RCI Hospitality acquires five Texas gentlemen's clubs for $66.5M

RCI HOSPITALITY HOLDINGS, INC.

Total consideration $66.5M: $25M cash, $25.5M seller financing (7%, 10-year notes), 200,000 restricted shares at ~$80/sh.
Expected first-year EBITDA ~$11M; after remodels and expansions, annual EBITDA projected $14-16M.
Five clubs: two Baby Dolls (Dallas, Ft. Worth) and three Chicas Locas (Houston, Dallas, Arlington).
Closing expected January 2023, pending permits and licenses; four clubs open, one to reopen after full remodel.
Acquisition is company's second largest; portfolio grows to 58 clubs; existing management teams to join RCI.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

RCI HOSPITALITY HOLDINGS, INC. entered into ATM Purchase Agreement with ECAL-D&D, Inc. valued at $2,600,000 (effective 2022-12-12).

Action: entry
Agreement: asset purchase
Counterparty: ECAL-D&D, Inc.
Value: $2,600,000
Effective: 2022-12-12

Exact text from the filing

BD Hospitality entered into an Asset Purchase Agreement (the "ATM Purchase Agreement") with ECAL-D&D, Inc. under which BD Hospitality will purchase certain automated teller machines (or ATMs) located at the five club locations for a purchase price of $2,600,000

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

RCI HOSPITALITY HOLDINGS, INC. entered into Asset Purchase Agreements with TTNA, Inc., DB Entertainment, Inc., Duncan Burch, Inc., Millennium Restaurants Group, Inc., T&N, Inc. (effective 2022-12-12).

Action: entry
Agreement: asset purchase
Counterparty: TTNA, Inc., DB Entertainment, Inc., Duncan Burch, Inc., Millennium Restaurants Group, Inc., T&N, Inc.
Effective: 2022-12-12

Exact text from the filing

five different Asset Purchase Agreements (collectively, the "Asset Purchase Agreements"), under which a newly formed subsidiary of BD Hospitality Acquisition, Inc., ("BD Hospitality"), a wholly-owned subsidiary of RCIH, will acquire from each club owning entity all of the tangible and intangible assets and personal property used in the business of that club, except for certain excluded assets.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

RCI HOSPITALITY HOLDINGS, INC. entered into Real Estate Purchase Agreement with Duncan Burch valued at $41,000,000 (effective 2022-12-12).

Action: entry
Agreement: asset purchase
Counterparty: Duncan Burch
Value: $41,000,000
Effective: 2022-12-12

Exact text from the filing

Duncan Burch, an individual and the record owner of the real estate properties where the five clubs are located, entered into a Purchase and Sale Agreement (the "Real Estate Purchase Agreement") under which our subsidiary RCI Holdings, Inc. ("RCI Holdings") will purchase such properties for a total purchase price of $41,000,000

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

RCI HOSPITALITY HOLDINGS, INC. entered into IP Purchase Agreements with HQ Real Estate Management LLC and ERAF, Inc. (effective 2022-12-12).

Action: entry
Agreement: asset purchase
Counterparty: HQ Real Estate Management LLC and ERAF, Inc.
Effective: 2022-12-12

Exact text from the filing

RCIH entered into two Intellectual Property Purchase Agreements with HQ Real Estate Management LLC ("HQ") and ERAF, Inc. ("ERAF"), respectively (collectively, the "IP Purchase Agreements").

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629 material agreements filed in the last 30 days. Browse all material agreements →

RCI HOSPITALITY HOLDINGS, INC. filing history →

Source: SEC EDGAR

accession 0001628280-22-032001

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