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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

 

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

 

Date of Report:

(Date of earliest event reported)

 

March 28, 2023

 

 

 

Research Solutions, Inc.

(Exact name of registrant as specified in its charter)

 

Nevada

(State or other Jurisdiction of Incorporation)

 

1-39256

  11-3797644
(Commission File Number)   (IRS Employer Identification No.)

 

N/A

(Address of Principal Executive Offices and zip code)

 

(310) 477-0354

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of registrant under any of the following provisions:

 

¨  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨  Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))

¨  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each Class Trading Symbol(s) Name of each Exchange on which  registered
Common stock, $0.001 par value RSSS The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

 

Emerging growth company     ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.      ¨

 

 

 

 

 

 

Item 7.01.Regulation FD Disclosure.

 

Research Solutions, Inc. (the “Registrant”) is aware of the recent sale of the loan, deposit, and bank branch assets of Silicon Valley Bank (“SVB”) to First Citizens BancShares, Inc.  In light of these recent developments, the Registrant will continue to evaluate its revolving loan facility under that certain Amended and Restated Loan and Security Agreement dated October 31, 2017 among the Registrant, Reprints Desk, Inc. and SVB (as amended to date, the “SVB LSA”).  As it continues to evaluate the SVB LSA, the Registrant has confirmed with SVB that the Registrant retains the ability to borrow on its line of credit in accordance with the SVB LSA, Registrant has access to all its deposits, and has access to substantially all the banking services it received from SVB prior to its closure on March 10, 2023. In addition, the Registrant has established banking relationships and opened accounts with two additional banks as part of exploring an overall banking diversification strategy as well as additional access to lending facilities.

 

The information in this Item 7.01 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Item 7.01 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

  RESEARCH SOLUTIONS, INC.
     
Date:  March 28, 2023 By: /s/ William Nurthen
    William Nurthen
    Chief Financial Officer