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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): October 12, 2021

 

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 October 12, 2021, we issued a press release announcing sales at nightclubs and restaurants for the fourth fiscal quarter and year ended September 30, 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 with investors live and in person at the LD Micro Main Event conference, October 12-13, 2021, at the Luxe Sunset Boulevard Hotel, in Los Angeles. 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 October 12, 2021.

 

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 October 12, 2021
99.2   Presentation Slides - Investor Presentation, October 12, 2021

 

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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: October 12, 2021 By: /s/ Eric Langan
    Eric Langan
    President and Chief Executive Officer

 

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Exhibit 99.1

 

 

RCI 4Q21 Club and Restaurant Sales of $54.4M, +91.6% vs. 4Q20 and +23.5% vs. 4Q19

 

HOUSTON—October 12, 2021—RCI Hospitality Holdings, Inc. (Nasdaq: RICK) reported sales for its Nightclubs and Bombshells restaurants for the fiscal 2021 fourth quarter and year ended Sept. 30, 2021.

 

Eric Langan, President and CEO of RCI Hospitality Holdings, Inc., said, “We had a great fourth quarter and year. Our Florida clubs did particularly well, with record fourth quarter and full year combined sales, up 51% and 38% compared to 4Q19 and FY19, respectively. Bombshells also had a record year with sales of $56.6 million in FY21, up 83.7% compared to FY19.

 

“The current first quarter should benefit from our typical seasonal sales increase from the fourth quarter. 1Q22 should also benefit from closing on our pending acquisitions of 12 clubs in 7 states and the opening of our 11th Bombshells, which will be in the Dallas suburb of Arlington. We expect to report full 4Q21 and FY21 financial results by December 14th.”

 

RCI Fourth Quarter                    
        Total Sales   Same-Store Sales
    4Q21 Sales   vs. 2020   vs. 2019   vs. 2020   vs. 2019
Combined   $ 54.4 M     +91.6 %     +23.5 %     +2.1 %     +16.2 %
Nightclubs   $ 40.0 M     +211.0 %     +12.6 %     +31.5 %     +12.8 %
Bombshells   $ 14.4 M     -7.3 %     +68.8 %     -14.6 %     +30.0 %

 

RCI Full Year                    
        Total Sales   Same-Store Sales
    FY21 Sales   vs. 2020   vs. 2019   vs. 2020   vs. 2019
Combined   $ 192.4 M     +47.7 %     +8.2 %     +1.5 %     +12.9 %
Nightclubs   $ 135.8 M     +56.0 %     -7.6 %     -2.1 %     +6.0 %
Bombshells   $ 56.6 M     +31.0 %     +83.7 %     +7.7 %     +40.2 %

 

Notes:

 

●  Sales do not include non-core operations and are preliminary and subject to final closing.
●  Bombshells 4Q21 sales faced a tough comparison to the year ago quarter, when sales benefitted from a strong sports schedule and the chain was one of the few venues of its type open in its markets.
●  The COVID pandemic first impacted sales in RCI’s 2Q20 when all locations were required to close mid-March 2020. Locations slowly began to reopen May 2020 in RCI’s 3Q20.
●  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)

 

With more than 40 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/Ft. Worth, Houston, Miami, Minneapolis, St. Louis, Charlotte, Pittsburgh, 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. Please visit http://www.rcihospitality.com/

 

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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 in this press release, 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, 2020, 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]

 

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Exhibit 99.2