Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Sep. 30, 2014 | Dec. 01, 2014 | Mar. 31, 2014 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 30-Sep-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | RICK | ||
Entity Registrant Name | RCI HOSPITALITY HOLDINGS, INC. | ||
Entity Central Index Key | 935419 | ||
Entity Common Stock, Shares Outstanding | 10,354,616 | ||
Current Fiscal Year End Date | -21 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $95,508,875 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2014 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $9,964 | $10,638 |
Accounts receivable: | ||
Trade, net | 1,060 | 1,382 |
Other, net | 685 | 327 |
Marketable securities | 596 | 555 |
Inventories | 1,879 | 1,472 |
Deferred tax asset | 5,378 | 4,618 |
Prepaid expenses and other current assets | 3,789 | 1,668 |
Total current assets | 23,351 | 20,660 |
Property and equipment, net | 113,962 | 98,629 |
Other assets: | ||
Goodwill | 43,374 | 43,987 |
Indefinite lived intangibles, net | 53,968 | 54,966 |
Definite lived intangibles, net | 675 | 1,065 |
Other | 3,812 | 3,793 |
Total other assets | 101,829 | 103,811 |
Total assets | 239,142 | 223,100 |
Current liabilities: | ||
Accounts payable | 2,198 | 1,816 |
Accrued liabilities | 9,195 | 5,232 |
Texas patron tax liability | 15,486 | 13,035 |
Current portion of long-term debt | 12,315 | 8,830 |
Total current liabilities | 39,194 | 28,913 |
Deferred tax liability | 27,688 | 26,354 |
Other long-term liabilities | 924 | 956 |
Long-term debt | 58,037 | 69,762 |
Total liabilities | 125,843 | 125,985 |
Commitments and contingencies | ||
PERMANENT STOCKHOLDERS' EQUITY: | ||
Preferred stock, $.10 par, 1,000 shares authorized; none issued and outstanding | 0 | 0 |
Common stock, $.01 par, 20,000 shares authorized; 10,067 and 9,504 shares issued and outstanding, respectively | 101 | 95 |
Additional paid-in capital | 66,727 | 61,506 |
Accumulated other comprehensive income | 91 | 50 |
Retained earnings | 43,370 | 32,130 |
Total RCIHH permanent stockholders’ equity | 110,289 | 93,781 |
Noncontrolling interests | 3,010 | 3,334 |
Total permanent stockholders’ equity | 113,299 | 97,115 |
Total liabilities and stockholders’ equity | $239,142 | $223,100 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS [Parenthetical] (USD $) | Sep. 30, 2014 | Sep. 30, 2013 |
In Thousands, except Per Share data, unless otherwise specified | ||
Preferred stock, par value (in dollars per share) | $0.10 | $0.10 |
Preferred stock, shares authorized | 1,000 | 1,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized | 20,000 | 20,000 |
Common stock, shares issued | 10,067 | 9,504 |
Common stock, shares outstanding | 10,067 | 9,504 |
CONSOLIDATED_STATEMENTS_OF_INC
CONSOLIDATED STATEMENTS OF INCOME (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 |
Revenues: | |||
Sales of alcoholic beverages | $51,763 | $43,189 | $38,687 |
Sales of food and merchandise | 15,847 | 12,249 | 8,810 |
Service revenues | 54,666 | 49,974 | 41,942 |
Other | 6,898 | 6,796 | 5,781 |
Total revenues | 129,174 | 112,208 | 95,220 |
Operating expenses: | |||
Cost of goods sold | 16,426 | 14,152 | 12,644 |
Salaries and wages | 28,183 | 25,145 | 20,857 |
Stock-based compensation | 282 | 847 | 315 |
Other general and administrative: | |||
Taxes and permits | 20,056 | 17,613 | 14,758 |
Charge card fees | 1,790 | 1,482 | 1,352 |
Rent | 4,804 | 3,642 | 2,872 |
Legal and professional | 3,416 | 2,599 | 3,426 |
Advertising and marketing | 5,578 | 4,611 | 4,046 |
Depreciation and amortization | 6,316 | 5,337 | 4,965 |
Insurance | 3,994 | 2,208 | 1,436 |
Utilities | 2,684 | 2,241 | 1,749 |
Loss on sale of property and other | 279 | 18 | 332 |
Impairment of assets | 2,294 | 0 | 0 |
Settlement of lawsuits and other one-time costs | 3,696 | 707 | 2,533 |
Other | 10,501 | 9,723 | 7,676 |
Total operating expenses | 110,299 | 90,325 | 78,961 |
Income from operations | 18,875 | 21,883 | 16,259 |
Other income (expense): | |||
Interest income | 148 | 9 | 19 |
Interest expense | -7,357 | -6,538 | -4,003 |
Interest expense - loan origination costs | -395 | -539 | -310 |
Gain on change in fair value of derivative instruments | 0 | 1 | 117 |
Gain on contractual debt reduction | 5,642 | 0 | 0 |
Income before income taxes | 16,913 | 14,816 | 12,082 |
Income taxes | 5,916 | 5,414 | 4,292 |
Net income | 10,997 | 9,402 | 7,790 |
(Net income) loss attributable to noncontrolling interests | 243 | -211 | -212 |
Net income attributable to RCI Hospitality Holdings, Inc. | $11,240 | $9,191 | $7,578 |
Basic earnings per share attributable to RCIHH shareholders: | |||
Net income (in dollars per share) | $1.15 | $0.97 | $0.78 |
Diluted earnings per share attributable to RCIHH shareholders: | |||
Net income (in dollars per share) | $1.13 | $0.96 | $0.78 |
Weighted average number of common shares outstanding: | |||
Basic (in shares) | 9,816 | 9,518 | 9,691 |
Diluted (in shares) | 10,637 | 9,615 | 9,697 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 |
Net income | $10,997 | $9,402 | $7,790 |
Other comprehensive income: | |||
Unrealized holding gain (loss) on securities available for sale | 41 | -9 | 49 |
Comprehensive income | 11,038 | 9,393 | 7,839 |
Less net (income) loss attributable to noncontrolling interests | 243 | -211 | -212 |
Comprehensive income to common stockholders | $11,281 | $9,182 | $7,627 |
CONSOLIDATED_STATEMENTS_OF_CHA
CONSOLIDATED STATEMENTS OF CHANGES IN PERMANENT STOCKHOLDERS' EQUITY (USD $) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Retained Earnings [Member] | Noncontrolling Interest [Member] | Treasury Stock [Member] |
In Thousands | |||||||
Balance at September 30, 2011 at Sep. 30, 2011 | $80,255 | $96 | $61,446 | $10 | $15,361 | $3,342 | $0 |
Balance (in shares) at September 30, 2011 at Sep. 30, 2011 | 9,604 | 0 | |||||
Change in temporary equity | 503 | 0 | 503 | 0 | 0 | 0 | 0 |
Change in temporary equity (in shares) | 0 | 0 | |||||
Purchase of treasury shares | -2,092 | 0 | 0 | 0 | 0 | 0 | -2,092 |
Purchase of treasury shares (in shares) | 0 | 262 | |||||
Cancelled treasury shares | 0 | -1 | -2,091 | 0 | 0 | 0 | 2,092 |
Cancelled treasury shares (in shares) | -140 | -262 | |||||
Stock-based compensation | 315 | 0 | 315 | 0 | 0 | 0 | |
Beneficial debt conversion feature | 0 | ||||||
Warrants Exercised | 1,040 | 1 | 1,039 | 0 | 0 | 0 | |
Warrants exercised (in shares) | 120 | 0 | |||||
Stock options exercised (in shares) | 0 | ||||||
Payments to noncontrolling interests | -215 | 0 | 0 | 0 | 0 | -215 | 0 |
Change in marketable securities | 49 | 0 | 0 | 49 | 0 | 0 | 0 |
Net income (loss) | 7,790 | 0 | 0 | 0 | 7,578 | 212 | 0 |
Balance at Sep. 30, 2012 | 87,645 | 96 | 61,212 | 59 | 22,939 | 3,339 | 0 |
Balance (in shares) at Sep. 30, 2012 | 9,584 | 0 | |||||
Change in temporary equity | 73 | 0 | 73 | 0 | 0 | 0 | 0 |
Change in temporary equity (in shares) | 0 | 0 | |||||
Purchase of treasury shares | -1,623 | 0 | 0 | 0 | 0 | 0 | -1,623 |
Purchase of treasury shares (in shares) | 0 | 192 | |||||
Cancelled treasury shares | 0 | -2 | -1,621 | 0 | 0 | 0 | 1,623 |
Cancelled treasury shares (in shares) | -180 | -192 | |||||
Stock-based compensation | 847 | 0 | 847 | 0 | 0 | 0 | 0 |
Stock issued in business combination | 863 | 1 | 862 | 0 | 0 | 0 | 0 |
Stock issued in business combination | 100 | 0 | |||||
Beneficial debt conversion feature | 33 | 0 | 33 | 0 | 0 | 0 | 0 |
Issuance of warrants | 100 | 0 | 100 | 0 | 0 | 0 | 0 |
Warrants Exercised | 0 | ||||||
Stock options exercised (in shares) | 0 | ||||||
Payments to noncontrolling interests | -216 | 0 | 0 | 0 | 0 | -216 | 0 |
Change in marketable securities | -9 | 0 | 0 | -9 | 0 | 0 | 0 |
Net income (loss) | 9,402 | 0 | 0 | 0 | 9,191 | 211 | 0 |
Balance at Sep. 30, 2013 | 97,115 | 95 | 61,506 | 50 | 32,130 | 3,334 | 0 |
Balance (in shares) at Sep. 30, 2013 | 9,504 | 0 | |||||
Purchase of treasury shares | -1,150 | 0 | 0 | 0 | 0 | 0 | -1,150 |
Purchase of treasury shares (in shares) | 0 | 101 | |||||
Cancelled treasury shares | 0 | -1 | -1,149 | 0 | 0 | 0 | 1,150 |
Cancelled treasury shares (in shares) | -101 | -101 | |||||
Beneficial debt conversion feature | 0 | ||||||
Warrants Exercised | 0 | ||||||
Stock options exercised | 3,126 | 4 | 3,122 | 0 | 0 | 0 | 0 |
Stock options exercised (in shares) | 370 | 370 | 0 | ||||
Common stock issued for debt and interest | 2,969 | 3 | 2,966 | 0 | 0 | 0 | 0 |
Common stock issued for debt and interest (in shares) | 294 | 0 | |||||
Stock-based compensation and issuance of warrants for services | 282 | 0 | 282 | 0 | 0 | 0 | 0 |
Payments to noncontrolling interests | -216 | 0 | 0 | 0 | 0 | -216 | 0 |
Noncontrolling interests at acquisition of business | 135 | 0 | 0 | 0 | 0 | 135 | 0 |
Change in marketable securities | 41 | 0 | 0 | 41 | 0 | 0 | 0 |
Net income (loss) | 10,997 | 0 | 0 | 0 | 11,240 | -243 | 0 |
Balance at Sep. 30, 2014 | $113,299 | $101 | $66,727 | $91 | $43,370 | $3,010 | $0 |
Balance (in shares) at Sep. 30, 2014 | 10,067 | 0 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net income | $10,997 | $9,402 | $7,790 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 6,316 | 5,337 | 4,965 |
Deferred taxes | 937 | 261 | 1,855 |
Loss on sale of property and other | 279 | 18 | 332 |
Gain on contractual debt reduction | -5,642 | 0 | 0 |
Impairment of assets | 2,294 | 0 | 0 |
Amortization of note discount | 76 | 157 | 145 |
(Gain) loss on change in fair value of derivative instruments | 0 | -1 | -117 |
Amortization of beneficial conversion | 11 | 2 | 0 |
Deferred rents | -15 | 106 | 49 |
Stock compensation expense | 282 | 847 | 315 |
Changes in operating assets and liabilities: | |||
Accounts receivable | -36 | 331 | -80 |
Inventories | -407 | -195 | -34 |
Prepaid expenses and other assets | -2,256 | -1,945 | -1,228 |
Accounts payable and accrued liabilities | 7,599 | 4,040 | 4,430 |
Net cash provided by operating activities | 20,435 | 18,360 | 18,422 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Proceeds from sale of property | 438 | 140 | 1,245 |
Purchase of investments | 0 | -600 | -500 |
Proceeds from sale marketable securities | 500 | 0 | |
Acquisition of development rights in New York building | -5,325 | 0 | 0 |
Additions to property and equipment | -16,034 | -9,675 | -6,898 |
Acquisition of businesses, net of cash acquired | -500 | -1,790 | -4,882 |
Net cash used in investing activities | -21,421 | -11,425 | -11,035 |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from long-term debt | 7,025 | 9,498 | 0 |
Warrants exercised | 0 | 0 | 1,040 |
Purchase of put options and payments on derivative instrument | 0 | -138 | -1,895 |
Exercise of stock options | 3,126 | 0 | 0 |
Payments on long-term debt | -8,473 | -9,341 | -8,406 |
Purchase of treasury stock | -1,150 | -1,623 | -2,092 |
Distribution to noncontrolling interests | -216 | -216 | -215 |
Cash provided by (used in) financing activities of continuing operations | 312 | -1,820 | -11,568 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | -674 | 5,115 | -4,181 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 10,638 | 5,523 | 9,704 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | 9,964 | 10,638 | 5,523 |
CASH PAID DURING PERIOD FOR: | |||
Interest | 7,315 | 6,559 | 3,832 |
Income taxes | $3,953 | $4,933 | $2,569 |
CONSOLIDATED_STATEMENTS_OF_CAS1
CONSOLIDATED STATEMENTS OF CASH FLOWS NON CASH TRANSACTIONS (USD $) | 12 Months Ended | ||
Share data in Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 |
Issue of shares of common stock for debt and interest Number of shares | 294 | 0 | 0 |
Issue of shares of common stock for debt and interest Value of shares | $2,969,000 | $0 | $0 |
Issue of detachable warrants in conjunction with debt (classified as discount on debt with offset to additional paid-in capital) Number of shares | 0 | 0 | 0 |
Issue of detachable warrants in conjunction with debt (classified as discount on debt with offset to additional paid-in capital) Value of warrants | 0 | 100,000 | 0 |
Debt incurred with seller in connection with acquiring businesses and other assets | 4,879,000 | 14,880,000 | 36,236,000 |
Reduction of debt in sale of aircraft and property | 3,128,000 | 0 | 0 |
Unrealized gain (loss) on marketable securities | 41,000 | -9,000 | 49,000 |
Beneficial debt conversion feature on convertible debt | 0 | 33,000 | 0 |
Issue of shares of common stock for acquiring a business Number of shares | 0 | 100 | 0 |
Issue of shares of common stock for acquiring a business Value of shares | $0 | $863,000 | $0 |
Nature_of_Business
Nature of Business | 12 Months Ended | |
Sep. 30, 2014 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | A. | Nature of Business |
RCI Hospitality Holdings, Inc. (formerly Rick’s Cabaret International, Inc.) (the “Company”) is a Texas corporation incorporated in 1994. Through its subsidiaries, the Company currently owns and operates establishments that offer live adult entertainment, restaurant, and/or bar operations. These establishments are located in Houston, Austin, San Antonio, Dallas, Fort Worth, Odessa, Lubbock, Longview, Tye, Edinburg, El Paso, Harlingen, Lubbock and Beaumont Texas, as well as Minneapolis, Minnesota, Philadelphia, Pennsylvania, Charlotte, North Carolina, New York, New York, Miami Gardens, Florida, Phoenix, Arizona, Sulphur, Louisiana and Indianapolis, Indiana. The Company also owns and operates a media division. The Company’s corporate offices are located in Houston, Texas. | ||
