RCI HOSPITALITY HOLDINGS, INC. 10-K

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Our common stock is quoted on the NASDAQ Global Market under the symbol “RICK.” Holders On December 8, 2020, the closing stock price for our common stock as reported by NASDAQ was $28.01, and there were approximately 150 stockholders of record of our common stock (excluding broker held shares in “street name”). Currently, we estimate that there are approximately 5,500 stockholders having beneficial ownership in street name. Transfer Agent and Registrar The transfer agent and registrar for our common stock is Colonial Stock Transfer Company, Inc., 66 Exchange Place, 1st Floor, Salt Lake City, Utah 84111. Dividend Policy Prior to 2016, we had not paid cash dividends on our common stock. Starting in March 2016, in conjunction with our share buyback program (see discussion below), our Board of Directors has declared regular quarterly cash dividends of $0.03 per share, except for the fourth quarter of fiscal 2019 and the second and fourth quarters of fiscal 2020 when we paid $0.04 per share. During fiscal 2020, 2019, and 2018, we paid cash dividends totaling $1.3 million, $1.3 million, and $1.2 million, respectively. Purchases of Equity Securities by the Issuer Following is a summary of our purchases during the quarter ended September 30, 2020: Period Total Number of Shares (or Units) Purchased Average Price Paid per Share (or Unit) (1) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs (2) Maximum Number (or Approximate Dollar Value) of Shares (or Units) That May Yet be Purchased Under the Plans or Programs July 1-31, 2020 - - $ 11,751,514 August 1-31, 2020 - - $ 11,751,514 September 1-30, 2020 50,712 $ 19.64 50,712 $ 10,755,434 Total 50,712 $ 19.64 50,712 (1) Prices include any commissions and transaction costs. (2) All shares were purchased pursuant to the repurchase plans approved by the Board of Directors. Subsequent to September 30, 2020 through the filing date of this report, we purchased 74,659 shares of the Company’s common stock for a total of $1.8 million. 19 Equity Compensation Plan Information The Company’s 2010 Stock Option Plan expired on September 30, 2020. Stock Performance Graph The following chart compares the 5-year cumulative total stock performance of our common stock; the NASDAQ Composite Index (IXIC); the Russell 200 Index (RUT); and the Dow Jones U.S. Restaurant & Bar Index (DJUSRU), our peer index. The graph assumes a hypothetical investment of $100 on September 30, 2015 in each of our common stock and each of the indices, and that all dividends were reinvested. The measurement points utilized in the graph consist of the last trading day as of September 30 each year, representing the last day of our fiscal year. The calculations exclude trading commissions and taxes. We have selected the Dow Jones U.S. Restaurant & Bar Index as our peer index since it represents a broader group of restaurant and bar operators that are more aligned to our core business operations. RICK is a component of the NASDAQ Composite Index and the Russell 2000 Index. The historical stock performance presented below is not intended to and may not be indicative of future stock performance. 20 Item 6. Selected Financial Data. The following tables set forth certain of the Company’s historical financial data. The selected historical consolidated financial position data as of September 30, 2020 and 2019 and results of operations data for the years ended September 30, 2020, 2019 (as revised), 2018 have been derived from the Company’s audited consolidated financial statements and related notes included elsewhere in this Annual Report on Form 10-K. The selected historical consolidated financial data as of September 30, 2018, 2017, and 2016 and for the years ended September 30, 2017 and 2016 have been derived from the Company’s audited financial statements for such years, which are not included in this Annual Report on Form 10-K. The selected historical consolidated financial data set forth are not necessarily indicative of the results of future operations and should be read in conjunction with the discussion under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and the historical consolidated financial statements and accompanying notes included herein to enhance understanding of these data (in thousands, except per share data and percentages). Financial Statement Data: Years Ended September 30, 2020 2019 (2) 2018 2017 2016 Revenue $ 132,327 $ 181,059 $ 165,748 $ 144,896 $ 134,860 Income from operations $ 2,746 $ 34,701 $ 27,562 $ 23,139 $ 20,693 Operating margin 2.1 % 19.2 % 16.6 % 16.0 % 15.3 % Net income (loss) attributable to RCIHH $ (6,085 ) $ 20,294 $ 20,879 $ 8,259 $ 11,218 Diluted earnings (loss) per share $ (0.66 ) $ 2.10 $ 2.15 $ 0.85 $ 1.11 Capital expenditures $ 5,736 $ 20,708 $ 25,263 $ 11,249 $ 28,148 Dividends declared per share $ 0.14 $ 0.13 $ 0.12 $ 0.12 $ 0.09 September 30, 2020 2019 2018 2017 2016 Cash and cash equivalents $ 15,605 $ 14,097 $ 17,726 $ 9,922 $ 11,327 Total current assets $ 31,433 $ 35,890 $ 36,802 $ 26,242 $ 29,387 Total assets $ 360,933 $ 354,756 $ 329,732 $ 299,884 $ 276,061 Total current liabilities (excluding current portion of long-term debt and operating lease liabilities) $ 19,372 $ 18,454 $ 14,798 $ 13,671 $ 17,087 Long-term debt (including current portion) $ 141,435 $ 143,528 $ 140,627 $ 124,352 $ 105,886 Total liabilities $ 208,626 $ 185,336 $ 176,400 $ 164,659 $ 146,722 Total RCIHH stockholders’ equity $ 152,721 $ 169,576 $ 153,435 $ 132,745 $ 126,755 Common shares outstanding 9,075 9,591 9,719 9,719 9,808 Non-GAAP Measures (1) and Other Data: Years Ended September 30, 2020 2019 2018 2017 2016 Adjusted EBITDA $ 22,357 $ 46,242 $ 44,387 $ 37,348 $ 34,531 Non-GAAP operating income $ 13,903 $ 37,945 $ 37,000 $ 30,668 $ 27,566 Non-GAAP operating margin 10.5 % 21.0 % 22.3 % 21.2 % 20.4 % Non-GAAP net income $ 4,709 $ 23,570 $ 21,160 $ 13,953 $ 13,302 Non-GAAP diluted earnings per share $ 0.51 $ 2.44 $ 2.18 $ 1.43 $ 1.32 Free cash flow $ 13,481 $ 33,316 $ 23,242 $ 19,281 $ 20,513 Same-store sales -4.4 % -0.3 % +4.6 % +4.9 % -1.3 % (1) Reconciliation and discussion of non-GAAP financial measures are included under the “Non-GAAP Financial Measures” section of Item 7 – “Management’s Discussion and Analysis of Financial Condition and Results of Operations” that follows. These measures should be considered in addition to, rather than as a substitute for, U.S. GAAP measures. (2) We revised the consolidated balance sheet as of September 30, 2019 and the consolidated statements of operations and cash flows for the year ended September 30, 2019 due to an error in our income tax provision. See Note 4 to our consolidated financial statements. 21