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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): January 10, 2022

 

RCI HOSPITALITY HOLDINGS, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

Texas   001-13992   76-0458229

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

10737 Cutten Road

Houston, Texas 77066

(Address of Principal Executive Offices, Including Zip Code)

 

(281) 397-6730

(Issuer’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 the 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 under the Exchange Act (17 CFR 240.14a -12)
   
☐ 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, $0.01 par value   RICK   The Nasdaq Global Market

 

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

 

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 2.02 Results of Operations and Financial Condition.

 

On January 10, 2022, we issued a press release announcing sales at nightclubs and restaurants for the first fiscal quarter ended December 31, 2021. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K.

 

As previously announced, we will present and hold one-on-one meetings virtually with institutional investors at the 24th Annual ICR Conference on January 10-12, 2022. A copy of the presentation slides is furnished with this current report as Exhibit 99.2. The presentation slides may be used in whole or in part in meetings with investors and analysts beginning on January 10, 2022.

 

ITEM 7.01 REGULATION FD DISCLOSURE

 

The disclosure in Item 2.02 above is incorporated herein by reference.

 

The furnishing of the attached presentation slides is not an admission as to the materiality of any information therein. The information contained in the slides is summary information that is intended to be considered in the context of more complete information included in our filings with the U.S. Securities and Exchange Commission (the “SEC”) and other public announcements that we have made and may make from time to time by press release or otherwise. We undertake no duty or obligation to update or revise the information contained in this report, although we may do so from time to time as management believes is appropriate. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosures. For important information about forward looking statements, see the slide titled “Forward-Looking Statements” in Exhibit 99.2 included herewith.

 

The information in this current report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2, is being furnished and will not be treated as “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.

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

 

(d) Exhibits

 

Exhibit Number   Description
     
99.1   Press release of RCI Hospitality Holdings, Inc. dated January 10, 2022
99.2   Presentation Slides - Investor Presentation, January 10, 2022
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

SIGNATURES

 

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.

 

  RCI Hospitality Holdings, INC.
     
Date: January 10, 2022 By:  /s/ Eric Langan
    Eric Langan
    President and Chief Executive Officer

 

 

 

 

Exhibit 99.1

 

 

RCI Reports Club and Restaurant Sales of $61.1 Million in 1Q22

 

HOUSTON—January 10, 2022—RCI Hospitality Holdings, Inc. (Nasdaq: RICK) reported sales for its Nightclubs and Bombshells restaurants for the fiscal 2022 first quarter ended December 31, 2021.

 

Eric Langan, President and CEO of RCI Hospitality Holdings, Inc., said, “We had a strong first quarter as we benefited from legacy as well as new locations, namely our 11th Bombshells in Arlington, TX, which opened December 6, and the 12 clubs we acquired mid-October and early November. We didn’t experience any noticeable impact from Omicron until late 1Q22 and hope it will cycle through our markets quickly. We look forward to our first Bombshells franchisee opening its San Antonio location in our March quarter. Full financial results for 1Q22 are expected to be reported by February 9th.”

 

($ in Millions)   Total Sales     Same-Store Sales  
    1Q22 Sales     vs. 1Q21     vs. 1Q20     vs. 1Q21     vs. 1Q20  
Combined   $ 61.1       +61.6 %     +27.9 %     +21.8 %     +24.9 %
Nightclubs   $ 46.3       +86.6 %     +23.8 %     +30.6 %     +20.2 %
Bombshells   $ 14.8       +13.8 %     +42.7 %     +7.6 %     +35.0 %

 

● RCI is providing comparisons to its pre-COVID 1Q20 (ended December 31, 2019) for illustrative purposes.
   
● Sales do not include non-core operations and are preliminary and subject to final closing.
   
● The COVID pandemic first impacted sales in RCI’s 2Q20 when all locations were required to close mid-March 2020. Bombshells and some Nightclubs began to reopen May 2020 in RCI’s 3Q20. All Nightclubs were not fully reopened to their full operating hours until 4Q21.
   
● All references to “RCI Hospitality Holdings, Inc.,” “company,” “we,” “our,” and similar terms refer to RCI and/or its subsidiaries, unless the context indicates otherwise.

 

About RCI Hospitality Holdings, Inc. (Nasdaq: RICK) www.rcihospitality.com

 

With more than 50 units, RCI Hospitality Holdings, Inc., through its subsidiaries, is the country’s leading company in gentlemen’s clubs and sports bars/restaurants. Clubs in New York City, Chicago, Dallas-Fort Worth, Houston, Miami, Minneapolis, Denver, St. Louis, Charlotte, Pittsburgh, Raleigh, Louisville, and other markets operate under brand names such as Rick’s Cabaret, XTC, Club Onyx, Vivid Cabaret, Jaguars Club, Tootsie’s Cabaret, and Scarlett’s Cabaret. Sports bars/restaurants operate under the brand name Bombshells Restaurant & Bar.

 

Forward-Looking Statements

 

This press release may contain forward-looking statements that involve a number of risks and uncertainties that could cause the company’s actual results to differ materially from those indicated, including, but not limited to, the risks and uncertainties associated with (i) operating and managing an adult business, (ii) the business climates in cities where it operates, (iii) the success or lack thereof in launching and building the company’s businesses, (iv) cyber security, (v) conditions relevant to real estate transactions, (vi) the impact of the COVID-19 pandemic, and (vii) numerous other factors such as laws governing the operation of adult entertainment businesses, competition and dependence on key personnel. For more detailed discussion of such factors and certain risks and uncertainties, see RCI’s annual report on Form 10-K for the year ended September 30, 2021, as well as its other filings with the U.S. Securities and Exchange Commission. The company has no obligation to update or revise the forward-looking statements to reflect the occurrence of future events or circumstances.

 

Media and Investor Contacts

 

Gary Fishman and Steven Anreder at 212-532-3232 or [email protected] and [email protected]

 

1

 

 

Exhibit 99.2