At the Company’s Annual Meeting of Stockholders on August 6, 2014, its name was officially changed to RCI Hospitality Holdings, Inc. | ||
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Accounting Policies [Abstract] | ||||||||||||||
Significant Accounting Policies [Text Block] | B. | Summary of Significant Accounting Policies | ||||||||||||
Basis of Accounting | ||||||||||||||
The accounts are maintained and the consolidated financial statements have been prepared using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“US GAAP”). | ||||||||||||||
Principles of Consolidation | ||||||||||||||
The consolidated financial statements include the accounts of the Company and its subsidiaries in which a controlling interest is owned. Significant intercompany accounts and transactions have been eliminated in consolidation. | ||||||||||||||
Use of Estimates | ||||||||||||||
The preparation of consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect certain reported amounts in the consolidated financial statements and accompanying notes. Estimates and assumptions are based on historical experience, forecasted future events and various other assumptions that we believe to be reasonable under the circumstances. Estimates and assumptions may vary under different assumptions or conditions. We evaluate our estimates and assumptions on an ongoing basis. We believe the accounting policies below are critical in the portrayal of our financial condition and results of operations. | ||||||||||||||
Cash and Cash Equivalents | ||||||||||||||
The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. The Company maintains deposits in several financial institutions, which may at times exceed amounts covered by insurance provided by the U.S. Federal Deposit Insurance Corporation ("FDIC"). The Company has not experienced any losses related to amounts in excess of FDIC limits. | ||||||||||||||
Accounts and Notes Receivable | ||||||||||||||
Trade accounts receivable for the nightclub operation is primarily comprised of credit card charges, which are generally converted to cash in two to five days after a purchase is made. The media division’s accounts receivable is primarily comprised of receivables for advertising sales and Expo registration. The Company’s accounts receivable, other is comprised of employee advances and other miscellaneous receivables. The long-term portion of notes receivable are included in other assets in the accompanying consolidated balance sheets. The Company recognizes interest income on notes receivable based on the terms of the agreement and based upon management’s evaluation that the notes receivable and interest income will be collected. The Company recognizes allowances for doubtful accounts or notes when, based on management judgment, circumstances indicate that accounts or notes receivable will not be collected. | ||||||||||||||
Inventories | ||||||||||||||
Inventories include alcoholic beverages, food, and Company merchandise. Inventories are carried at the lower of cost (on a first-in, first-out (“FIFO”) basis), or market. | ||||||||||||||
Property and Equipment | ||||||||||||||
Property and equipment are stated at cost. Provisions for depreciation and amortization are made using straight-line rates over the estimated useful lives of the related assets and the shorter of useful lives or terms of the applicable leases for leasehold improvements. Buildings have estimated useful lives ranging from 29 to 40 years. Furniture, equipment and leasehold improvements have estimated useful lives between five and 40 years. Expenditures for major renewals and betterments that extend the useful lives are capitalized. Expenditures for normal maintenance and repairs are expensed as incurred. The cost of assets sold or abandoned and the related accumulated depreciation are eliminated from the accounts and any gains or losses are charged or credited in the accompanying consolidated statement of income of the respective period. | ||||||||||||||
Goodwill and Intangible Assets | ||||||||||||||
Goodwill and intangible assets with indefinite lives are not amortized, but reviewed on an annual basis for impairment. Definite lived intangible assets are amortized on a straight-line basis over their estimated lives. Fully amortized assets are written-off against accumulated amortization. | ||||||||||||||
Impairment of Long-Lived Assets | ||||||||||||||
In accordance with ASC 205, long-lived assets, such as property, plant, and equipment, and purchased intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of would be separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell, and are no longer depreciated. The assets and liabilities of a disposal group classified as held for sale would be presented separately in the appropriate asset and liability sections of the balance sheet. | ||||||||||||||
Goodwill and intangible assets that have indefinite useful lives are tested annually for impairment, and are tested for impairment more frequently if events and circumstances indicate that the asset might be impaired. An impairment loss is recognized to the extent that the carrying amount exceeds the asset’s fair value. | ||||||||||||||
For goodwill, the impairment determination is made at the reporting unit level. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation. The residual fair value after this allocation is the implied fair value of the reporting unit goodwill. The Company’s annual evaluation for goodwill and indefinite-lived intangible assets was performed as of September 30, 2014. The Company recognized intangible asset impairments in the year ended September 30, 2014 related to specific reporting units. See Note P, Impairment of Assets. The Company did not recognize impairment for the years ended September 30, 2013 and 2012. All of the Company’s goodwill and intangible assets relate to the nightclubs, except for $567,000 related to the acquisition of the media division. Definite lived intangible assets are amortized on a straight-line basis over their estimated lives. Fully amortized assets are written-off against accumulated amortization. | ||||||||||||||
Fair Value of Financial Instruments | ||||||||||||||
The Company calculates the fair value of its assets and liabilities which qualify as financial instruments and includes this additional information in the notes to consolidated financial statements when the fair value is different than the carrying value of these financial instruments. The estimated fair value of accounts receivable, accounts payable and accrued liabilities approximate their carrying amounts due to the relatively short maturity of these instruments. The carrying value of notes receivable and short and long-term debt also approximates fair value since these instruments bear market rates of interest. None of these instruments are held for trading purposes. | ||||||||||||||
Derivative Financial Instruments | ||||||||||||||
The Company accounts for financial instruments that are indexed to and potentially settled in, its own stock, including stock put options, in accordance with the provisions of FASB ASC 815, Derivatives and Hedging – Contracts in Entity’s Own Equity . Under certain circumstances that would require the Company to settle these equity items in cash, and without regard to probability, the classification of all or part of the item as a liability and the adjustment of that reclassified amount to fair value at each reporting date, with such adjustments reflected in the Company’s consolidated statements of Income. The first instrument for derivative accounting occurred in the quarter ended June 30, 2009 when the Company renegotiated the payback terms of certain put options and agreed to pledge as collateral to certain holders a second lien on certain property. | ||||||||||||||
The fair value of the derivative liabilities when the securities became derivatives were estimated to be $ 3.8 million using a Black-Scholes option-pricing model using the following weighted average assumptions: | ||||||||||||||
Volatility | 73 | % | ||||||||||||
Expected life | 3.42 years | |||||||||||||
Expected dividend yield | - | |||||||||||||
Risk free rate | 1.34 | % | ||||||||||||
The related put options were recognized in temporary equity in the amount of $ 5.2 million at the time they were issued. The difference between that amount and the value of the derivative of $ 3.8 million, amounting to $ 1.4 million, was included in additional paid-in capital. The fair value of the derivative liabilities as of September 30, 2012 were estimated to be $ 75,000, using a Black-Scholes option-pricing model using the following weighted average assumptions: | ||||||||||||||
Volatility | 32 | % | ||||||||||||
Expected life | .17 year | |||||||||||||
Expected dividend yield | - | |||||||||||||
Risk free rate | 0.06 | % | ||||||||||||
We finished liquidating these put options during the quarter ended March 31, 2013. The gain for the years ended September 30, 2013 and 2012 recognized in earnings amounted to $ 1,489 and, $116,520, respectively. | ||||||||||||||
Comprehensive Income | ||||||||||||||
The Company reports comprehensive income (loss) in accordance with the provisions of FASB ASC 220, Reporting Comprehensive Income . Comprehensive income is the total of (1) net income plus (2) all other changes in net assets arising from non-owner sources, which are referred to as items of other comprehensive income. An analysis of changes in components of accumulated other comprehensive income is presented in the statement of comprehensive income. | ||||||||||||||
Revenue Recognition | ||||||||||||||
The Company recognizes revenue from the sale of alcoholic beverages, food and merchandise, other revenues and services at the point-of-sale upon receipt of cash, check, or credit card charge. | ||||||||||||||
Revenues from the sale of magazines and advertising content are recognized when the issue is published and shipped. Revenues and external expenses related to the Company’s annual Expo convention are recognized upon the completion of the convention in August. | ||||||||||||||
Sales and Liquor Taxes | ||||||||||||||
The Company recognizes sales and liquor taxes paid as revenues and an equal amount in taxes and permits expense in accordance with FASB ASC 605, Revenue Recognition. Total sales and liquor taxes aggregated $10.3 million, $ 8.5 million and $ 6.8 million for the years ended September 30, 2014, 2013 and 2012, respectively. | ||||||||||||||
Advertising and Marketing | ||||||||||||||
Advertising and marketing expenses are primarily comprised of costs related to public advertisements and giveaways, which are used for promotional purposes. Advertising and marketing expenses are expensed as incurred and are included in operating expenses in the accompanying consolidated statements of Income. | ||||||||||||||
Income Taxes | ||||||||||||||
Deferred income taxes are determined using the liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. In addition, a valuation allowance is established to reduce any deferred tax asset for which it is determined that it is more likely than not that some portion of the deferred tax asset will not be realized. | ||||||||||||||
US GAAP creates a single model to address accounting for uncertainty in tax positions by prescribing a minimum recognition threshold a tax position is required to meet before being recognized in the financial statements. There are no unrecognized tax benefits to disclose in the notes to the consolidated financial statements. | ||||||||||||||
Accounting for Investments | ||||||||||||||
Investments in companies in which the company has a 20% to 50% interest are accounted for using the equity method and carried at cost and are adjusted for the Company's proportionate share of their undistributed earnings or losses. Investments in Companies in which the Company owns less than a 20% interest are accounted for at cost and reviewed for any impairment. The 40% investment in one company at September 30, 2012 was recorded in other assets and was a nominal amount. The remaining 40% was sold during the year ended September 30, 2013. During the year ended September 30, 2012, the Company also acquired a 50% investment in a nightclub for $ 600,000, which was not yet open at September 30, 2012. This investment was also recorded in other assets at September 30, 2012. During the year ended September 30, 2013, the Company acquired the remaining 50% of this operation and is now consolidated – see Note M, Acquisitions. Also during the year ended September 30, 2013, the Company acquired approximately 12% of another entity for $600,000. This amount was included in other assets as of September 30, 2013. This investment was increased to 15% during the year ended September 30, 2014 and to 51% in October 2014, at which time the subsidiary became part of the consolidated group. | ||||||||||||||
Put Options | ||||||||||||||
