Second offer in a year represents an 83% premium but values the company well
below its IPO price in 2021.
LONDON – An undisclosed, new third-party consortium has made
an offer to buy out Soho House & Co. from The Yucaipa Cos., valuing
the company at $9 per share, an 83% premium over its recent closing price.
The buyout offer for the private members’ club/hotel brand
founded in 1995 would value the company at just over $1.7 billion, below its
$2.8 billion market cap when Soho House went public in 2021.
The offer is conditioned on significant shareholders,
including Yucaipa Cos. Executive Chairman Ron Burkle and its affiliates,
rolling over their equity interests in the company as part of the transaction.
The board of directors has formed an independent committee
to evaluate the offer. The offer is currently supported by Burkle and The
Yucaipa Cos. The company said it does not expect to make any further public
comment unless and until a transaction or alternative is approved, or it
concludes its reviews.
Because of declining value of Soho House, Burkle this year has
been advocating to take Soho House private.
In late May, Soho House & Co. rejected an acquisition
offer at a “substantial premium,” suggesting the unprofitable company was
confident in its ability to turn around.
Soho House also reported its third quarter results on
Thursday, which included revenue of $333.4 million, just shy of Wall Street
estimates of $334.6 million.
It posted a loss per share of $0.01, in line with the
consensus and an improvement from a loss per share of $0.22 in the year-ago
quarter.
"Our third quarter results reflect the strength of our
membership model. Membership revenues grew 17% year-on-year, while we achieved
our highest ever quarterly Total revenues and Adjusted EBITDA. At the end of
the period, we opened Soho Mews House in London, our 45th House, with
great feedback from members. We have continued to see significant demand for
other recent openings, including Sao Paulo, Mexico City and Portland,” said
Andrew Carnie, CEO of Soho House & Co. "Despite a choppy consumer
environment, our long-term strategic focus on operational excellence and
delivering the best member experience continues to drive improved performance.”