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  • Writer's pictureGreystone Capital

RCI Hospitality (RICK) – a cheap FCF generator

Yup, it’s about that time of the quarantine where I start looking at RCI Hospitality (disclosure: long). I had somehow glanced over this watchlist name over the past few weeks before the current price jumped out at me a few weeks ago. Even though the stock is up about 25% from the lows over the past week, RICK is cheap! This has been a business I’ve followed and wanted to like for some time now, but certain things have kept me away including management mis-dealings, investments into non-core business segments (that have rarely worked out – Scores Las Vegas, Robust energy drinks, Bombshells) and related party transactions that weren’t totally disqualifying but rubbed me the wrong way. However, certain assets look very good at certain prices, and I believe we’ve reached that point with RICK trading at near-7 year lows due to what I’d deem to be short-term issues largely now behind the company, setting the stage for positive operating results over the next 12-18 months.

Shares have been subject to the double whammy of internal control issues (more on that below) and the COVID-19 market wide downturn (obviously impacting RICK’s businesses). While I don’t love the restaurant / nightclub space in a vacuum, the opportunity with RICK provides some different elements than your typical restaurant investment, as this is a well run business with aligned ownership and a strong market position, trading at a [very] depressed multiple of normalized earnings power. At a high level, RICK is a $105mm market cap business with a growing normalized earning/free cash flow power of $25-$30mm, or a $11.00 stock set to earn what I’d conservatively estimate to be $2.00/share or more for the foreseeable future.

Many of the company’s past issues weighing on the share price and investor sentiment seemed to have been corrected (or maybe I’ve just been stuck inside too long), with RICK now in line to continue growing their club count, Bombshells concept and top/bottom lines.

This will most likely end up being a shorter writeup as the business is well-covered in many other places including Seeking Alpha, Microcap Club and various fund manager letters etc., so I will give an overview of the business and strategy, and then focus on the key drivers of the investment and what investors should be paying attention to moving forward.

Right off the top, the two biggest risks to this investment include COVID-19 having a larger than expected effect on both short and long-term results, and the potential secular decline in strip clubs or adult entertainment venues as a whole. In the short term, even with a prolonged shutdown of non-essential businesses across the US, RICK has the cash and liquidity to be able to survive an extended period of time with $0 revenues, and has a good relationship with their primary bank, Centennial, where they believe they’d be granted a line of credit whenever needed in addition to their remaining availability.

The secular decline of strip clubs as a whole is something investors will have to monitor moving forward as it appears that over the past 20 years or so, the number of strip clubs in major markets has declined on an annual basis. In addition, it’s possible that more severe ‘no touching’ or spatial restrictions are put in place following COVID-19, rendering lap dances or close contact within clubs a prohibited activity. Without having feet on the ground knowledge of the drivers behind this, I believe we can at least attribute the number of clubs decline to a number of things as opposed to just a decline in interest or demand. Those factors could include area re-development (more seedy areas of different towns being developed), industry consolidation, lack of profitable clubs (like restaurants, some just go out of business each year), and aging populations. Its my understanding that there is still plenty of demand for well-known clubs in good markets, and RCI still has the opportunity to acquire some bigger players which could materially add to free cash flow. So the above is something to be monitored, but most likely won’t severely affect the next few years for RICK, and I assume they will be able to continue executing on their strategy of rolling up the industry. More on this below.

With that out of the way, let’s talk about the actual business.

Founded in 1983 (IPO’d in 1995), RCI Hospitality is an owner/operator of night clubs (adult entertainment / gentleman’s clubs) and restaurants. The company owns 40 clubs across the US in some of the top markets in the country, and 10 Bombshells restaurants in the Southwestern part of the US with a focus on military customers. The current club count is derived from both previously founded/operated clubs and clubs acquired from other owners over the years.

