---
schema_version: "secwatch.filing_event.v1"
accession: "0001628280-23-001664"
form_type: "8-K"
ticker: "RICK"
cik: "0000935419"
company_name: "RCI HOSPITALITY HOLDINGS, INC."
filed_at: "2023-01-27T23:59:59+00:00"
generated_at: "2026-06-20T07:39:51.155102+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.4
calibrated_materiality_score: 0.4
confidence: "high"
source: SEC EDGAR
---

# RCI Hospitality extends closing date for $66.5M club acquisition to Feb 28, 2023

## Summary
- Original agreements signed Dec 12, 2022 for five gentlemen's clubs, real estate, IP, and ATMs for $66.5M.
- Closing deadline extended from Jan 31 to Feb 28, 2023 via nine amendment agreements signed Jan 25–26, 2023.
- Amendments cover Asset Purchase, IP Purchase, ATM Purchase, and Real Estate Purchase agreements.
- No other changes to terms; all other conditions of original agreements remain in full force and effect.

## SEC filing metadata
- accession: 0001628280-23-001664
- form_type: 8-K
- ticker: RICK
- cik: 0000935419
- company_name: RCI HOSPITALITY HOLDINGS, INC.
- filed_at: 2023-01-27T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.4
- calibrated_materiality_score: 0.4
- confidence: high
- sec_items: 1.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/935419/000162828023001664/0001628280-23-001664-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/935419/000162828023001664/rick-20230125.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001628280-23-001664
- JSON: https://secwatch.observer/filing/0001628280-23-001664.json
- Plain text: https://secwatch.observer/filing/0001628280-23-001664.txt

## Key facts
- Material Agreements
  RCI HOSPITALITY HOLDINGS, INC. amended Asset Purchase Agreements (effective 2023-01-31).
  - Action: amendment
  - Agreement: asset purchase
  - Effective: 2023-01-31
  source text: Each of the Asset Purchase Agreements, IP Purchase Agreements, ATM Purchase Agreement and Real Estate Purchase Agreement provided that such agreements will terminate and be of no force and effect if the transactions contemplated by such agreements are not consummated on or before January 31, 2023. On January 25 and 26, 2023, the parties to those agreements entered into amendment agreements whereby this date was extended to February 28, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/935419/000162828023001664/0001628280-23-001664-index.htm
- Material Agreements
  RCI HOSPITALITY HOLDINGS, INC. amended Intellectual Property Purchase Agreements (effective 2023-01-31).
  - Action: amendment
  - Agreement: asset purchase
  - Effective: 2023-01-31
  source text: Each of the Asset Purchase Agreements, IP Purchase Agreements, ATM Purchase Agreement and Real Estate Purchase Agreement provided that such agreements will terminate and be of no force and effect if the transactions contemplated by such agreements are not consummated on or before January 31, 2023. On January 25 and 26, 2023, the parties to those agreements entered into amendment agreements whereby this date was extended to February 28, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/935419/000162828023001664/0001628280-23-001664-index.htm
- Material Agreements
  RCI HOSPITALITY HOLDINGS, INC. amended Real Estate Purchase Agreement (effective 2023-01-31).
  - Action: amendment
  - Agreement: asset purchase
  - Effective: 2023-01-31
  source text: Each of the Asset Purchase Agreements, IP Purchase Agreements, ATM Purchase Agreement and Real Estate Purchase Agreement provided that such agreements will terminate and be of no force and effect if the transactions contemplated by such agreements are not consummated on or before January 31, 2023. On January 25 and 26, 2023, the parties to those agreements entered into amendment agreements whereby this date was extended to February 28, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/935419/000162828023001664/0001628280-23-001664-index.htm
- Material Agreements
  RCI HOSPITALITY HOLDINGS, INC. amended ATM Purchase Agreement (effective 2023-01-31).
  - Action: amendment
  - Agreement: asset purchase
  - Effective: 2023-01-31
  source text: Each of the Asset Purchase Agreements, IP Purchase Agreements, ATM Purchase Agreement and Real Estate Purchase Agreement provided that such agreements will terminate and be of no force and effect if the transactions contemplated by such agreements are not consummated on or before January 31, 2023. On January 25 and 26, 2023, the parties to those agreements entered into amendment agreements whereby this date was extended to February 28, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/935419/000162828023001664/0001628280-23-001664-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.