Soho House go-private deal saved

NEW YORK CITY – Soho House has secured $200 million in alternative funding commitments for its pending take-private deal.

The new package includes equity from Morse Ventures ($50 million) and MCR ($50 million). Debt financing was also upsized, and rollover agreements were amended to reduce the cash needed. Morse Ventures is an entity created by MCR Chairman and CEO Tyler Morse.

This removes the key obstacle to the $9.00/share go-private transaction, expected to close by late January 2026.

Under the new arrangement, Soho House Founder Nick Jones, Ron Burkle, and Yucaipa would retain a majority stake in the business, reportedly about 75%.

The news comes after news broke last week that the proposed $2.7 billion deal to take the struggling members-only club Soho House private was potentially in jeopardy after New York City-based MCR stated it would not be able to fully fund its $200 million commitment for the pending sale by the expected closing date.

According to a statement in Soho House’s SEC filing, alternative commitments were executed by Soho House, Merger Sub, and Soho House Holdings Ltd. on Monday and Tuesday. The new arrangements include a $50 million equity commitment from Morse Ventures Inc., which has arranged a third-party secured note facility to support this funding. MCR has also notified the company that it will provide an additional $50 million in equity, bringing the combined Morse Ventures and MCR equity commitments to $100 million.

In addition, Soho House Holdings Ltd. amended its debt commitment letter with Apollo and GS Principal Investors, increasing the size of its senior unsecured notes facility from $150 million to $220 million. As part of this adjustment, Apollo Capital Management, L.P.’s existing $50 million equity commitment was reduced to $30 million.

The company also amended its Rollover and Support Agreements with Broad Street Principal Investments, several West Street Strategic Solutions funds, and Richard Caring. Under these amendments, additional shares of Class A and Class B common stock will remain outstanding following the merger, reducing the funds required to close the transaction by approximately $50 million.