RICK derives their revenues primarily through three channels; entertainment services (46%), alcohol and beverages (39%), and food merchandise & other (15%). The service segment (VIP spend, bottle service, champagne rooms etc.) drives the majority of club EBITDA, with the sale of alcohol coming in second and food sales generating the smallest percentage. I believe most investors are familiar with the business model; use attractive women to generate traffic in order to sell overpriced food and drinks as well as VIP entertainment services. In RICK’s case, dancers pay up front to work the club, and then get to keep whatever they make in tips throughout their shifts. The club segment is quite attractive, generating 30% or so operating margins and requiring minimal capital to operate, while the Bombshells segment is working its way back to profitable growth but is showing signs of attractive unit economics. RICK has an interesting moat surrounding a large chunk of their clubs, as business licenses for strip clubs are very hard to come by, almost never being granted for owners looking to open a new concept. RICK’s operating licenses are grandfathered in throughout the markets in which they operate. In addition, when RICK purchases a new club, they also buy the real estate, removing the leverage an owner/lessor may have over the business, while also allowing the company to use leverage tied to the value of their real estate as opposed to the cash flows from the operating business. All of the above provides for a nice setup, as RICK is almost a real estate firm with a cash flowing operating business layered in.

The business strategy outlined by management can be summarized in three steps:

  1. Continue to purchase clubs in attractive markets

  2. Grow FCF by 10-15% organically

  3. Repurchase more shares

From 2015-2019, the company has executed flawlessly on this strategy, growing total revenues by 33% and doubling free cash flow, all while decreasing the share count by 6.7%.

RICK Historical Progress

Moving forward, RICK’s aim is to continue to consolidate the nightclub industry by selectively rolling up some of the 3,000-4,000 clubs in operation throughout the US. RICK estimates that the total amount of clubs both available for purchase and that fit their criteria is somewhere around 500, providing a very long runway for growth on top of RICK’s currently owned 40 nightclubs.

Brief Note on the Industry

The adult entertainment and night club industry is fragmented, the majority of which is made up of single name operators across the country. RICK estimates 3,000-4,000 total strip clubs throughout the US, making the runway for acquisition activity very large. While M&A activity can be difficult (cash flowing clubs in good markets don’t go on sale often), I wouldn’t classify the market for purchasing strip clubs to be robust, with limited interest from private buyers, and an unwillingness by banks to lend to the industry. This has left RICK in many cases as the preferred buyer for legacy club owners looking to sell, as RICK has the capability to offer speed, flexibility and funding size that other buyers do not. These aspects also have the favorable effect of knocking down the purchase prices to mid-single digit multiples of EBITDA, including the land that sits under the clubs.

An example of RICKs’ acquisition ability comes from the Q1 2020 call:

Dan Boyle

Hi Eric, first. I want to compliment you on how you have handled yourself through this somewhat challenging period. We appreciate that. Secondly a question on the acquisition how it actually works. Are there many other bidders out there for clubs of the sort like Boston, Miami, or is that just how competitive are these sorts of deals?

Eric Langan

I mean, I’m sure there is other people out there that would love to be in these markets and whatnot. The trick is coming up with the cash. I mean, if you look at our next acquisition, we are putting $11 million cash down to the buyer. Now we are borrowing that money from a bank, but the seller is still getting $11 million in cash. So as far as the seller is concerned, he is getting $11 million cash county. He is carrying a $4 million note.

I don’t think there are a lot of other buyers out there that have the where with all to pull up that $8 million, $10 million, $11 million cash down payments, like ours guys been able to do. Second, I think we have a great track record of closing transactions now which I think that the sellers are taking note of, our reputation on actually not only making the deal, but actually closing the transaction. And in all of the sellers they get paid and they are happy, which definitely helps I think our reputation and helps us to be able to buy just more clubs.

As mentioned, licenses to operate strip clubs in many states, counties and municipalities are rarely granted, where RICK’s historical operating licenses have been grandfathered in. Add in the ‘sin’ element of this business, and competition is limited from new entrants with barriers to entry being quite high (or even not possible) for new concepts.

Capital Allocation

In addition to the operating results, management has outlined a strict capital allocation strategy that RICK has been implementing since 2016. Using the after-tax yield of buying back their own stock as a baseline, management believes that they are able to make better investment decisions. This realization (or ‘come to jesus moment’ as I’ve jokingly heard other investors refer to) stems from a private equity group that introduced CEO Eric Langan to ‘The Outsiders’ book, and conducted a presentation about the key aspects of the managers’ strategies featured in the book.