In certain situations, the Company has issued restricted common shares as partial consideration for acquisitions of certain businesses or assets. Pursuant to the terms and conditions of the governing acquisition agreements, the holder of such shares has the right, but not the obligation, to put a fixed number of the shares on a monthly basis back to the Company at a fixed price per share. The Company may elect during any given month to either buy the monthly shares or, if management elects not to do so, the holder can sell the monthly shares in the open market, and any deficiency between the amount which the holder receives from the sale of the monthly shares and the value of shares will be paid by the Company. The Company has accounted for these shares in accordance with the guidance established by FASB ASC 480, Distinguishing Liabilities from Equity as a reclassification of the value of the shares from permanent to temporary equity. As the shares become due, the Company transfers the value of the shares back to permanent equity. Also see “Derivative Financial Instruments” above. | ||||||||||||||
Earnings (Loss) Per Common Share | ||||||||||||||
Basic earnings per share includes no dilution and is computed by dividing income available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of the Company. Potential common stock shares consist of shares that may arise from outstanding dilutive common stock options and warrants (the number of which is computed using the “treasury stock method”) and from outstanding convertible debentures (the number of which is computed using the “if converted method”). Diluted earnings per share (“EPS”) considers the potential dilution that could occur if the Company’s outstanding common stock options, warrants and convertible debentures were converted into common stock that then shared in the Company’s earnings (loss) (as adjusted for interest expense, that would no longer occur if the debentures were converted). | ||||||||||||||
Net earnings applicable to common stock and the weighted average number of shares used for basic and diluted earnings (loss) per share computations are summarized in the table that follows: | ||||||||||||||
(in thousands, except per share data) | FOR THE YEAR ENDED | |||||||||||||
SEPTEMBER 30, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Basic earnings per share: | ||||||||||||||
Net income attributable to RCIHH shareholders | $ | 11,240 | $ | 9,191 | $ | 7,578 | ||||||||
Average number of common shares outstanding | 9,816 | 9,518 | 9,691 | |||||||||||
Basic earnings per share | $ | 1.15 | $ | 0.97 | $ | 0.78 | ||||||||
Diluted earnings per share: | ||||||||||||||
Net income attributable to RCIHH shareholders | $ | 11,240 | $ | 9,191 | $ | 7,578 | ||||||||
Adjustment. to net earnings from assumed conversion of debentures (1) | 821 | 57 | - | |||||||||||
Adjusted net income attributable to RCIHH shareholders | $ | 12,061 | $ | 9,248 | $ | 7,578 | ||||||||
Average number of common shares outstanding: | ||||||||||||||
Common shares outstanding | 9,816 | 9,518 | 9,691 | |||||||||||
Potential dilutive shares resulting from exercise of warrants and options (2) | 9 | 4 | 6 | |||||||||||
Potential dilutive shares resulting from conversion of debentures (1) | 812 | 93 | - | |||||||||||
Total average number of common shares outstanding used for dilution | 10,637 | 9,615 | 9,697 | |||||||||||
Diluted earnings per share: | ||||||||||||||
Net income attributable to RCIHH shareholders | $ | 1.13 | $ | 0.96 | $ | 0.78 | ||||||||
*EPS may not foot due to rounding. | ||||||||||||||
Additional shares for options, warrants and debentures amounting to 234,189, 821,440 and 1,122 for the year ended September 30, 2014, 2013 and 2012 were not considered since they would be antidilutive. | ||||||||||||||
(1) Represents interest expense on dilutive convertible securities that would not occur if they were assumed converted. | ||||||||||||||
(2) All outstanding warrants and options were considered for the EPS computation. | ||||||||||||||
Convertible debentures (principal and accrued interest) outstanding at September 30, 2014, 2013 and 2012 totaling $9,277, $7,790 and $3,521, respectively, were convertible into common stock at prices ranging from $10.00 to $12.50 in each year. Convertible debentures amounting to $9,277 and $1,444 were dilutive in 2014 and 2013, respectively. | ||||||||||||||
Stock Options | ||||||||||||||
At September 30, 2014, the Company has stock options outstanding, which are described more fully in Note I, Stock Options. The Company recognizes all employee stock-based compensation as a cost in the consolidated financial statements. Equity-classified awards are measured at the grant date fair value of the award. The Company estimates grant date fair value using the Black-Scholes option-pricing model. The critical estimates are volatility, expected life and risk-free rate. The compensation cost recognized for the year ended September 30, 2014, 2013 and 2012 was $282,305, $847,183 and $314,761, respectively. There were 369,665, zero and zero stock option exercises for the years ended September 30, 2014, 2013 and 2012, respectively. | ||||||||||||||
Discontinued Operations | ||||||||||||||
In prior consolidated financial statements, the Company has disclosed certain discontinued operations – nightclubs that the Company has closed or sold. Those discontinued operations have now become immaterial; therefore, the Company has eliminated the disclosure in the accompanying consolidated financial statements. | ||||||||||||||
Fair Value Accounting | ||||||||||||||
The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels. | ||||||||||||||
US GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: | ||||||||||||||
· | Level 1 – Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. | |||||||||||||
· | Level 2 – Include other inputs that are directly or indirectly observable in the marketplace. | |||||||||||||
· | Level 3 – Unobservable inputs which are supported by little or no market activity. | |||||||||||||
The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. | ||||||||||||||
The Company’s derivative liabilities have been measured principally utilizing Level 2 inputs. | ||||||||||||||
We classify our marketable securities as available-for-sale, which are reported at fair value. Unrealized holding gains and losses, net of the related income tax effect, if any, on available-for-sale securities are excluded from income and are reported as accumulated other comprehensive income in stockholders’ equity. Realized gains and losses from securities classified as available for-sale are included in comprehensive income. We measure the fair value of our marketable securities based on quoted prices for identical securities in active markets, or Level 1 inputs. As of September 30, 2014, available-for-sale securities consisted of the following: | ||||||||||||||
Gross | ||||||||||||||
(in thousands) | Cost | Unrealized | Fair | |||||||||||
Available for Sale | Basis | Gains | Value | |||||||||||
Tax-Advantaged Bond Fund | $ | 505 | $ | 91 | $ | 596 | ||||||||
In accordance with ASC Topic 320, Investments — Debt and Equity Securities , we review our marketable securities to determine whether a decline in fair value of a security below the cost basis is other than temporary. Should the decline be considered other than temporary, we write down the cost basis of the security and include the loss in current earnings as opposed to an unrealized holding loss. No losses for other than temporary impairments in our marketable securities portfolio were recognized during the year ended September 30, 2014. | ||||||||||||||
Financial assets and liabilities measured at fair value on a recurring basis are summarized below: | ||||||||||||||
(in thousands) | Carrying | |||||||||||||
September 30, 2014 | Amount | Level 1 | Level 2 | Level 3 | ||||||||||
Marketable securities | $ | 596 | $ | 596 | $ | - | $ | - | ||||||
(in thousands) | Carrying | |||||||||||||
September 30, 2013 | Amount | Level 1 | Level 2 | Level 3 | ||||||||||
Marketable securities | $ | 555 | $ | 555 | $ | - | $ | - | ||||||
Impact of Recently Issued Accounting Standards | ||||||||||||||
In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which supersedes nearly all existing revenue recognition guidance under US GAAP. The core principle of UAS 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing US GAAP. The standard is effective for annual periods beginning after December 15, 2016, and interim periods therein, using either of the following transition methods: (i) a full retrospective approach reflecting the application of the standard in each prior reporting period with the option to elect certain practical expedients, or (ii) a retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures). The Company is currently evaluating the impact of our pending adoption of ASU 2014-09 on its consolidated financial statements and have not yet determined the method by which it will adopt the standard in fiscal year 2018. | ||||||||||||||
Reclassifications
Reclassifications | 12 Months Ended | |
Sep. 30, 2014 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Reclassifications [Text Block] | C. | Reclassifications |
Certain prior year amounts have been reclassified to conform to the current year presentation. | ||
Property_and_Equipment
Property and Equipment | 12 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property, Plant and Equipment Disclosure [Text Block] | D. | Property and Equipment | ||||||
Property and equipment consisted of the following: | ||||||||
(in thousands, except per share data) | September 30, | |||||||
2014 | 2013 | |||||||
Buildings and land | $ | 87,818 | $ | 79,185 | ||||
Leasehold improvements | 25,428 | 18,410 | ||||||
Furniture | 7,277 | 6,159 | ||||||
Equipment | 24,113 | 20,582 | ||||||
Total property and equipment | 144,636 | 124,336 | ||||||
Less accumulated depreciation | -30,674 | -25,707 | ||||||
Property and equipment, net | $ | 113,962 | $ | 98,629 | ||||
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 12 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||
Goodwill and Intangible Assets Disclosure [Text Block] | E. | Goodwill and Intangible Assets | ||||||||||||
Goodwill and intangible assets consisted of the following: | ||||||||||||||
(in thousands) | ||||||||||||||
September 30, | ||||||||||||||
2014 | 2013 | |||||||||||||
Indefinite useful lives: | ||||||||||||||
Goodwill | $ | 43,374 | $ | 43,987 | ||||||||||
Licenses | 53,968 | 54,966 | ||||||||||||
Amortization | ||||||||||||||
Period | ||||||||||||||
Definite useful lives: | ||||||||||||||
Discounted leases | 18 & 6 years | 158 | 168 | |||||||||||
Unamortized non-compete agreements | 5 years | 517 | 897 | |||||||||||
Total goodwill and intangible assets | $ | 98,017 | $ | 100,018 | ||||||||||
(in thousands) | 2014 | 2013 | ||||||||||||
Licenses | Goodwill | Licenses | Goodwill | |||||||||||
Beginning balance | $ | 54,966 | $ | 43,987 | $ | 50,608 | $ | 43,421 | ||||||
Intangibles acquired | 265 | - | 4,358 | 997 | ||||||||||
Impairment | -1,263 | -613 | - | - | ||||||||||
Other | - | - | - | -431 | ||||||||||
Ending balance | $ | 53,968 | $ | 43,374 | $ | 54,966 | $ | 43,987 | ||||||
Future amortization expense related to definite lived intangible assets subject to amortization at September 30, 2014 is (in thousands): 2015 - $250, 2016 - $196, 2017 - $101, 2018 - $10, 2019 - $10 and thereafter - $108. | ||||||||||||||
Goodwill and indefinite lived intangible assets consist of sexually oriented business licenses or goodwill, which were obtained as part of the acquisitions. These licenses are the result of zoning ordinances, thus are valid indefinitely, subject to filing annual renewal applications, which are done at minimal costs to the Company. The discounted cash flow method of income approach was used in calculating the value of these licenses in a business combination. The Company impaired two reporting units during the year ended September 30, 2014 in the aggregate amount of $2,294,000, including impairment of all assets (Note O, Impairment of Assets). There was no impairment for the years ended September 30, 2013 and 2012. | ||||||||||||||
Longterm_Debt
Long-term Debt | 12 Months Ended | |||||||||
Sep. 30, 2014 | ||||||||||
Debt Disclosure [Abstract] | ||||||||||
Long-term Debt [Text Block] | F. | Long-term Debt | ||||||||
Long-term debt consisted of: | ||||||||||
September 30, | ||||||||||
(in thousands) | 2014 | 2013 | ||||||||
Notes payable at 10-11%, mature August 2015 and July 2022 | * | $ | 2,193 | $ | 2,381 | |||||
Notes payable at 9.6%, mature December 2014 | * | 2,140 | 2,257 | |||||||
Note payable at 7%, matures December 2019 | * | 201 | 232 | |||||||
Note payable at 7.25%, matures May 2016 | * | 564 | 880 | |||||||
Notes payable at 14%, mature September 30, 2020, collateralized by stocks of Miami Gardens Square One, Inc. and Stellar Management, Inc. | ** | 1,910 | 5,284 | |||||||
Note payable at the greater of 2% above prime or 7.5%, (7.5% at September 30, 2014), matures April 2017 | * | 3,021 | 3,142 | |||||||
Note payable at the greater of 2% above prime or 7.5%, (7.5% at September 30, 2014), matures June 2017 | * | 3,633 | 3,775 | |||||||
Note payable at 8%, matures January 2022 | * | 2,605 | 2,893 | |||||||
Notes payable at 5.5%, matures January 2023 | 1,388 | 1,456 | ||||||||
