Regis Corporation
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(Name of Issuer)
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Common Stock, par value $0.05 per share
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(Title of Class of Securities)
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758932107
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(CUSIP Number)
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Barry L. Bloom
655 Madison Avenue
New York, NY 10065-8068
(212) 521-2930
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
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August 26, 2021
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(Date of Event Which Requires Filing of This Statement)
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CUSIP No. | 758932107 |
1
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NAMES OF REPORTING PERSONS
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Walnut BRC, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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0
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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0.0%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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CUSIP No. | 758932107 |
1
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NAMES OF REPORTING PERSONS
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New Walnut GP LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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AF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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0
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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0.0%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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Item 2. |
Identity and Background
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(a)
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The persons filing this Schedule 13D are:
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(b) |
The business address or address of its principal office, as applicable, of each of the Reporting Persons is 655 Madison Avenue, New York, NY 10065.
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(c) |
Each of the Reporting Persons is engaged in the business of investing. Walnut’s principal business is investing in securities. Walnut GP’s principal business is serving as the general partner of Walnut.
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(f) |
The citizenship with respect to a natural person or state of organization with respect to an entity, as applicable, of the Reporting Persons is as follows:
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Item 4. |
Purpose of Transaction
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Item 5. |
Interest in Securities of the Issuer
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(c) |
The information in Item 4 is incorporated herein by reference. Other than as described in Item 4, there have been no transactions in the Common Stock by the Reporting Persons during the past 60 days.
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(d) |
Not applicable.
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(e) |
Each of the Reporting Persons ceased to be the beneficial owner of more than five percent of the Common Stock on August 26, 2021.
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Item 6. |
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
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Item 7.
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Material to Be Filed as Exhibits
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Exhibit 1 |
Joint Filing Agreement
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Exhibit 99.1
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Standstill Agreement, dated June 11, 2021, by and among Birch Run Capital Advisors, LP, Springhill Investments LLC and New Walnut GP LLC (incorporated by reference to Exhibit 99.1 to Schedule 13D (Amendment
No. 6) filed by the Reporting Persons jointly with other reporting persons on June 14, 2021)
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August 27, 2021
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Walnut BRC, L.P.
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By:
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/s/ Barry L. Bloom |
Name:
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Barry L. Bloom
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Title:
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Manager of New Walnut GP LLC,
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the General Partner
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New Walnut GP LLC
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By:
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/s/ Barry L. Bloom |
Name:
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Barry L. Bloom
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Title:
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Manager
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Date: August 27, 2021
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WALNUT BRC, L.P.
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By:
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/s/ Barry L. Bloom |
Name:
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Barry L. Bloom
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Title:
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Manager of New Walnut GP LLC,
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the General Partner
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Date: August 27, 2021
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NEW WALNUT GP LLC
|
||
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By:
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/s/ Barry L. Bloom |
Name:
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Barry L. Bloom
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Title:
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Manager
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