Eric Langan
Management
Thank you for taking your time today. I think there have been technical difficulties with my last phone. Let’s hope this one is working better. I'll begin the conference call with an overview. We’re going to talk about Q3 '13 financial results, the debt update and the cash flow, talk about our new project status, where we are with those projects and what we’re doing, review our shareholder value strategies, industry roll up and diversification update, kind of let you know where the industry was as a whole, how we think we stand in the roll up of the industry and talk about our diversification and why we’re working on that, talk about the pain over last four years, for the company and our shareholders and how that’s behind us and how we’re looking forward to the remainder of 2013 and 2014, and then we’ll end the call with a question-and-answer session. Starting with 2013, $28.3 million in the third quarter, total consolidated revenue up 18.3% from the previous year, strengthened our Jaguars’ acquisition and the Bombshells of Dallas we’re very happy with. Both of those are doing very well and our New York and Minneapolis markets both performed very well in this quarter. Income from operations, GAAP number $5.7 million, non-GAAP $7 million with adjusted EBITDA of $6.9 million. Our GAAP net income of $0.23 per share was impacted by $540,000 in one-time unusual expenses and settlements of lawsuits. Those one-time unusual expenses are mainly the startup costs from any location that's not still open. Once we open the location we're going to take them out of there and actually that'll just be end of the startup cost of opening that location, and then the settlement of two lawsuits that were pending, that we're very happy to get rid of, basically (inaudible) and settlements. Non-GAAP net income $0.35 per share. GAAP operating margins 20% versus 16%, so we're starting to see the operating margins increase. Cash flow from operations, $14.2 million for the nine months, and we have invested $9.1 million cash in property equipment and businesses in these nine months. Our debt update, $76.5 million in total long term debt, of which $39.5 million is real estate related debt, $28.7 million is subsidiary level debt from club acquisitions. The collateral on these loans are basically the businesses that we acquired. The parent company level debt at $8.3 million, our current portion of long term debt $7.8 million, which means we're paying off approximately or pretty close to $2 million to quarter on our long term debt, and our free interest expense $1.9 million or 6% of revenue as well within our level of what we want to keep that at. Accelerated pay down of high interest debt, $1 million in the first nine months on the Tootsie's debt which now stands at $6.06 million, and we're going to continue to work on accelerating and paying down that debt as quickly possible. It is our highest interest rate debt. Update on new projects; we now have 37 locations open with six more in the works, several more under consideration. The Ricky Bobby Sports Saloon in Fort Worth opened successfully two weeks ago, exceeding over 80,000 sales the first week and over 90,000 in sales last week. We expect that location to continue to grow. The Bombshells in Dallas continue to exceed our expectations averaging over 65,000 weekend sales now and still growing. This is the off season for the sports bar market, and so we really expect as we move forward, as football starts up next week with full preseason games and then we move in later into the season with basketball and hockey as well, especially in Dallas market where the Stars and Mavericks play right down the street from our location, we expect to see that location continue to do even better. We currently have a building under contract in Beaumont, Texas to do Bombshells in. We're also moving forward in the Rick's Cabaret Houston which we closed due to the fact that we weren't really making any money at that location and operating losses there were continuing to increase, and so we decided to close that location and we're looking at the possibility of putting new Jaguars on that site. Our Vivid Cabaret in LA, we’re waiting for the final license approval. We had a little soft opening deal for a day and now we're waiting for our final license approval, our business license. We did a little showcase there and that location should formally open sometime in Q4 and we're on schedule with the construction at the New York location, the Vivid location, which should open in the first quarter of 2014 as well. The Temptations, the Beaumont location is another location we have going which is scheduled to open August 15 should open on time. Our permit is in place there for us to open that location. We're currently waiting for the liquor license approval but we're going to open without the liquor license at first as a BYOB and then when the liquor license is issued we'll convert the concept to full liquor. The Rick's Cabaret Odessa is scheduled to open in the first quarter 2014. We have about approximately four weeks left on the construction there according to contractors and we look forward to getting that location open as soon as possible. That will be a full (inaudible) with kitchen and we suspect that it will be very, very well in the location it is in the Odessa market which is really booming right now with the oil industry. Under consideration right now, we have a Bombshells location in Houston that we’re currently doing some research on and a Bombshell in Austin that we are currently working on as well. And we are also looking at several other acquisition targets in the adult club market that we hope to put together and build or announce in the near future to continue