Vcg (AMEX:PTT)
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VCG Holding Corp. (AMEX: PTT), a nationwide owner/operator of adult
nightclubs, announced today that it has completed the purchase of all of
the stock of Classic Affairs Inc. in Minneapolis, Minnesota. The 23,000
square foot club operates under the name Scheiks Palace Royale, and is
located in a prime downtown location, blocks away from the Metrodome
Stadium. The building was originally a federal reserve bank in the
1920's, and retains status as a registered historic landmark.
The total purchase price for the club and its underlying real estate was
$10 million in cash. However, to maximize its financial flexibility, VCG
entered into a sale-leaseback transaction for the real estate which
generated $3 million of proceeds and reduced the company’s
effective purchase price of the club to $7 million. In 2006, the club
generated revenue of approximately $5 million and pro-forma net income
(adjusted for the sale-leaseback and taxes) of approximately $1.3
million.
Troy Lowrie, CEO and Chairman of VCG, stated, “We
are very excited about this acquisition. While we paid slightly in
excess of 5 times pro forma net income for the club, we believe we can
significantly increase its profitability. We intend to open the club
during the daytime, which typically increases a club’s
revenue by 15%. We also intend to open the club on Sundays. Since the
club is only two blocks away from the Metrodome, we believe it can
capitalize on the attendance at Vikings football games, Twins baseball
games, and other events at this venue. Our experience in Denver has
taught us that operating a club on a sports Sunday can meaningfully
increase a club’s profitability. The
Minneapolis club also has a top floor which we can use as a disco or for
other purposes as we have successfully done at some of our other clubs.
Finally, we intend to expand the Minneapolis club’s
kitchen and utilize other portions of the unused space. In total, the
changes we intend to make at the club are relatively easy to implement
and should generate significant increases in net income and cash flow.”
“This acquisition is highly accretive,”
Mr. Lowrie continued, “and adds what we
believe is the best facility in the country that houses an adult
nightclub. In addition, this acquisition further validates our strategy
of using our extensive industry contacts to help us identify and acquire
clubs at attraction valuations. VCG is rapidly becoming the buyer of
choice to the many adult night club owners who are interested in selling
their clubs. VCG’s acquisition pipeline
remains robust and we will continue to use our disciplined acquisition
criteria to capitalize on these opportunities. 2007 has been a busy year
for VCG. We have acquired 8 clubs so far and expect to acquire
additional clubs during the remainder of the year. We remain very
comfortable with our previously announced earnings guidance and are
enthusiastic about the company’s future.”
Under the terms of the sale-leaseback mentioned above, a newly formed
limited partnership acquired the club’s real
estate for $3 million and then agreed to lease the property to VCG for
20 years. VCG will be the 1% general partner and third party investors
will be the 99% limited partners. VCG maintains first rights to buyout
the 99% limited partnership interests. Mr. Lowrie said, “The
sale-leaseback is a wonderful transaction since it enables VCG to
essentially control the club’s real estate
while enabling the company to invest its capital in future acquisitions
of clubs which will be even more accretive to shareholders.”
Please visit our website at www.vcgh.com
to view pictures of this amazing building and business.
About VCG Holding Corp.
VCG Holding Corp. is an owner and operator of adult nightclubs
throughout the United States. The Company currently owns thirteen adult
nightclubs and one upscale dance lounge. The night clubs are located in
Raleigh, Indianapolis, St. Louis, Denver, Colorado Springs, and
Louisville.
Forward-Looking Statements
Statements contained in this press release concerning future results,
performance or expectations are forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. These
statements include statements regarding the intent, belief or current
expectations of the Company and members of its management team, as well
as assumptions on which such statements are based. All forward-looking
statements in this press release are based upon information available to
the Company on the date of this press release. Forward-looking
statements involve a number of risks and uncertainties, and other
factors, that could cause actual results, performance or developments to
differ materially from those expressed or implied by those
forward-looking statements including the following: failure of facts to
conform to necessary management estimates and assumptions; the Company’s
ability to identify and secure suitable locations for new nightclubs on
acceptable terms, open the anticipated number of new nightclubs on time
and within budget, achieve anticipated rates of same-store sales, hire
and train additional nightclub personnel and integrate new nightclubs
into its operations; the continued implementation of the Company’s
business discipline over a large nightclub base; unexpected increases in
cost of sales or employee, pre-opening or other expenses; the economic
conditions in the new markets into which the Company expands and
possible uncertainties in the customer base in these areas; fluctuations
in quarterly operating results; seasonality; changes in customer
spending patterns; the impact of any negative publicity or public
attitudes; competitive pressures from other national and regional
nightclub chains; business conditions, such as inflation or a recession,
or other negative effect on nightclub patterns, or some other negative
effect on the economy, in general, including (without limitation) growth
in the nightclub industry and the general economy; changes in monetary
and fiscal policies, laws and regulations; war, insurrection and/or
terrorist attacks on United States soil; and other risks identified from
time to time in the Company’s SEC reports,
including the Annual Report on Form 10-KSB for 2006, Quarterly Reports
on Form 10-QSB and Current Reports on Form 8-K, registration statements,
press releases and other communications. The Company undertakes no
obligation to update or revise forward-looking statements to reflect
changed assumptions, the occurrence of unanticipated events or changes
to future operating results over time.