RCI Hospitality Holdings, Inc. (NasdaqGM:RICK) entered into definitive agreements to acquire Baby Dolls Of Dallas Inc from TTNA, Inc. for $4.9 million on December 12, 2022. RCI Hospitality shall pay to TTNA for all of the Purchased Assets a total purchase price of $4.85 million plus, which will be payable at the Closing, as follows: (a) $1.5 million cash by wire transfer; (b) issue to TTNA a 10-year promissory note (the “Promissory Note”) with a principal amount equal to $3.35 million. In a related transaction, RCI Hospitality Holdings also entered into a definitive agreement to acquire three Chicas Locas adult nightclubs and one Baby Dolls club in Texas. The transaction is subject to transfer of and/or obtaining all necessary permits, licenses, and other authorizations, and other customary closing conditions. The transaction is expected to close in January 2023. On January 25 and 26, 2023, the parties to those agreements entered into amendment agreements whereby this date was extended to February 28, 2023. Charles J. Quaid of Quaid Farish, LLC. acted as legal advisor to TTNA, Inc. Robert D. Axelrod of Axelrod & Smith acted as legal advisor to RCI Hospitality.

RCI Hospitality Holdings, Inc. (NasdaqGM:RICK) completed the acquisition of Baby Dolls Of Dallas Inc from TTNA, Inc. on March 16, 2023. The cash consideration at closing was partially funded by the $10 million line of credit secured by RCI on March 9, 2023.