Pause for eye rolls……

I know what most investors think at the mention of an ‘Outsider’ CEO, or the mention that a CEO read ‘The Outsiders’ (twice in Eric’s case), but it’s clear that Eric was paying attention, and I’d give any manager props who allows him or herself to be open minded enough to continue learning about the best approaches toward running their business.

The current capital allocation strategy consists of the following:

RICK Capital Allocation Strategy

The company considers buying back their own stock if the after-tax yield on free cash flow is above 10%; they consider disposing of underperforming units to free up capital for more productive use; they consider acquiring or developing their own clubs or restaurants that they believe have the potential to provide a minimum cash on cash return of 25%-33%, absent an otherwise strategic rationale; and they consider paying down the most expensive debt if it makes sense on a tax-adjusted basis.

That last part is a key piece to the overall strategy as cash on cash returns generated by acquiring new clubs have to meet or exceed share buybacks or paying down debt.

Unit economics for acquired clubs have been very good over the past few years, generating unlevered returns on equity in the 15-20% range, with levered returns coming in even higher. Below is an example of one of the more recent larger acquisitions RICK made in 2017, for Scarlett’s Cabaret in Miami. RICK paid $26mm for the club and the land for a club generating $6mm of EBITDA.

RICK acquisition economics

RICK was able to purchase the club and underlying real estate for a combined 4.3x multiple of Scarlett’s EBITDA, and financed the majority of the deal with debt, generating an attractive (and most likely growing) Levered ROE of 24%. This is one example, and not every acquisition will be this large, but with hundreds of potential deals to execute, and plenty of capacity to do so, you can see why the reinvestment runway is long and attractive.

The economics of the business and strategy were also laid out nicely by Eric Langan during the Q1 2020 call:

Eric Langan

Yes. We use what is call adjusted EBITDA, and what we do is we take the revenues out of their earnings and let’s say that the revenue earnings $3 million, and then we buy the real estate for appraised value, the real estate seven point some odd million, we would take an 8% cap rate, or about 630,000.

We take that 630 off of that three million, which would give us an adjusted EBITDA of about $2.4 million, we pay three times multiple of that given us a $7.2 purchase price for the business. So, we pay three times adjusted EBITDA for the business. And then we buy the real estate in addition to that.

So, if you want to do – I have seen people out there saying oh you are paying six times or you are paying five times, if you want to look at an overall deal sure we are buying $3 million and we are paying 15 million for it. But we are getting a 7.89 piece of real estate, people want to forget that that real estate has real value.

And as we pay that real estate down because as we own it we pay those mortgages down, we are able to go out and re-borrow that money again at 5%, 5.5% and take and reinvest that money again in the next deal.

And so each deal I think is a little bit better and a little bit better for us. Such as we are 100%, basically 100% financing. So, the reality of the company is not using a single dollar of its own cash and they are picking up three million in new dollars in EBITDA.

Bombshells

The range of outcomes for Bombshells seems to be quite large, and should not be assigned a ton of value at this stage even though management is ploughing a decent amount of free cash into building the restaurants. While bears will point to the questionable investment that deviates from the core strategy (I don’t disagree yet), newly constructed Bombshells have favorable unit economics, costing around $4mm to build (including payouts for land parcels) capable of doing around $1mm in EBIT (based on long-term targeted operating margins). The alcohol/food mix is around 60/40 right now, with alcohol being the much higher margin sale item.

If management is able to hit on their targets (uncertain during the current environment), Bombshells should be able to deliver $50mm in revenues and $7-10mm in EBIT within the next few years. Management has shown a willingness to divest of under-performing assets as well, so I doubt they will keep expanding this concept should the returns/economics start to decline.

Management

A lot has been said about CEO Eric Langan up to this point, and I would encourage investors to read more about him and reach out for a conversation. For a guy with a high school education he’s been able to accomplish an incredible amount, and operates his business in a way that I wish a lot of microcap CEOs would. He’s not perfect and has had his share of missteps with the business, but I believe that he’s taken the appropriate steps to right the majority of negative issues and investor concerns.