Notes payable at 5.5%, matures January 2023 | * | 6,013 | 6,310 | |||||||
8.15% note payable secured by aircraft, matures February 2017 | - | 2,571 | ||||||||
Note payable refinanced at 6.25%, matures July 2018 | * | 1,423 | 1,512 | |||||||
Note payable at 6.3%, matures June 2030, collateralized by aircraft | 457 | 970 | ||||||||
Notes payable at 4.75%-7.25%, mature December 2014 and September 2019 | * | 492 | 955 | |||||||
10% convertible debentures | 2,647 | 4,991 | ||||||||
Note payable at 9.5%, matures August 2024 | ** | 14,093 | 20,967 | |||||||
Notes payable at 9.5%, mature September 2024 | * | 8,762 | 9,267 | |||||||
6% convertible debentures, mature March 2023 | ** | 1,328 | 1,444 | |||||||
Note payable at 13%, matures March 2016 | ** | 4,000 | 1,500 | |||||||
Notes payable at 5-7%, mature from 2018 to 2028 | * | 2,730 | 2,555 | |||||||
Note payable at 11%, matures June 2018 | * | 2,500 | 2,500 | |||||||
Convertible note payable from a related party at 10%, matures August 1, 2014 | 750 | 750 | ||||||||
10% convertible debentures | 4,001 | - | ||||||||
7.45% note payable collateralized by aircraft, matures 2019 | 3,501 | - | ||||||||
Total debt | 70,352 | 78,592 | ||||||||
Less current portion | 12,315 | 8,830 | ||||||||
Total long-term debt | $ | 58,037 | $ | 69,762 | ||||||
* Collateralized by real estate | ||||||||||
** Collateralized by stock in subsidiary | ||||||||||
Following is a summary of long-term debt at September 30: | ||||||||||
(in thousands) | ||||||||||
2014 | 2013 | |||||||||
Secured by real estate | $ | 36,277 | $ | 38,659 | ||||||
Secured by stock in subsidiary | 21,331 | 29,195 | ||||||||
Secured by other assets | 3,958 | 3,541 | ||||||||
Unsecured | 8,786 | 7,197 | ||||||||
$ | 70,352 | $ | 78,592 | |||||||
On April 29, 2009, the Company entered into a modification to two secured promissory notes whereby the due date for the $ 5 million of principal due and payable by the Company under each note was extended by two years from November 2010 to November 2012. All other terms and conditions of the promissory notes remain the same. The Company paid a total of $150,000 to the holders of the notes as consideration for their agreement to extend the notes for two years through November 2012. The $150,000 paid will be amortized as an adjustment of interest expense over the remaining life of the notes. | ||||||||||
On September 30, 2010, the two secured promissory notes were modified again. Under the modified terms the promissory notes become 10 year amortized facilities that provides for equal monthly payments of $77,633 each and will be fully paid on September 30, 2020, rather than a balloon payment for the entire amount that would have been due on November 30, 2012. Interest on the modified note remains at 14 percent. The Company paid each holder $ 50 ,000 as consideration for entering into the extension. The $ 100,000 paid will be amortized as an adjustment of interest expense over the remaining life of the notes. The Company accounted for this transaction in accordance with FASB ASC 470, Debt. | ||||||||||
As part of the acquisition of the Platinum Club II in Dallas, the Company acquired the Real Property from Wire Way, LLC, a Texas limited liability company (“Wire Way”). Pursuant to a Real Estate Purchase and Sale Agreement (the “Real Estate Agreement”) dated May 10, 2008, the Company paid total consideration of $ 6 million, which was paid $ 1.6 million in cash and $ 4.4 million through the issuance of a promissory note (the “Promissory Note”). The Promissory Note bears interest at a varying rate at the greater of (i) two percent (2%) above the Prime Rate or (ii) seven and one-half percent (7.5%), which is guaranteed by the Company and by Eric Langan, the Company’s Chief Executive Officer, individually . The note is payable in monthly installments of $ 34,999 until June 2017. | ||||||||||
In connection with the acquisition of Joy Club of Austin (now Rick’s Cabaret) in December 2009 (Note M, Acquisitions), the Company assumed and entered into certain notes payable aggregating $ 2.5 million. These notes bear interest at rates ranging from 4.75 % to 7.25 % and are payable in monthly installments aggregating $42,461, including interest. The notes mature in December 2014 and September 2019. | ||||||||||
In April 2010, the Company acquired the real estate for the club in Austin, Texas formerly known as Rick’s Cabaret. In connection with the purchase, the Company executed a note to the seller amounting to $ 2.2 million. The note was collateralized by the real estate and was payable in monthly installments through April 2025 of $19,774, including principal and interest at the prime rate plus 4.5% with a minimum rate of 7%. As of September 30, 2012, the effective rate was 7 %. The Company refinanced this debt in 2013 with a note of $ 1.5 million, payable in monthly installments of $ 15,090 through July 2018, including principal and interest at 6.25%. | ||||||||||
In June 2010, the Company borrowed $518,192 from a lender. The funds were used to purchase an aircraft. The debt bears interest at 6.30% with monthly principal and interest payments of $ 3,803 beginning July 2010. The note matures in June 2030. | ||||||||||
On June 25, 2010, the Company completed the sale of an aggregate of approximately $ 9.2 million in 10% Convertible Debentures (the “2010 Debentures”) to certain accredited investors (the “2010 Holders”). The 2010 Debentures bore interest at the rate of 10% per annum and matured and were paid on June 25, 2013. The 2010 Debenture were payable with one initial payment of interest only due December 26, 2010, and, thereafter in ten equal quarterly principal payments of $ 920,000 plus accrued interest thereon. At the option of the 2010 Holders, the principal amount of the 2010 Debentures and the accrued but unpaid interest thereon could be converted into shares of the Company’s common stock at $ 10.25 per share. The 2010 Debentures were redeemable by the Company at any time if the closing price of its common stock for 20 consecutive trading days is at least $13.47 per share. Considering the cost of the associated warrants and issue costs explained below, the effective interest rate on the 2010 Debentures was 13.1 %. | ||||||||||
In connection with the sale of the 2010 Debentures in June 2010, the Company also issued an aggregate of 179,513 warrants (the “Warrants”) to the 2010 Holders, on a pro-rata basis. The Company issued each Holder a number of Warrants equal to 20 % of the number of shares of common stock into which each Holder’s 2010 Debenture is convertible. The Warrants had an exercise price of $ 10.25 and expired on June 25, 2013. The Warrants provided that the Company had the right to require exercise of the Warrants if the closing price of the Company’s common stock for 20 consecutive trading days was at least $14.35. | ||||||||||
The conversion price for the 2010 Convertible Debentures was determined by negotiation with the creditors. The $ 10.25 conversion price was in excess of the market price at date of issuance of $ 8.73. The beneficial conversion was calculated by comparing the “effective conversion price” of the debenture to the actual stock price at the transaction date. The “effective conversion price” was calculated by dividing the fair value of the debt, after deducting the fair value of the debt discount due to the issuance of warrants with the debt in the amount of $ 462,724, by the convertible shares. The resulting $ 9.74 was above the stock price at the transaction date; therefore, there was no beneficial conversion feature. | ||||||||||
The fair value of the warrants was estimated to be $ 434,571using a Black-Scholes option-pricing model using the following weighted average assumptions: | ||||||||||
Volatility | 68 | % | ||||||||
Expected life | 1.5 years | |||||||||
Expected dividend yield | - | |||||||||
Risk free rate | 1.18 | % | ||||||||
The cost of the warrants has been recognized as a discount on the related debt and was amortized to interest expense over the life of the debt. | ||||||||||
The proceeds from the sale of the 2010 Debentures and Warrants in June 2010 were intended to be utilized to make future acquisitions, and could be utilized for working capital and general corporate purposes. | ||||||||||
An adviser to the Company received compensation in the amount of $460,000, which was capitalized as loan origination cost and was amortized over the life of the debt, in connection with advising the Company regarding the June 2010 sale of the 2010 Debentures and Warrants. | ||||||||||
In August 2011, the Company borrowed $750,000 from an employee. The note bears interest at the rate of 10% per annum and matured on August 1, 2014. The note was payable with one initial payment of interest only due January 1, 2012, and, thereafter in ten interest-only quarterly payments. The principal was payable on August 1, 2014. The note was extended in 2014 under the same terms until maturity in January 2016. At the option of the holder, the principal amount of the note and the accrued but unpaid interest thereon may be converted into shares of the Company’s common stock at $ 10.00 per share. The note is redeemable by the Company after six months at any time if the closing price of its common stock for 20 consecutive trading days is at least $13.00 per share. | ||||||||||
On December 2, 2011, RCI Holdings entered into a Real Estate Sales Agreement with Bryan S. Foster, providing for RCI Holdings to purchase from Mr. Foster the real properties located at 12325 Calloway Cemetery Road, Fort Worth, Texas and 2151 Manana Drive, Dallas, Texas, for the aggregate purchase price of $5,500,000, including $ 2,000,000 cash and $ 3,500,000 in the form of an 8 % promissory note that is payable over 10 years at $ 42,465 per month including interest. The Fort Worth property represents the land for Cabaret East, one of our clubs, and the Dallas property represents the land at another gentlemen’s club. This transaction closed on January 13, 2012. | ||||||||||
In connection with the acquisition of Silver City in January 2012, the Company executed notes to the seller in the amount of $ 1.5 million. The notes are payable over eleven years at $12,256 per month including interest and have an adjustable interest rate of 5.5%. The rate adjusts to prime plus 2.5% in the 61 st month, not to exceed 9%. In the same transaction, the Company also acquired the related real estate and executed notes to the seller for $ 6.5 million. The notes are also payable over eleven years at $53,110 per month including interest and have the same adjustable interest rate of 5.5%. | ||||||||||
In February 2012, the Company borrowed $ 2.7 million from a lender. The funds were used to purchase an aircraft. The debt bore interest at 8.15 % with monthly principal and interest payments of $ 26,386 beginning March 2012. The aircraft was sold and the debt retired in July 2014. | ||||||||||
As consideration for the purchase of the Foster Clubs (Note M, Acquisitions), a subsidiary paid to the sellers at closing $ 3,500,000 cash and $ 22,000,000 pursuant to a secured promissory note (the “Club Note”). The Club Note bears interest at the rate of 9.5% per annum, is payable in 144 equal monthly installments of $ 256,602 per month and is secured by the assets purchased from the Companies. | ||||||||||
The Company acquired a second adult business in midtown Manhattan in March 2013. The Company paid $3 million for the business, with $1.5 million paid in cash and the remaining $1.5 million in six percent promissory notes convertible into shares of Rick’s Cabaret common stock at a conversion price of $ 10.25. The notes are payable over ten years at $16,653 per month, including principal and interest and have a 6% interest rate. | ||||||||||
In connection with the acquisition of the Foster Clubs, as explained above, the Company’s wholly owned subsidiary, Jaguars Holdings, Inc. (“JHI”), entered into a Commercial Contract (the “Real Estate Agreement”), which agreement provided for JHI to purchase the real estate where the Foster Clubs are located. The transactions contemplated by the Real Estate Agreement closed on October 16, 2012. The purchase price of the real estate was $ 10.1 million (discounted to $9.6 million as explained below) and was paid with $350,000 in cash, $9.1 million in mortgage notes, and an agreement to make a one-time payment of $650,000 in twelve years that bears no interest. The note bears interest at the rate of 9.5 %, is payable in 143 equal monthly installments and is secured by the real estate properties. The Company has recorded a debt discount of $431,252 related to the one-time payment of $650,000. | ||||||||||
