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Soho House and Co has agreed a $2.7bn (£2.1bn) take-private deal by MCR Hotels that will see its shares removed from the New York Stock Exchange.
The agreement will see shareholders receive $9 (£6.66) per share in cash – an 83% premium on the company’s share price before the deal was proposed in December 2024.
The transaction is being led by MCR, the third-largest hotel owner-operator in the United States. Its chairman and chief executive Tyler Morse will become vice chairman of the Soho House board.
Existing controlling shareholders including executive chairman Ron Burkle and the Yucaipa Companies will retain a majority stake by rolling over their equity interests. Other key investors such as Richard Caring, founder Nick Jones, and Goldman Sachs Alternatives are also expected to retain most of their holdings.
The deal includes financing from funds managed by Apollo and a further equity injection from a group of strategic investors led by Ashton Kutcher, who will join the board once the deal closes.
Eric Deardorff, chair of the special committee that reviewed the transaction, said: “After detailed consideration by the special committee with the assistance of our outside financial and legal advisors, we determined that the $9 (£6.66) per share in cash consideration delivers meaningful and immediate value to stockholders.”
Soho House chief executive, Andrew Carnie, said the decision to go private reflects investor confidence in the company’s transformation since its 2021 IPO.
Carnie added: “Since our IPO in 2021, we’ve focused on building a stronger, more resilient business. Returning to private ownership enables us to build on this momentum, with the support of world class hospitality and investment partners.”
The company reported consistent revenue growth and a 50% increase in adjusted EBITDA from 2022 to 2024, and has expanded into cities including São Paulo, Mexico City, Nashville and Paris.
The deal remains subject to regulatory approval and a shareholder vote, excluding investors and directors involved in the transaction. Completion is expected by the end of 2025, after which Soho House shares will be delisted.