Eric owns 8% of the business, and has stated multiple times that this is his life’s work. He’s put 30 years into RCI, and despite some small related party transactions, has done nothing to demonstrate his interest in destroying value for shareholders (or himself). This is arbitrary, but when asked about management’s ultimate goal for the business, I’ve been told either a billion dollar market cap or $100 per share. It’s worth noting that during the stock’s run up from $8/share in 2016 to over $30/share in 2018 (settling around $20-25 through early 2020), Eric sold zero shares. In addition, there are no outstanding options granted to anybody on the management team or the board.

**By the way, it may sound like I’m defending the guy or attempting to tout his track record. That’s not the case. Bottom line, I think he’s a talented operator who knows how to run his business very well and is capable of growing per share value over the next few years.

Related Party Transactions and Accounting Issues

I’m not going to cover much of this here, as plenty of RICK’s past missteps have been written about here, here and here. Some guy even dedicated an entire website to the bear thesis on RICK, and his arguments are flimsy, at best. I’m comfortable with the actions RICK and the management team have taken to disclose all related party dealings, hire a new auditor (Friedman LLP) and work to ensure financials are now being filed in a timely manner. Feel free to message me with any questions, but most information is publicly available.

Debt and Liquidity

RICK historically had somewhat of a complicated capital structure (see previous 10Ks long-term debt section), but has since taken steps to simplify their borrowings and reduce higher interest rate balances with refinances. The company is currently levered just above 3.0x EBITDA. Before COVID, RICK had planned to do a refinance of all outstanding debt toward the end of 2020 to further reduce interest expense. We will see where things stand during the back half the year. Furthermore, given the majority of RICK’s debt is tied to their real estate ownership, refinances at strong LTVs have been the norm over the past few years and should be executable moving forward. For a back of the napkin look at real estate values, banks typically lend for land/construction/real estate at 65-75% LTVs. With $145mm or so in long term debt, the value of RICK’s real estate could be estimated between $190 – $225mm. RICK has been known to sell underperforming assets as well as unused parcels of land (they currently have $7-9mm in for-sale assets), which further provides a margin of safety.

Valuation

I’d argue that RICK’s value or earning power is somewhat obscured through the income statement given their high interest expense and high depreciation rate of assets relative to maintenance capex. As a result, RICK is best valued on a price to free cash flow basis.

RICK defines free cash flow as cash from operations – maintenance capex. I’m choosing to go with management’s metric for a few reasons. First, the majority of total capex is growth capex related to constructing new Bombshells restaurants which is discretionary growth spend. Second, RICK expenses a decent sized portion of repairs and maintenance that show up in SG&A as, you guessed it, repairs and maintenance expense. Third, RCI’s nightclubs simply require less capex than a traditional restaurant or nightclub. Traditional restaurants or nightclubs are much more reliant on the physical appearance of the walls, flooring, and furniture to attract customers into the setting. Dirty restaurants obviously won’t attract repeat business. But this is much less meaningful at the majority of RCI’s adult nightclubs (only its higher end clubs like Tootsies, the NYC clubs, and a few clubs in Texas require higher upkeep). Therefore, RCI depreciates assets on a GAAP basis at a faster rate than its actual replacement capex, which creates a further delta between D&A and maintenance capex, which, as mentioned above, distorts the P/E multiple. 

Management on capex during the Q4 2019 call:

I don’t look at investment CapEx as a cost to the company, that’s a redeployment of the free cash flow that we generated for the year. And that’s why we only use maintenance CapEx as a deduction from free cash flow. Because if we did no further investment, the cash will just build up in the company, and therefore, we’ve generated that free cash flow. And so — but maintenance Capex is that money we actually spent on maintenance or repairs of existing assets. And that’s why we deduct that from our operating income. 

