VCG Holding Corp. Provides Update on Progress of Special Committee
August 20 2010 - 8:00AM
VCG Holding Corp. (Nasdaq:VCGH), a growing and leading consolidator
and operator of adult nightclubs, provided an update regarding the
progress of the Special Committee of its Board of Directors. The
Special Committee was formed in order to evaluate the proposal made
by Family Dog, LLC, an entity affiliated with the Company's Chief
Executive Officer, Troy Lowrie, and Lowrie Management, LLLP
(collectively, "Lowrie"), to acquire all of the outstanding common
stock of the Company (other than the shares held by Lowrie, its
affiliates and certain other investors) for $2.10 per share in cash
(the "Proposal"). The Special Committee has informed Lowrie
that it has determined, with input from its advisors, that the
terms of the Proposal are currently inadequate. In addition,
the Special Committee has directed its financial advisors, North
Point Advisors LLC, to begin to contact any parties that had either
previously expressed an interest or might potentially be interested
in pursuing a transaction with the Company.
The Special Committee cautions investors that no final decisions
have been made by the Special Committee with respect to the
Proposal. The Special Committee, working with its advisors,
intends to proceed in a timely and orderly manner in its
negotiations with Lowrie and any discussions with interested third
parties, if any. No assurance can be given that an agreement
on terms satisfactory to the Special Committee or the Board of
Directors will result from the Proposal submitted by Lowrie or any
other party, or that any transaction recommended by the Special
Committee will be completed.
About VCG Holding Corp.
VCG Holding Corp. is an owner, operator, and consolidator of
adult nightclubs throughout the United States. The Company
currently owns 19 adult nightclubs located in Anaheim,
Indianapolis, St. Louis, Denver, Colorado Springs, Dallas, Raleigh,
Minneapolis, Louisville, Miami, and Portland, ME.
The VCG Holding Corp. logo is available at
http://www.globenewswire.com/newsroom/prs/?pkgid=5105
Forward Looking Statements
Certain statements in this press release are forward-looking
statements within the meaning of the Securities Litigation Reform
Act of 1995, as amended. All statements, other than
statements of historical fact, included in this press release that
address activities, events or developments that we believe or
anticipate will or may occur in the future are forward-looking
statements, including statements regarding the Special Committee's
negotiations with Lowrie and any discussions with third
parties. Such statements are based on current expectations,
estimates and projections about the Company's business based, in
part, on assumptions made by management. These statements are not
guarantees of future performance and involve risks and
uncertainties that are difficult to predict, including, without
limitation, the response of third parties, if any, to the
Proposal, Lowrie's response to the requests of the Special
Committee described in this press release, whether the Special
Committee of the Company's Board of Directors and the full Board of
Directors will approve the Proposal and, if approved, whether the
Proposal will be successfully completed. Therefore, actual outcomes
and results may differ materially from what is expressed or
forecasted in such forward-looking statements due to numerous
risks, uncertainties and factors identified from time to time in
the Company's reports with the Securities and Exchange Commission,
including our Annual Report on Form 10-K for the year ended
December 31, 2009. All forward-looking statements attributable
to us or any persons acting on our behalf are expressly qualified
in their entirety by these risks, uncertainties and factors. All
guidance and forward-looking statements in this Current Report on
Form 8-K are made as of the date hereof and we do not undertake any
obligation to update any forecast or forward-looking statements,
except as may be required by law.
CONTACT: VCG Holding Corp.
Troy Lowrie, Chief Executive Officer
(303) 934-2424
tlowrie@vcgh.com
The Equity Group Inc.
Devin Sullivan, Senior Vice President
(212) 836-9608
dsullivan@equityny.com
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