     

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.

02/01/2021

Date

/s/ Merihan Tynan

Signature

Principal, Chief Compliance Officer

Name/Title

 
CUSIP No. 000000000   13G   Page 2 of 3 Pages
     

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.

02/01/2021

Date

/s/ Jeffrey Bronchick

Signature

Principal, Portfolio Manager

Name/Title