On January 24, 2013, we sold to an investor (i) a 10% Convertible Debenture with a principal amount of $3,000,000 (the “Debenture”), under the terms and conditions set forth in the Debenture, and (ii) a warrant to purchase a total of 60,000 shares of our common stock (the “Warrant”), under the terms and conditions set forth in the Warrant. The Debenture has a term of two years, is convertible into shares of our common stock at a conversion price of $10.00 per share (subject to adjustment), and has an annual interest rate of 10%, with one initial payment of interest only due July 24, 2013, and thereafter, the principal amount is payable in six equal quarterly principal payments of $500,000 plus accrued and unpaid interest. Six months after the issue date of the Debenture, we have the right to redeem the Debenture if our common stock has a closing price of $13.00 (subject to adjustment) for 20 consecutive trading days. The Warrant has an exercise price of $10.00 per share (subject to adjustment) and expires on January 24, 2015. In the event there is an effective registration statement registering the shares of common stock underlying the Warrant, we have the right to require exercise of the Warrant if our common stock has a closing price of $13.00 (subject to adjustment) for 20 consecutive trading days. We sold the Debenture and Warrant to the investor in a private transaction and received consideration of $3,000,000. Brean Capital, LLC acted as exclusive placement agent for the transaction and received a placement fee of 6% of the gross proceeds raised. | ||||||||||
The fair value of the warrants was estimated to be $38,256 in accordance with FASB ASC 820, Fair Value Measurements, using a Black-Scholes option-pricing model using the following weighted average assumptions: | ||||||||||
Volatility | 35 | % | ||||||||
Expected life | 1.0 year | |||||||||
Expected dividend yield | - | |||||||||
Risk free rate | 0.23 | % | ||||||||
The cost of the warrants has been recognized as a discount on the related debt and will be amortized to interest expense over the life of the debt. | ||||||||||
The proceeds from the sale of the Debenture and Warrants in January 2013 are intended to be utilized to make future acquisitions, and may be utilized for working capital and general corporate purposes. | ||||||||||
An adviser to the Company received compensation in the amount of $165,000, which was capitalized as loan origination cost and will be amortized over the life of the debt, in connection with advising the Company regarding the debt. | ||||||||||
In March 2013 the Company borrowed $1,500,000 from an individual. The note is collateralized by a second lien on the Company’s Miami nightclub, bears interest at 13% and interest only is payable monthly until the principal matures in March 2016. | ||||||||||
During the year ended September 30, 2013, the Company acquired four parcels of real estate at a cost aggregating $3,230,000 and incurred debt aggregating $2,600,000 in connection therewith. The notes bear interest at rates ranging from 5 - 7% and are payable $25,660 monthly, including principal and interest. The notes mature from 2018 to 2028. | ||||||||||
On August 24, 2013, we sold to an investor (i) a 10 % Convertible Debenture with a principal amount of $2,500,000 (the “Debenture”), under the terms and conditions set forth in the Debenture, and (ii) a warrant to purchase a total of 48,780 shares of our common stock (the “Warrant”), under the terms and conditions set forth in the Warrant. The Debenture has a term of two years, is convertible into shares of our common stock at a conversion price of $10.25 per share (subject to adjustment), and has an annual interest rate of 10%, with one initial payment of interest only due February 28, 2014, and thereafter, the principal amount is payable in six equal quarterly principal payments of $250,000 plus accrued and unpaid interest. Six months after the issue date of the Debenture, we have the right to redeem the Debenture if our common stock has a closing price of $13.33 (subject to adjustment) for 20 consecutive trading days. The Warrant has an exercise price of $10.25 per share (subject to adjustment) and expires on August 28, 2016. In the event there is an effective registration statement registering the shares of common stock underlying the Warrant, we have the right to require exercise of the Warrant if our common stock has a closing price of $13.33 (subject to adjustment) for 20 consecutive trading days. We sold the Debenture and Warrant to the investor in a private transaction and received consideration of $2,500,000. | ||||||||||
The fair value of the warrants was estimated to be $61,735 using a Black-Scholes option-pricing model using the following weighted average assumptions: | ||||||||||
Volatility | 26 | % | ||||||||
Expected life | 1.5 years | |||||||||
Expected dividend yield | - | |||||||||
Risk free rate | 0.38 | % | ||||||||
The cost of the warrants has been recognized as a discount on the related debt and will be amortized to interest expense over the life of the debt. | ||||||||||
The Debenture also had a beneficial conversion feature, valued at $32,467, which has been recognized as a discount on the related debt and will be amortized to interest expense over the life of the debt. | ||||||||||
The proceeds from the sale of the Debenture and Warrants in August 2013 are intended to be utilized to make future acquisitions, and may be utilized for working capital and general corporate purposes. | ||||||||||
An adviser to the Company received compensation in the amount of $150,000, which was capitalized as loan origination cost and will be amortized to interest expense over the life of the debt, in connection with advising the Company regarding the debt. | ||||||||||
On October 15, 2013, the Company sold to certain investors (i) 9% Convertible Debentures with an aggregate principal amount of $4,525,000 (the “Debentures”), under the terms and conditions set forth in the Debentures, and (ii) warrants to purchase a total of 72,400 shares of the Company’s common stock (the “Warrants”), under the terms and conditions set forth in the Warrants. Each of the Debentures has a term of three years, is convertible into shares of our common stock at a conversion price of $ 12.50 per share (subject to adjustment), and has an annual interest rate of 9%, with one initial payment of interest only due April 15, 2014. Thereafter, the principal amount is payable in 10 equal quarterly principal payments, which amounts to a total of $452,500, plus accrued and unpaid interest. Six months after the issue date of the Debentures, we have the right to redeem the Debentures if the Company’s common stock has a closing price of $16.25 (subject to adjustment) for 20 consecutive trading days. The Warrants have an exercise price of $12.50 per share (subject to adjustment) and expire on October 15, 2016. In the event there is an effective registration statement registering the shares of common stock underlying the Warrants, we have the right to require exercise of the Warrants if our common stock has a closing price of $16.25 (subject to adjustment) for 20 consecutive trading days. The Company sold the Debentures and Warrants to the investors in a private transaction and received consideration of $4,525,000. An adviser to the Company received compensation in the amount of $271,500 in connection with advising the Company regarding the sale of the Debentures and Warrants. | ||||||||||
The fair value of the warrants was estimated to be $105,318 using a Black-Scholes option-pricing model using the following weighted average assumptions: | ||||||||||
Volatility | 28 | % | ||||||||
Expected life | 1.5 years | |||||||||
Expected dividend yield | - | |||||||||
Risk free rate | 0.33 | % | ||||||||
The cost of the warrants has been recognized as a discount on the related debt and will be amortized to interest expense over the life of the debt. | ||||||||||
In December 2013, the Company borrowed $3.6 million from a lender. The funds were used to purchase an aircraft. The debt bears interest at 7.45% with monthly principal and interest payments of $40,653 beginning March 2014. The note matures in January 2019. | ||||||||||
Future maturities of long-term debt consist of the following, net of debt discount: (in thousands) | ||||||||||
2015 | $ | 12,315 | ||||||||
2016 | 9,864 | |||||||||
2017 | 13,492 | |||||||||
2018 | 8,358 | |||||||||
2019 | 7,531 | |||||||||
Thereafter | 18,792 | |||||||||
Total maturities of long-term debt, net of debt discount | $ | 70,352 | ||||||||
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||
Sep. 30, 2014 | |||||||||||
Income Tax Disclosure [Abstract] | |||||||||||
Income Tax Disclosure [Text Block] | G. | Income Taxes | |||||||||
The provision for income taxes on continuing operations consisted of the following for the years ended September 30: | |||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||
Current | $ | 4,979 | $ | 5,153 | $ | 2,437 | |||||
Deferred | 937 | 261 | 1,855 | ||||||||
Total income tax expense | $ | 5,916 | $ | 5,414 | $ | 4,292 | |||||
Income tax expense on continuing operations differs from the “expected” income tax expense computed by applying the U.S. federal statutory rate of 34 % to earnings before income taxes for the years ended September 30 as a result of the following: | |||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||
Computed expected tax expense | $ | 5,750 | $ | 5,037 | $ | 4,108 | |||||
State income taxes, net of federal benefit | 242 | 146 | 140 | ||||||||
Stock-based compensation and other permanent differences | -76 | 231 | 44 | ||||||||
Total income tax expense | $ | 5,916 | $ | 5,414 | $ | 4,292 | |||||
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The significant components of the Company’s deferred tax assets and liabilities at September 30 were as follows: | |||||||||||
(in | 2014 | 2013 | |||||||||
thousands) | |||||||||||
Deferred tax assets (liabilities): | |||||||||||
Definite and indefinite lived intangibles | $ | -16,447 | $ | -16,481 | |||||||
Property and equipment | -9,141 | -9,873 | |||||||||
Patron tax | 5,209 | 4,351 | |||||||||
Other | -1,931 | 267 | |||||||||
Net deferred tax liabilities | $ | -22,310 | $ | -21,736 | |||||||
The net deferred taxes are recorded in the balance sheets as follows: | |||||||||||
2014 | 2013 | ||||||||||
Current assets | $ | 5,378 | $ | 4,618 | |||||||
Long-term liabilities | -27,688 | -26,354 | |||||||||
Net deferred tax liabilities | $ | -22,310 | $ | -21,736 | |||||||
Included in the Company’s deferred tax liabilities at September 30, 2014 is approximately $ 17.2 million representing the tax effect of indefinite lived intangible assets from club acquisitions which are not deductible for tax purposes. These deferred tax liabilities will remain in the Company’s balance sheet until the related clubs are sold. | |||||||||||
The Company may recognize the tax benefit from uncertain tax positions only if it is at least more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon settlement with the taxing authorities. We recognize accrued interest related to unrecognized tax benefits as a component of interest expense. We recognize penalties related to unrecognized tax benefits as a component of miscellaneous income (expense) in accordance with regulatory requirements. | |||||||||||
The Company recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. During the years ended September 30, 2014, 2013 and 2012, the Company recognized no interest and penalties for unrecognized tax benefits. The Company or one of its subsidiaries files income tax returns in the U.S. federal jurisdiction, and various states. The last three years remain open to tax examination. The Company’s income tax returns for the years ended September 30, 2012 and 2011 are currently under examination. | |||||||||||
Put_Options_and_Temporary_Equi
Put Options and Temporary Equity | 12 Months Ended | |
Sep. 30, 2014 | ||
Put Options And Temporary Equity [Abstract] | ||
Put Options And Temporary Equity [Text Block] | H. | Put Options and Temporary Equity |
As part of certain of the Company’s 2008 acquisition transactions, we entered into Lock-Up/Leak-Out Agreements with the sellers pursuant to which, on or after a contractual period after the closing date, the seller had the right, but not the obligation, to have the Company purchase from seller a certain number of our shares of common stock issued in the transactions in an amount and at a rate of not more than a contractual number of the shares per month (the “Monthly Shares”) calculated at a price per share equal to a contractual value per share (“Value of the Rick’s Shares”). At our election during any given month, we could either buy the Monthly Shares or, if we elected not to buy the Monthly Shares from the seller, then the seller could sell the Monthly Shares in the open market. Any deficiency between the amount which the seller received from the sale of the Monthly Shares and the value of the shares could be paid by us within three (3) business days of the date of sale of the Monthly Shares during that particular month. Our obligation to purchase the Monthly Shares from the Seller would terminate and cease at such time as the seller received a contractual amount from the sale of the Rick’s Shares and any deficiency. Under the terms of the Lock-Up/Leak-Out Agreements, the seller could not sell more than a contractual number of our shares per 30-day period, regardless of whether the seller “Put” the shares to us or sold them in the open market or otherwise. | ||