Prior to any impact from COVID-19, RICK was operating at a $30mm run rate for free cash flow (probably plus a few million from asset sales). RICK did $33mm in FCF for YE 2019, and was guiding for $30mm for FY 2020. A 16% FCF margin as the company calls it is in line with management’s stated goals. That target is reasonable from here on out. I did some back of the napkin math indicating that it’s possible for RICK to reach a $35-40mm FCF run rate by 2023-2024 on the back of $250mm in revenues, or 12% growth per year. I don’t view these estimates as overly heroic given acquisition + SSS growth + contribution from Bombshells, and another large potential nightclub acquisition. I’ve seen some say that RICK deserves a 20x multiple on their FCF given the reinvestment runway, cash generation and returns on equity. While I’m less optimistic than that, even a 12-15x multiple of TTM FCF (on an EV basis) severely undervalues the business.

As mentioned above, RICK acquires clubs from retiring/distressed owners, and is typically the preferred buyer given the size of their checkbook, speed to the closing table, and ability to actually run the clubs. That last part is key as many RICK acquisitions have combined cash/debt and seller’s notes, and what good is a seller’s note if the acquiring party runs the club into the ground and then doesn’t re-pay the debt? So as a sanity test for the above, my channel checks indicated that RICK is constantly evaluating deals/offers in the form of incoming calls, and just hasn’t yet found another large acquisition to do given their price discipline. Multi-club operators in strong markets are their preferred targets. Of note, RICK evaluated a large acquisition for a multi-club operator doing around $15mm in EBITDA, and offered $60mm for the clubs and real estate. The owner countered with $90mm. The deal obviously never got done, but that is a good example of what RICK is looking for and what they are willing to pay.

Of note, my valuation above doesn’t factor in buybacks, which are a large part of the capital allocation strategy and should materially impact FCF per share growth moving forward. In fact, upon a re-opening of the economy and RICK’s night clubs, I’d expect to see some significant buybacks being done at current prices.

From the Q1 2020 call:

Eric Langan

As you have seen in the last quarter, that is all we did. We bought back $6.4 million worth of stock with all the cash flow regenerated and all the debt we paid everything else. We ended up with one million less than cash when we started the quarter with and bought $6.4 million of the stock back.

As we move into this quarter, if the stock continues to sell off in the next week, and we will be out there buying it, I’m sure. So I mean if the market wants to continue to discount our assets, we are going to continue to buy them back.

Adam Wyden

So, is it fair to assume that next week to stock is at 18 bucks that you guys could, I mean within the guidelines of Safe Harbor and volume blocks, I mean, you could in theory execute against all 7% of that in whatever 14 million or 7% in the next kind of in this quarter I mean all things being equal.

Eric Langan

Obviously, we have to have about, $8 million to $10 million in cash to operate. So, we are not going to get ourselves into a situation where we are short cash on hand for operations. But yes, I mean we would be extremely aggressive, it would depend on if blocks became available. In the last quarter, we had two major blocks come available, that we bought from a single investor. If those blocks become available, we are definitely going to look at them.

Overall I think the risk/reward at these prices is favorable and the next few years should provide more evidence of strong capital allocation and continued growth in free cash flow per share.

Risks / Mitigants

Key man risk – this is the biggest risk for me. Were Eric Langan to step down or be forced out of the CEO position, that would materially change the thesis for me

Debt load – currently above 3.0x – strip club business fairly stable, most of that debt is on real estate – so its less leveraged than a lot of retailers with lease commitments

Oil price – given large presence in Texas, VIP spend could severely decline (bounce back from 2008-2009 was solid, but again, large exposure in TX helped)

VIP spend declines – with small businesses/the economy taking such a huge hit, even if in the short term it’s possible that RICK sees VIP spend (the majority of revenues/EBITDA decline. The mitigant to this would be a resumption of normal activity and pent up demand for RICK services.

Real estate values (and LTV) take a dive in this new inflationary environment where rates increase – rates seem to be decreasing, and it may take a while for the stimulus effects to work their way into the economy as inflationary

Inability of Bombshells to scale profitably (way below target operating margins)

Club attrition happens faster than expected – there are clubs that underperform over time and management has been quick to close or sell them

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