RCI Hospitality Holdings Enters Material Definitive Agreement

TL;DR

RCII just signed a new deal, creating a financial obligation. Keep an eye on the details.

AI Summary

On April 30, 2024, RCI Hospitality Holdings, Inc. entered into a material definitive agreement related to a financial obligation. The company, incorporated in Texas with its principal executive offices in Houston, filed this 8-K report on May 3, 2024, detailing the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement.

Why It Matters

This filing indicates a new financial commitment or obligation for RCI Hospitality Holdings, which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — The creation of a new financial obligation can introduce financial risk, the extent of which depends on the specifics of the agreement not detailed in this summary.

Key Numbers

• 001-13992 — SEC File Number (Identifies the company's filing history with the SEC.)
• 76-0458229 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• RCI HOSPITALITY HOLDINGS, INC. (company) — Registrant
• Texas (location) — State of Incorporation
• Houston (location) — Principal Executive Offices
• April 30, 2024 (date) — Date of earliest event reported
• May 3, 2024 (date) — Date of Report

FAQ

Key Financial Figures

• $0.01 — ange on which registered Common stock, $0.01 par value RICK The Nasdaq Global Market
• $20.0 million — ed a term loan with Centennial Bank for $20.0 million (the "Loan"). The primary purpose of th
• $20,000,000 — te") that evidences the total amount of $20,000,000 with a term of 10 years. The first five
• $170,407 — y payments of principal and interest of $170,407.64, based upon a 20-year amortization p
• $356,000 — ent charges at closing of approximately $356,000, which amount includes a loan fee to Ce
• $25,000,000 — ate tangible net worth of not less than $25,000,000. The Loan is secured by nine real est
• $0.04 — our quarterly dividend in the amount of $0.04 per share per quarter ($0.16 per year)
• $0.16 — amount of $0.04 per share per quarter ($0.16 per year) unless the debt service cover

Filing Documents

• rick-20240430.htm (8-K) — 40KB
• ex41_promissorynote.htm (EX-4.1) — 43KB
• ex101_loanagreement.htm (EX-10.1) — 200KB
• ex102_guaranty-rcihospital.htm (EX-10.2) — 51KB
• ex103_guaranty-ericlangan.htm (EX-10.3) — 65KB
• 0001628280-24-020288.txt ( ) — 603KB
• rick-20240430.xsd (EX-101.SCH) — 2KB
• rick-20240430_lab.xml (EX-101.LAB) — 21KB
• rick-20240430_pre.xml (EX-101.PRE) — 12KB
• rick-20240430_htm.xml (XML) — 3KB

01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. On April 30, 2024, our wholly-owned subsidiary RCI Holdings, Inc. ("RCI Holdings") entered into and closed a term loan with Centennial Bank for $20.0 million (the "Loan"). The primary purpose of the Loan is to provide additional funds for working capital. The Loan is evidenced by a Promissory Note (the "Note") that evidences the total amount of $20,000,000 with a term of 10 years. The first five years have a fixed interest rate of 8.25%, upon the conclusion of which (the "Adjustment Date"), the interest rate will adjust to a rate equal to the then weekly average yield on U.S. Treasury Securities plus 362 basis points (but not less than 6.50%). The Note is payable in monthly payments of principal and interest of $170,407.64, based upon a 20-year amortization period, through the Adjustment Date. Following the Adjustment Date, the monthly payments of principal and interest shall adjust based upon the new interest rate and the remaining amortization period continuing through and until April 30, 2034 (the "Maturity Date"), at which time the entire principal amount together with all accrued and unpaid interest thereon shall be due and payable in full The Note is subject to a scaled prepayment penalty for the first eight years of the term of the Loan, ranging from five to two percent. RCI Holdings paid total settlement charges at closing of approximately $356,000, which amount includes a loan fee to Centennial Bank and expenses and third-party costs of Centennial Bank, such as appraisals, inspections and legal fees. The remainder of the settlement charges include expenses incurred by RCI Holding in connection with the Loan, such as title company costs. O

01 FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (d) Exhibits Exhibit Number Description 4.1 Promissory Note for $20,000,000 10.1 Loan Agreement between RCI Holdings, Inc. and Centennial Bank 10.2 Absolute Unconditional and Continuing Guaranty of RCI Hospitality Holdings, Inc. 10.3 Absolute Unconditional and Continuing Guaranty of Eric S. Langan 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 3

SIGNATURES

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: May 3, 2024 By: /s/ Eric Langan Eric Langan President and Chief Executive Officer 4

View Full Filing

View this 8-K filing on SEC EDGAR