to keep our growth at 20% to 30% range that we're focused on. Focusing on shareholder value; we're focused on the higher profit customers. Our same store sales maybe declined a little because we're not just trying to sell seats like we were doing through recession, and now we're looking for customers that we can actually make money off of. So while our same store sales may decrease a little at certain clubs, we're going to see better margins going forward as we do less discounting. We have completed our original 5 million stock buyback, purchasing 756,087 shares at average prices of $6.61 and we are now into our new $3 million buyback, which has $2.45 million remaining in net. We're continuing to explore ways to increase the value, use the left up (ph) value of our real estate, including exploration of our REIT. I have been talking with several banks that specialize in REIT formations and REIT. We realized that we're probably little too small scale to do a REIT on our own. So we're talking with several other club owners and we'll be out at the expo on the 20th through the 22nd with the Gentlemen's Club Owners Expo talking with other club owners to start exploring the possibility of may be having several club operators, putting our real estate together and forming a REIT as a way to pull cash out for the company to do expansion, as well as looking at leveraging those real estate assets.\ One of the most exciting developments recently is a new bank loan that we were able to achieve at prime plus one and half with 6.25% from real estates that we just refinanced in Austin, Texas and we are talking with that bank and a few others about possibly rolling some of our other real estate on existing real estate as well as setting up possible line of credit to expand our restaurant operations, and we are very excited that the banking seems to be coming back. This is the first real bank loan we have been able to do since 2008. They know the acquisition so we are very happy with that. We are also looking at getting a possible sale lease packs with the options of repurchasing that property at a later time which provided we can get a decent interest rate on, would give us the benefit of unlocking some of that cash for expansion. One of the other things we are going to be working on very hard is presenting the company at investor conferences. We have already booked several conferences between September and December. We are looking to get into a couple of more and hopefully get out there and at least once a month or go twice a month and tell our story and promote our company. Going forward with the presentation, the Rick's Then and Now slide, I really want to tell you how we got where we are, what we have learned from our mistakes that, the Vegas acquisition, at the time it seemed like a great acquisition. It was a very large acquisition, single club which put a lot of risk on a single property, similar to what we did in Miami and of course Miami, we were very successful with it and in Vegas we were not successful with it and the risk of failure on those large acquisitions, I think outweighs the gains and we kind of stayed away from those and gone to more multi club acquisitions like the Jaguars, or if we have a single property that has a problem, we still have that acquisition spread out over many other cities and clubs. The acquisition issues with closing the acquisitions on time, when we think we are going to have a certain acquisition, similar to the BCG acquisition and so we really look at smoothing that growth out, so that we can have a nice steady growth. So we don’t have 40% growth in one quarter and 10% growth in the next quarter and 3% growth in the next quarter and 35% growth in the next quarter, kind of say a nice steady growth of pattern. And that’s why we like the sports bar restaurant live music venues and that’s why we think they make sense is because we can go, okay these venues are going to do $3 million to $5 million and we saw profit margins 15% to 25% depending on the volumes and okay we can go and open three in this market and two in that market and guarantee percentages of growth and revenue growth and earnings growth. So we are really looking at those as well as to compliment, not to replace the acquisition of other existing adult clubs throughout the country. Why owing real estate is so important? In the adult market the licenses go with the properties. They're zoning, they can't be moved, they can't be switched. The nice thing about the sports bar restaurant live music venues are we can actually lease buildings because if our landlord comes in and jacks up our land or those things we can always move down the street or another part of town, which we can’t do with the adult. We are especially excited about our 50 West 33rd Street location and that location generates a lot of revenue for us and a lot of net income for us. We have been going through a lot of changes on the deal. It’s kind of evolved as we come along and we have looked at purchasing the entire property including the air rights for $23 million. We've kind of evolved. We had a group that made an offer to purchase 10 SARs from us which is basically two-thirds of air rights which are the residential air rights that move to an adjacent property for $8 million, which means we would get our building and still have a 5 SAR, still got 20,000 square foot of commercial space there for $15 million and we've gone to the landlord and we had some financing set up. The landlord decided that he would beat that financing and own our finance for us. So we talked to him, then we decided after talking with the tax attorneys, there were other issues that he would do a lease modification with a right to purchase the property at any time during