During April and May 2009, we completed renegotiation of terms of certain of our long term debt and a significant portion of outstanding put options. Before the renegotiation, the maximum obligation that could be owed if our stock were valued at zero was $ 13.9 million and was recorded in our consolidated balance sheet as Temporary Equity. If we were required to buy back any of these put options, the buy-back transaction would be purely a balance sheet transaction, affecting only Temporary Equity or Derivative Liability and Stockholders’ Equity and would have no income statement effect. The only income statement effect from these put options is the “mark to market” valuation quarterly of the derivative liability. | ||
We finished liquidating the put options during the quarter ended March 31, 2013 and we have no more obligations under the put options. | ||
Stock_Options
Stock Options | 12 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | I. | Stock Options | ||||||||||||
In 1995, the Company adopted the 1995 Stock Option Plan (the “1995 Plan”) for employees and directors. In August 1999, the Company adopted the 1999 Stock Option Plan (the “1999 Plan”) and in 2010, the Company’s Board of Directors approved the 2010 Stock Option Plan (the “2010 Plan”) (collectively, “the Plans”). The 2010 Plan was approved by the shareholders of the Company at the 2011 Annual Meeting of Shareholders. The options granted under the Plans may be either incentive stock options or non-qualified options. The Plans are administered by the Board of Directors or by a compensation committee of the Board of Directors. The Board of Directors has the exclusive power to select individuals to receive grants, to establish the terms of the options granted to each participant, provided that all options granted shall be granted at an exercise price equal to at least 85 % of the fair market value of the common stock covered by the option on the grant date and to make all determinations necessary or advisable under the Plans. | ||||||||||||||
Following is a summary of options activity: | ||||||||||||||
Weighted | ||||||||||||||
Average | Aggregate | |||||||||||||
Weighted | Remaining | Intrinsic | ||||||||||||
Average | Contractual | Value at | ||||||||||||
Exercise | Term | September | ||||||||||||
(in thousands, except exercise prices and contractual terms) | Options | Price | (Years) | 30, 2014 | ||||||||||
Outstanding at October 1, 2011 | 520 | $ | 10.01 | |||||||||||
Granted | 755 | 8.41 | ||||||||||||
Expired or cancelled | -490 | 10.18 | ||||||||||||
Exercised | - | |||||||||||||
Outstanding at September 30, 2012 | 785 | 8.36 | ||||||||||||
Granted | 10 | 8.7 | ||||||||||||
Expired or cancelled | -30 | 7.15 | ||||||||||||
Exercised | - | - | ||||||||||||
Outstanding at September 30, 2013 | 765 | $ | 8.41 | |||||||||||
Granted | - | |||||||||||||
Expired or cancelled | -385 | 8.35 | ||||||||||||
Exercised | -370 | 8.4 | ||||||||||||
Outstanding at September 30, 2014 | 10 | $ | 8.7 | 0.75 | $ | 22 | ||||||||
Exercisable at September 30, 2014 | 10 | $ | 8.7 | 0.75 | $ | 22 | ||||||||
As of September 30, 2014, the exercise prices for outstanding options was $ 8.70. | ||||||||||||||
On June 27, 2012, the Company issued 100,000 options to the Company’s directors. These options became exercisable in June 2013, had a strike price of $ 8.78 per share were to expire in June 2014. The fair value of these options were estimated to be $ 160,488 at the date of grant using a Black-Scholes option-pricing model using the following weighted average assumptions: | ||||||||||||||
Volatility | 37 | % | ||||||||||||
Expected life | 1.5 years | |||||||||||||
Expected dividend yield | - | |||||||||||||
Risk free rate | 0.31 | % | ||||||||||||
On July 2, 2012, the Company issued 655,000 options to certain Company employees. Of these options, 442,500 were exchanged for existing options which were to expire in September 2012. These new options became exercisable in July 2013, had a strike price of $ 8.35 per share and were to expire in July 2014. The fair value of these options was estimated to be $ 966,493 at the date of grant using a Black-Scholes option-pricing model using the following weighted average assumptions: | ||||||||||||||
Volatility | 37 | % | ||||||||||||
Expected life | 1.5 years | |||||||||||||
Expected dividend yield | - | |||||||||||||
Risk free rate | 0.3 | % | ||||||||||||
In June 2013, the Company issued 10,000 options to a Company employee. These options became exercisable in June 2014, have a strike price of $ 8.70 per share and expire in June 2015. The fair value of these options was estimated to be $ 11,670 at the date of grant using a Black-Scholes option-pricing model using the following weighted average assumptions: | ||||||||||||||
Volatility | 27 | % | ||||||||||||
Expected life | 1.5 years | |||||||||||||
Expected dividend yield | - | |||||||||||||
Risk free rate | 0.27 | % | ||||||||||||
The Black-Scholes option valuation model was developed for use in estimating the fair value of traded options, which have no vesting restrictions and are fully transferable. In addition, option valuation models require the input of highly subjective assumptions including the expected stock price volatility. Because changes in the subjective input assumptions can materially affect the fair value estimate, in management's opinion, the existing models do not necessarily provide a reliable single measure of the fair value of its employee stock options. The expected life of awards granted represents the period of time that they are expected to be outstanding. The Company determined the initial expected life based on a simplified method, giving consideration to the contractual terms, vesting schedules and pre-vesting and post-vesting forfeitures. The Company has utilized the simplified method in accordance with ASC 718 for the following reasons. Earlier in the Company’s existence, longer-term options (generally 5 -year lives) were issued to employees, Directors and outsiders. In more recent years, option terms have generally become shorter (1 - 3 year lives) and options were issued principally to management and Directors. Then in 2010, short-term options (2 -year lives) were issued to Directors, management and a substantial number of employees. Due to the changes in the terms of the option grants and the type of persons receiving the options, we believe that the historical exercise data may no longer provide a reasonable basis upon which to estimate expected term. Therefore, the Company believes that the use of the simplified method for determining the expected term of the Company’s options has been appropriate. | ||||||||||||||
During the years ended September 30, 2014, 2013 and 2012, the Company recorded $282,305, $847,183 and $314,761 of stock-based compensation, respectively. There was no unamortized stock compensation expense related to stock options at September 30, 2014. | ||||||||||||||
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||
Sep. 30, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | |||||
Commitments and Contingencies Disclosure [Text Block] | J. | Commitments and Contingencies | |||
Leases | |||||
The Company leases certain equipment and facilities under operating leases, of which rent expense was approximately $4.8 million, $3.6 million and $2.9 million for the years ended September 30, 2014, 2013 and 2012, respectively. Rent expense for the Company’s operating leases, which generally have escalating rentals over the term of the lease, is recorded using the straight-line method over the initial lease term whereby an equal amount of rent expense is attributed to each period during the term of the lease, regardless of when actual payments are made. Generally, this results in rent expense in excess of cash payments during the early years of a lease and rent expense less than cash payments in the later years. The difference between rent expense recognized and actual rental payments is recorded as other long-term liabilities in the consolidated balance sheets. | |||||
Future minimum annual lease obligations as of September 30, 2014 are as follows: | |||||
(in thousands) | |||||
2015 | $ | 3,999 | |||
2016 | 3,912 | ||||
2017 | 3,684 | ||||
2018 | 3,306 | ||||
2019 | 2,154 | ||||
Thereafter | 17,007 | ||||
Total future minimum lease obligations | $ | 34,062 | |||
Legal Matters | |||||
Beginning January 1, 2008, the Company’s Texas clubs became subject to a new state law requiring each club to collect and pay a $5 surcharge for every club visitor. A lawsuit was filed by the Texas Entertainment Association (“TEA”), an organization to which the Company is a member, alleging the fee amounts to be an unconstitutional tax. On March 28, 2008, a State District Court Judge in Travis County, Texas ruled that the new state law violates the First Amendment to the United States Constitution and is therefore invalid. The judge’s order enjoined the State from collecting or assessing the tax. The State appealed the Court’s ruling. In Texas, when cities or the State give notice of appeal, it supersedes and suspends the judgment, including the injunction. Therefore, the judgment of the District Court cannot be enforced until the appeals are completed. Given the suspension of the judgment, the State gave notice of its right to collect the tax pending the outcome of its appeal but took no affirmative action to enforce that right. On June 5, 2009, the Court of Appeals for the Third District (Austin) affirmed the District Court’s judgment that the Sexually Oriented Business (“S.O.B.”) Fee violated the First Amendment to the U.S. Constitution but on August 26, 2011, the Texas Supreme Court reversed the judgment of the Court of Appeals, ruling that the SOB Fee does not violate the First Amendment to the U.S. Constitution, and remanded the case to the District Court to determine whether the fee violates the Texas Constitution. | |||||
TEA appealed the Texas Supreme Court's decision to the U.S. Supreme Court (regarding the constitutionality of the fee under the First Amendment of the U.S. Constitution), but the U.S. Supreme Court denied the appeal on January 23, 2012. Subsequently, the case was remanded to the District Court for consideration of the remaining issues raised by TEA. On June 28, 2012, the District Court in Travis County held a hearing on TEA’s Texas Constitutional claims and on July 9, 2012 entered an order finding that the tax was a constitutional Occupations Tax. The Court denied the remainder of TEA’s constitutional claims. TEA appealed the trial court’s ruling to the Third Court of Appeals and on May 9, 2014, the Third Court of Appeals issued a ruling adverse to TEA and in favor of the State. TEA filed a petition for review to the Texas Supreme Court on July 17, 2014. The Texas Supreme Court denied TEA’s petition for review on November 21, 2014. On December 8, 2014, TEA notified the Texas Attorney General that TEA intends to file a petition for writ of certiorari with the United States Supreme Court. | |||||
The Company has not made any payments of these taxes since the first quarter of 2009 and plans not to make any such payments while the case is pending in the courts. However, based on the court ruling, the Company will continue to accrue and expense the potential tax liability on its financial statements. If the final decision of the courts is ultimately in the Company’s favor, as it believes it will be, then the Company will record a one-time gain of the entire amount previously expensed. | |||||
Since the inception of the tax, the Company has paid more than $2 million to the State of Texas under protest for all four quarters of 2008 and the first quarter of 2009, expensing it in the consolidated financial statements (except for two locations in Dallas where the taxes have not been paid, but the Company is accruing and expensing the liability). For all subsequent quarters, as a result of the Third Court’s 2009 decision, the Company has accrued the tax, but not paid the State. Accordingly, as of September 30, 2014, the Company has approximately $15.5 million in accrued liabilities for this tax. Patron tax expense amounted to approximately $3.1 million, $3.2 million and $3.1 million for the years ended September 30, 2014, 2013 and 2012, respectively. The Company’s Texas clubs have filed a separate lawsuit against the State in which the Company raises additional challenges to the statute imposing the fee or tax, demanding repayment of the taxes the Company has paid under this statute. The courts have not yet addressed these additional claims. If the Company is successful in the remaining litigation, the amount the Company has paid under protest should be repaid or applied to any future, constitutional admission tax or other Texas state tax liabilities. | |||||
The Company’s subsidiary that operated the club in Las Vegas has recently been audited by the Department of Taxation of the State of Nevada for sales and other taxes. The audit period was from the date of opening in September 2008 through July 31, 2010. As a result of the audit, the Department of Taxation contends that the Company’s Las Vegas subsidiary owes approximately $2.1 million, including penalties and interest, for Las Vegas Live Entertainment Taxes. The Company does not believe it was subject to the Live Entertainment Tax, but to avoid further litigation, agreed to settle this contingency during July 2014 for $775,000. This amount has been expensed in settlement of lawsuits and other one-time costs in the accompanying consolidated financial statements as of September 30, 2014. | |||||
