SCHEDULE 13D
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CUSIP No. 968235200 | | | | Page 7 of 8 Pages |
This Amendment No. 1 (the “Amendment”) supplements and amends the Schedule 13D filed on April 19, 2021 by the Reporting Persons (as defined below) (as so amended, the “Schedule 13D”), relating to the Common Stock, $0.01 value per share (the “Shares”), of Wilhelmina International, Inc., a Delaware corporation (the “Issuer” or “Wilhelmina”). This Amendment is being filed to report that REV Alpha Holdings LLC (“REV Holdings”) has purchased an additional 237,500 Shares of the Issuer on July 26, 2021, pursuant to the purchase agreement (the “Purchase Agreement”) with Lorex Investments AG (“Lorex”). Except as specifically provided herein, this Amendment does not modify any of the information previously reported in the Schedule 13D. Unless otherwise indicated herein, capitalized terms used but not defined in this Amendment shall have the same meanings herein as are ascribed to such terms in the Schedule 13D.
This Amendment is being filed by REV Holdings, Retail Ecommerce Ventures, LLC (“REV”), Modell’s Sporting Goods Online, Inc., (“Modell’s”), Tai Lopez and Alex Mehr. Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.”
| Item 5. | Interest in Securities of the Issuer. |
Item 5 of the Schedule 13D is hereby amended and restated as follows:
(a) — (b)
The aggregate percentage of Shares reported beneficially owned by each person named herein is determined in accordance with SEC rules and is based upon on 5,157,344 of the Issuer’s Shares outstanding as disclosed by the Issuer in its Quarterly Report on Form 10-Q filed with the SEC on May 12, 2021. The applicable SEC rules generally attribute beneficial ownership of securities to persons who possess sole or shared voting power or investment power with respect to those securities.
As of the date of this filing, REV Holdings, a limited liability company formed under the laws of Delaware, holds 475,000 Shares, has voting power over an additional 475,000 Shares, with the right to acquire such additional shares pursuant to the Purchase Agreement. The 950,000 Shares REV Holdings beneficially owns constitutes 18.4% of the issued and outstanding Shares. Modell’s owns 100% of the equity interests of REV Holdings. REV owns 82.99% of the equity interests of Modell’s. Tai Lopez owns 42.80% of the equity interests of Modell’s, both directly and through his ownership interest in REV. Alex Mehr owns 42.80% of the equity interests of Modell’s, both directly and through his ownership interest in REV. Mr. Lopez is Executive Chairman of REV and Mr. Mehr is Chief Executive Officer of REV. Each of Mr. Lopez and Mr. Mehr may be deemed to beneficially own the Purchased Shares.
(c) Except as disclosed in Item 3 and above, the Reporting Persons have not affected any transactions during the past sixty (60) days in any Shares.
(d) Not applicable.
(e) Not applicable.