the lease when we can cash him out for saving him some tax and so we actually cashed the property out. But now it looks like we are going to buy and sell the air rights in one transaction and buy our property in another transaction by entering into a lease modification till such time as we buy our property for the remaining $10 million after funding $30 million cash at the closing on the air rights. So it’s a very complicated transaction, there is a lot of taxes in New York that we have to be aware of and look for that we don’t see in other states, when you sale and transfer real estate. So we have got the experts who are working on that for us and keeping us out of any trouble on that and making sure that we maximize our price that we are paying and the landlord is working of course to maximize his profits on selling us that property. Looking at our forward growth strategy, we’ve achieved 18% growth so far this year. I think that as we continue to grow with Ricky Bobby’s opening and some of the other clubs we have opening that we are on target to achieve our 20% to 30% growth target that we’re looking for, continue to expand these non-adult concepts with the Bombshells looking for additional locations and now as we move forward with Ricky Bobby’s that the Ricky Bobby’s Sportsman continues to grow and we continue to deal. We develop that format as well. They’re similar but they’re really non competing deals because they basically cater to different types of customer base, very similar to our Rick's Cabaret and our cabaret concepts that we’ve gotten very good at doing. Also, continuing to acquire existing clubs on favorable terms, we’re not just looking to go out and acquiring things just to acquire stuff. We want to make sure that our return on cash is good. We want to make sure that we’re not getting ourselves into a lease where we’re going to have our rent jacked up often in the future. We want to try to buy our properties when we can. We believe there 500 clubs in that acquisition universe and basically we own and rent 50 of them of them right now. So we believe there is a huge growth potential to continue to grow in that market as well and I think that as we continue to grow with the real estate hopefully we’re going to be able to use more bank financing for the real estate which will lower our cash out of pocket cost on the real estate, which hurts our overall return on investment, because the return on the real estate is much lower than the return on the actual operating company. Looking our outlook for 2013 and 2014, entering the fine season on a roll with our 2013 growth target in sight. Our earnings are increasing, our revenues are increasing and as we enter our October, November, December, which is the beginning of our prime season going forward and then hitting January, February, March, last year the Super Bowl the last quarter we had a little downtime mainly because of hockey was not going on. The Super Bowl wasn’t in one of our cities. Well next year the hockey season should be gone on course and find the (inaudible) New York as much in the following year and we’re going to have the Super Bowl in New York City which we think will be great for us. We have the new Vivid open. We do believe that the Vivid and Rick's complementary concepts, not competing concepts, very similar to our Rick's Cabaret and our Cabaret North in the Fort Worth and Dallas market, the downtown cabaret and the Rick’s Cabaret in Minneapolis with both completing each other and both doing very, very well with their demographics. We think we can duplicate that in New York City as well. We’re also going to continue to reduce the high risk debt again working with the banks. So I think that’s going to help the bank financing, should hopefully help as we move forward and, we’re getting to a point where we’re starting to generate tons of tons cash. As we open these locations we’re starting to get farther and farther long in the construction. So the cash outlays that we’ve been having go out in LA, in New York at the Ricky Bobby’s and in the Bombshells, those cash outlays are going to slow down and as they actually start generating revenue, we’re going to see kind of a double turnaround on that of our actual cash. And we’re also continuing to score I've said the best use of our real estate holdings. I do think that as we move into 2014, we’re going to find a way to unlock that hidden value of all the equity we have in the real estate, either through some type of REIT, through some type of sale leaseback program or through bank financing where we’re able to go in and borrow money against our wholly owned and free and clear property pulling cash in for expansion. In 2014 I think something we’ll continue to grow. I’m very excited about the prospects of our growth going forward. We’re talking with several operators on a couple of multi-club acquisitions which would add several clubs at one time. As our (inaudible) perform we may have another weight of rate capital through equity. So there is lots of forms and ways for us to fund this growth and obviously we’re going to use whatever works best and as the least dilutive to our shareholder base. Speaking to a very important thing that I think needs to be said is that I own a very large portion company, but not in terms of 50% or anything but 12.4%, but that is still over 90% of my personal net worth and my personal net worth is basically tied to the success of Rick’s and what Rick’s does. I’ve continued to buy stock. I’ve never been a net seller of Rick’s stock and I’ll continue to buy additional properties. So I believe that’s the best investment I can make, especially at the current price levels. With that said I’d like to take a question-and-answer session at this time.