The Company and subsidiaries RCI Entertainment (New York), Inc. (“RCI NY”) and Peregrine Enterprises, Inc. (“Peregrine”) have been defendants in a federal court collective and class action, pending since March 30, 2009, in the Southern District of New York relating to wage and hour claims under the Fair Labor Standards Act (“FLSA”) and New York Labor Law (“NYLL”). The Company, RCI NY and Peregrine deny liability in this matter, are vigorously defending the allegations and have asserted counterclaims and affirmative defenses for offset and unjust enrichment. Discovery has been completed. On September 10, 2013, the court ruled on the parties’ motions for summary judgment. The court granted summary judgment in favor of the Plaintiffs on liability on their causes of action for minimum wage under the FLSA and NYLL and held that entertainers at Rick’s NY are employees. The court further held that Peregrine was an employer of the Plaintiffs and that under federal law, Rick’s NY’s statutory duty to pay minimum wages was not satisfied by the performance fees Plaintiffs’ received. The court denied the Plaintiffs’ attempt to hold the Company or RCI NY liable as joint employers with Peregrine and the issue of whether the Company and RCI NY are also employers will be determined at a trial. On November 18, 2013, the court set the class end date as October 31, 2012 and granted Plaintiffs’ motion for summary judgment on Claim Five of their complaint, holding that the Club’s fines fees and tip-out requirements violated New York State law. On November 14, 2014, following motion practice by the parties, the court issued an order holding that: (a) under New York law, the performance fees paid by Plaintiffs do not offset Defendants’ minimum wage obligations; (b) holding Peregrine liable on Claim Four of the Complaint; (c) denying Defendants’ motion to strike the reports and testimony of Plaintiffs’ expert witness; (d) denying Defendants’ motion to decertify the Rule 23 class; (e) granting in part Plaintiffs’ motion for summary judgment as to damages on Claim One and Two of the Complaint (for minimum wage under the FLSA and the NYLL) in the amount of $10,866,035 and granting Plaintiffs’ motion for summary judgment as to damages on Claim Four of the Complaint but finding that an issue of fact exists as to whether Plaintiff’s were actually required to pay certain “tip outs” and thus denying the Plaintiffs’ motion for summary judgment on that issue. The Court has indicated that the issues remaining in the action will be scheduled for trial in 2015. Ultimately, the Company, RCI NY and Peregrine intend to appeal the aforementioned rulings, including seeking the court’s permission to appeal certain issues immediately rather than after trial. | |||||
As previously reported, the Company and its subsidiaries were insured under a liability policy issued by Indemnity Insurance Corporation, RRG (“IIC”) through October 25, 2013. The Company and its subsidiaries changed insurance companies on that date. | |||||
On November 7, 2013, the Court of Chancery of the State of Delaware entered a Rehabilitation and Injunction Order (“Rehabilitation Order”), which declared IIC impaired, insolvent and in an unsafe condition and placed IIC under the supervision of the Insurance Commissioner of the State of Delaware (“Commissioner”) in her capacity as receiver (“Receiver”). The Rehabilitation Order empowered the Commissioner to rehabilitate IIC through a variety of means, including gathering assets and marshaling those assets as necessary. Further, the order stayed or abated pending lawsuits involving IIC as the insurer until May 6, 2014. | |||||
On April 10, 2014, the Court of Chancery of the State of Delaware entered a Liquidation and Injunction Order With Bar Date (“Liquidation Order”), which ordered the liquidation of IIC and terminated all insurance policies or contracts of insurance issued by IIC. The Liquidation Order further ordered that all claims against IIC must be filed with the Receiver before the close of business on January 16, 2015 and that all pending lawsuits involving IIC as the insurer are further stayed or abated until October 7, 2014. As a result, the Company and its subsidiaries no longer have insurance coverage under the liability policy with IIC. Currently, there are multiple civil lawsuits pending or threatened against the Company and its subsidiaries; and other potential lawsuits for incidents that occurred before October 25, 2013 could still be filed. The Company has retained counsel to defend against and evaluate these claims and lawsuits. The Company also plans to file the appropriate claims against IIC with the Receiver by the January 16, 2015 deadline; however, there are no assurances of any recovery from these claims. It is unknown at this time what effect this uncertainty will have on the Company. As previously stated, the Company has obtained general liability coverage from another insurer, effective October 25, 2013, which will cover any claims arising from actions after that date. | |||||
Settlement of lawsuits and other one-time costs include approximately $2.6 million in settlements with claimants which were unpaid by our general liability insurance carrier. We will be filing a claim with the insurance company’s estate and with the state’s insurance fund for these settlements. | |||||
Common_Stock
Common Stock | 12 Months Ended | ||
Sep. 30, 2014 | |||
Equity [Abstract] | |||
Common Stock [Text Block] | K. | Common Stock | |
During the year ended September 30, 2012, the following common stock transactions occurred: | |||
⋅ | Warrants totaling 118,856 shares were exercised by holders for proceeds of $ 1.0 million. | ||
⋅ | The Company acquired 262,054 shares of its own common stock at a cost of $ 2.1 million. These shares were subsequently retired. | ||
During the year ended September 30, 2013, the following common stock transactions occurred: | |||
⋅ | The Company acquired 192,455 shares of its own common stock at a cost of $ 1.6 million. These shares were subsequently retired. | ||
⋅ | In connection with the acquisition of a business, the Company issued 100,000 shares of common stock, valued at $863,000. | ||
During the year ended September 30, 2014, the following common stock transactions occurred: | |||
⋅ | The Company acquired 101,330 shares of its own common stock at a cost of $1.2 million. These shares were subsequently retired. | ||
⋅ | The Company issued 295,061 common shares for the conversion of debt and interest in the aggregate amount of $2,968,750. | ||
⋅ | Options exercised during the year amounted to 369,665 shares and $3,125,403. | ||
Employee_Retirement_Plan
Employee Retirement Plan | 12 Months Ended | |
Sep. 30, 2014 | ||
Employee Retirement Plan [Abstract] | ||
Employee Retirement Plan [Text Block] | L. | Employee Retirement Plan |
The Company sponsors a Simple IRA plan (the “Plan”), which covers all of the Company’s corporate employees. The Plan allows the corporate employees to contribute up to the maximum amount allowed by law, with the Company making a matching contribution of 3% of the employee’s salary. Expenses related to matching contributions to the Plan approximated $83,000, $64,000 and $55,000 for the years ended September 30, 2014, 2013 and 2012, respectively. | ||
Acquisitions
Acquisitions | 12 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Business Combinations [Abstract] | ||||||||
Business Combination Disclosure [Text Block] | M. | Acquisitions | ||||||
2012 Acquisitions and Openings | ||||||||
The New West | ||||||||
Our wholly owned subsidiary, RCI Dining Services (Tarrant County), Inc., a Texas Corporation (“RCI Tarrant County”), entered into an Agreement for Purchase and Sale of Membership Units with Fred McDonald (“Seller”) for the purchase of 100 % of the membership units of 12291 CBW, LLC (“12291 CBW”). 12291 CBW owned and operated an adult entertainment cabaret known as “The New West” located at 12291 Camp Bowie West, Aledo, Texas. The Agreement for Purchase and Sale of Membership Units closed October 5, 2011, whereby RCI Tarrant County acquired the membership units of 12291 CBW for the purchase price of $380,000. The Company now operates the BYOB club as “Temptations”. The entire purchase price of $380,000 was allocated to SOB License. | ||||||||
Silver City | ||||||||
Our wholly owned subsidiaries, RCI Dining Services (Stemmons), Inc. (“RCI Stemmons”), RCI Dining Services (Inwood), Inc. (“RCI Inwood”) and RCI Dining Services (Stemmons 2), Inc. (“RCI Dining”) entered into a Stock Purchase Agreement (the “Prior Agreement”) with Mr. Thanasi Mantas, Green Star, Inc. (“Green Star”), Fine Dining Club, Inc. (“Fine Dining”), Blue Star Entertainment Inc. (“Blue Star”), Adelphi Group Ltd. (“Adelphi”) and PNYX Limited Partnership (“PNYX”). The Prior Agreement was amended on December 28, 2011. On January 11, 2012, (i) Green Star, Fine Dining, Mr. Mantas, Adelphi, PNYX, RCI Stemmons, RCI Dining and RCI Holdings, Inc., our wholly owned subsidiary (“RCI Holdings”), entered into a new Stock Purchase Agreement (the “Silver City Purchase Agreement”) and (ii) Blue Star, Mr. Mantas, PNYX, RCI Inwood and RCI Holdings entered into a separate Stock Purchase Agreement (the “Blue Star Purchase Agreement”), which was subsequently terminated. The entry into the Silver City Purchase Agreement and the Blue Star Purchase Agreement terminated the Prior Agreement, as amended. | ||||||||
Green Star owns and operates an adult entertainment cabaret known as “Silver City Cabaret,” located at 7501 N. Stemmons Freeway, Dallas, Texas 75247. Fine Dining has a concession to provide alcohol sales and services to Green Star at the Silver City Cabaret. Mr. Mantas owned 100 % of the stock of Green Star and Fine Dining. Pursuant to the Silver City Purchase Agreement, Mr. Mantas agreed to sell (i) all the stock of Green Star to RCI Stemmons for the purchase price of $ 1,400,000 in the form of a promissory note and (ii) all the stock of Fine Dining to RCI Fine Dining for the purchase price of $100,000 in the form of a promissory note. Each of the promissory notes are payable over 11 years and have an adjustable interest rate of 5.5%. The rates adjust to prime plus 2.5% in the 61st month, not to exceed 9%. This transaction closed on January 17, 2012. | ||||||||
Adelphi owned the real properties where the Silver City Cabaret is located, including 7501 N. Stemmons Freeway, Dallas, Texas 75247 and 7600 John West Carpenter Freeway, Dallas, Texas 75247, and PNYX owned certain adjacent real property at 7506 John West Carpenter Freeway, Dallas, Texas 75247. In transactions related to the Prior Agreement, Adelphi and PNYX had previously entered into real estate purchase agreements with RCI Holdings on November 17, 2011, which agreements were subsequently amended as part of the Silver City Purchase Agreement transaction. Pursuant to the real estate purchase agreements, as amended, (i) Adelphi agreed to sell the real properties at 7501 N. Stemmons and 7600 John West Carpenter for the purchase price of $ 6,500,000 , payable $ 300,000 in cash and $ 6,200,000 in the form of an adjustable 5.5 % promissory note that is payable over 11 years, and (ii) PNYX agreed to sell the real property at 7506 John West Carpenter for the purchase price of $1,000,000, payable $700,000 in cash and $300,000 in the form of an adjustable 5.5% promissory note that is payable over 11 years. The rates adjust to prime plus 2.5% in the 61st month, not to exceed 9%. The real estate transactions closed contemporaneously with the Silver City Purchase Agreement. At closing of the Silver City Purchase Agreement transactions, Mr. Mantas entered into a Non-Competition Agreement providing for him to not compete with our subsidiaries by owning, participating or operating an establishment featuring adult entertainment within Dallas County and all contiguous counties (excepting the property located at 1449 Inwood Road, Dallas, Texas 75247). | ||||||||
The following information summarizes the allocation of fair values assigned to the assets and liabilities at the purchase date. | ||||||||
(in thousands) | ||||||||
Building, land and contents | $ | 6,510 | ||||||
Equipment and furniture | 130 | |||||||
Noncompete | 100 | |||||||
Inventory and other current assets | 47 | |||||||
Goodwill | 774 | |||||||
SOB licenses | 2,213 | |||||||
Deferred taxes | -774 | |||||||
Net assets | $ | 9,000 | ||||||
The Company incurred approximately $76,000 in legal costs associated with the acquisition, which are included in legal and professional expense in the accompanying consolidated statement of income. | ||||||||
Goodwill in the acquisition represents the offset to the deferred tax liability recorded as a result of the difference in the basis of the net assets for tax and financial purposes. The goodwill is not deductible for income tax purposes. The results of operations of these entities are included in the Company’s consolidated results of operations since January 17, 2012. This acquisition was made to further the Company’s growth objective of acquiring nightclubs that will quickly contribute to the Company’s earnings per share. Proforma results of operations have not been provided, as the amounts were not deemed material to the consolidated financial statements. | ||||||||
Jaguars | ||||||||
On August 3, 2012, our wholly owned subsidiary, Jaguars Acquisition, Inc. (“JAI”), entered into a Purchase Agreement (the “Purchase Agreement”) with Bryan S. Foster and 13 entities owned by him (the “Companies”), to acquire nine operating adult cabarets and two other licensed locations under development (collectively, the “Foster Clubs”). Ten of the clubs are located in Texas, including clubs in Tye (near Abilene), Lubbock (two clubs), Odessa (two clubs), El Paso, Harlingen, Longview, Edinburg and Beaumont, and one club is located in Phoenix, Arizona. On September 17, 2012, the parties entered into an Amendment to Purchase Agreement, whereby the Beaumont acquisition was effected through an asset purchase rather than a stock purchase. The Amendment also made minor changes to certain representations and warranties within the Purchase Agreement. | ||||||||
On September 17, 2012, JAI and its subsidiaries closed the transactions contemplated by the Purchase Agreement, as amended, and completed the acquisitions of nine of the 11 Foster Clubs. The acquisitions of the remaining two clubs, which are located in Beaumont and Longview, were completed shortly after final permitting had been obtained from the local jurisdictions, at which time the closing documents for those two clubs were released. Longview was closed on September 28, 2012 and Beaumont on October 12, 2012. As consideration for the purchase of the Foster Clubs, JAI and its subsidiaries paid to Foster and the Companies at closing $3,500,000 cash and $22,000,000 pursuant to a secured promissory note (the “Club Note”). The Club Note bears interest at the rate of 9.5% per annum, is payable in 144 equal monthly installments and is secured by the assets purchased from the Companies. Upon closing of the Real Estate Agreement (as defined below), JAI and its subsidiaries paid Foster the remaining $500,000 cash consideration due with the purchase of the Foster Clubs. | ||||||||
The Club Note also provides that in the event any regulatory or administrative authority seeks to enforce or attempts to collect any tax or obligation or liability that may be due pursuant to the Texas Patron Tax (sometimes referred to as the “Pole Tax”) or related legislation, then the then outstanding principal amount of the Club Note, as of the date the tax is enforced, will immediately be reduced by an amount calculated by multiplying 1,200,000 by the dollar amount of the per-person tax implemented (the “Reduction Amount”). The Reduction Amount cannot exceed $6,000,000. By way of example, if exactly two years after closing, a $2.00 per person tax is implemented and enforced, the Reduction Amount would be $ 2,400,000 and the then principal amount of the Club Note would be reduced $2,400,000. The Texas Patron Tax is currently enacted to be $5 per person which would equate to a $6,000,000 Reduction Amount if enforced. This provision was invoked in July 2014 (see Note P, Contractual Debt Reduction). | ||||||||
At closing of the Purchase Agreement, Mr. Foster entered into a five-year non-competition agreement providing for him to not compete with us or our subsidiaries by owning, participating or operating an establishment featuring adult entertainment within a radius of 50 miles of the location of any of the adult clubs owned by our subsidiaries, excluding the adult cabaret located at 11327 Reeder Road, Dallas, Texas, 75229. | ||||||||
As previously disclosed on August 9, 2012, in connection with the Purchase Agreement, our wholly owned subsidiary, Jaguars Holdings, Inc. (“JHI”), entered into a Commercial Contract (the “Real Estate Agreement”), which agreement provides for JHI to purchase the real estate where the Foster Clubs are located. The transactions contemplated by the Real Estate Agreement closed on October 16, 2012. See below under 2013 Acquisitions and Openings for an explanation of the real estate transaction. | ||||||||
The following information summarizes the allocation of fair values assigned to the assets and liabilities at the purchase date. | ||||||||
(in thousands) | ||||||||
Equipment and furniture | $ | 478 | ||||||
Noncompete | 450 | |||||||
Inventory and other current assets | 16 | |||||||
Goodwill | 19,133 | |||||||
SOB licenses | 5,923 | |||||||
Net assets | $ | 26,000 | ||||||
The Company incurred approximately $ 316,000 in legal costs and finder’s fees associated with the acquisition, which are included in legal and professional expense in the accompanying consolidated statement of income. | ||||||||
The results of operations of these entities are included in the Company’s consolidated results of operations since September 17, 2012. This acquisition was made to further the Company’s growth objective of acquiring nightclubs that will quickly contribute to the Company’s earnings per share. | ||||||||
The following unaudited pro forma information presents the results of operations as if the acquisition had occurred as of the beginning of the immediate preceding period. The pro forma information is not necessarily indicative of what would have occurred had the acquisition been made as of such periods, nor is it indicative of future results of operations. The pro forma amounts give effect to appropriate adjustments for the fair value of the assets acquired, amortization of intangibles and interest expense. | ||||||||
FOR THE YEAR | ||||||||
ENDED SEPTEMBER 30, | ||||||||
2012 | ||||||||
Revenues | $ | 109,723 | ||||||
Net income | $ | 8,660 | ||||||
Net income per share – basic | $ | 0.89 | ||||||
Net income per share – diluted | $ | 0.89 | ||||||
Weighted average shares outstanding – basic | 9,691 | |||||||
Weighted average shares outstanding – diluted | 9,697 | |||||||
2013 Acquisitions and Openings | ||||||||
In connection with the acquisition of the Foster Clubs, as explained above, the Company’s wholly owned subsidiary, Jaguars Holdings, Inc. (“JHI”), entered into a Commercial Contract (the “Real Estate Agreement”), which agreement provided for JHI to purchase the real estate where the Foster Clubs are located. The transactions contemplated by the Real Estate Agreement closed on October 16, 2012. The purchase price of the real estate was $10.1 million (discounted to $9.6 million as explained below) and was paid with $350,000 in cash, $9.1 million in mortgage notes, and an agreement to make a one-time payment of $ 650,000 in twelve years that bears no interest. The note bears interest at the rate of 9.5%, is payable in 143 equal monthly installments and is secured by the real estate properties. The Company has recorded a debt discount of $431,252 related to the one-time payment of $650,000. The Company reduced previously recognized goodwill because the purchase of the Foster Clubs operations and the real estate were considered to be one purchase transaction with multiple closings and were included in the same purchase agreement. | ||||||||
The following information summarizes the allocation of fair values assigned to the assets at the purchase date. (in thousands) | ||||||||
Buildings and land | $ | 10,066 | ||||||
Goodwill | -431 | |||||||
Net assets | $ | 9,635 | ||||||
On March 4, 2013, the Company completed the acquisition of a second adult business in midtown Manhattan. The Company opened a new gentlemen's club at the 61 West 37th Street location, just east of Sixth Avenue. The Company paid $ 3 million for the business, with $ 1.5 million paid in cash and the remaining $1.5 million in six percent promissory notes convertible into shares of the Company’s common stock at a conversion price of $10.25. The notes call for monthly payments of $ 16,653, including principal and interest, and mature in 120 months. At the option of the noteholders, the principal amount of the notes and the accrued but unpaid interest thereon may be converted into shares of the Company’s common stock at $ 10.25 per share. The notes are redeemable by the Company at any time if the closing price of its common stock for 20 consecutive trading days is at least $ 13.47 per share. | ||||||||
The following information summarizes the allocation of fair values assigned to the assets and liabilities at the purchase date. | ||||||||
(in thousands) | ||||||||
Noncompete | $ | 150 | ||||||
Goodwill | 997 | |||||||
SOB licenses | 2,850 | |||||||
Deferred taxes | -997 | |||||||
Net assets | $ | 3,000 | ||||||
The Company incurred approximately $ 34,000 in legal costs associated with the acquisition, which are included in legal and professional expense in the accompanying consolidated statement of income. | ||||||||
Goodwill in the acquisition represents the offset to the deferred tax liability recorded as a result of the difference in the basis of the net assets for tax and financial purposes. The goodwill is not deductible for income tax purposes. The results of operations of this company are included in the Company’s consolidated results of operations since March 5, 2013. This acquisition was made to further the Company’s growth objective of acquiring nightclubs that will quickly contribute to the Company’s earnings per share. Proforma results of operations have not been provided, as the amounts were not deemed material to the consolidated financial statements. | ||||||||
On May 29, 2013, our wholly owned subsidiary, RCI Entertainment (Delamo), Inc., completed the acquisition of the remaining 50 % of 1957 Delamo, LLC, which owns a new adult cabaret in Los Angeles County, California. We issued 100,000 restricted shares of our common stock to an individual in consideration for outstanding membership interests of 1957 Delamo, LLC. These shares were valued at $ 863,000. The Company had previously paid $ 600,000 in cash for the initial 50% investment. | ||||||||
The following information summarizes the allocation of fair values assigned to the assets at the purchase date. (in thousands) | ||||||||
Furniture and equipment | $ | 200 | ||||||
SOB licenses | 1,263 | |||||||
Net assets | $ | 1,463 | ||||||
The Company incurred approximately $ 7,000 in legal costs associated with the acquisition, which are included in legal and professional expense in the accompanying consolidated statement of income. | ||||||||
The results of operations of this company are included in the Company’s consolidated results of operations since May 30, 2013. This acquisition was made to further the Company’s growth objective of acquiring nightclubs that will quickly contribute to the Company’s earnings per share. Proforma results of operations have not been provided, as the amounts were not deemed material to the consolidated financial statements. | ||||||||
In June 2013, the Company’s subsidiary, RCI Dining Services (Beaumont), Inc. acquired, for $300,000 , the sexually oriented business license rights to operate an adult cabaret at a property in which another Company subsidiary had purchased in Beaumont, Texas. Of this amount, $245,000 has been allocated to licenses. | ||||||||
2014 Acquisitions and Openings | ||||||||
In October 2013, the Company purchased 49 percent of a corporation that operates the Dallas club “PT’s Platinum” and also acquired the building and personal property. Total cost of the transaction was $500,000. As the Company has control of this subsidiary, it is consolidated in the accompanying consolidated financial statements. | ||||||||
A subsidiary of the Company closed a transaction involving the air rights above the Company’s 33rd Street club in Manhattan in October 2013. The subsidiary entered into a contract to buy the land and building for $ 10 million at any time in the next five years. Concurrent with the building transaction, a third party (the “Third Party Purchaser”) purchased the balance of the air rights of the property that are not subject to the Option Agreement. The purchase price for these air rights was $13,000,000, of which the Company’s subsidiary contributed $5,200,000 in connection with the overall business transaction. The transactions are part of a previously announced transaction under which the Company agreed to purchase the land and building for $ 23 million. The new agreement also amends the lease for the three-story building at 50 West 33rd Street to $100,000 per month for the next five years rather than the $180,000 per month called for in the original agreement. | ||||||||
Quarterly_Results_of_Operation
Quarterly Results of Operations (Unaudited) | 12 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||
Quarterly Financial Information [Text Block] | N. | Quarterly Results of Operations (Unaudited) | ||||||||||||
(in thousands, except per share data) | ||||||||||||||
Fiscal Year 2014 | ||||||||||||||
Quarters Ended | ||||||||||||||
Dec. 31 | March 31 | June 30 | Sept. 30 | |||||||||||
Revenues | $ | 29,423 | $ | 32,870 | $ | 33,343 | $ | 33,538 | ||||||
Gross Profit | $ | 25,676 | $ | 28,829 | $ | 29,048 | $ | 29,195 | ||||||
Net income | $ | 2,404 | $ | 3,722 | $ | 691 | $ | 4,423 | ||||||
Basic income per share: | ||||||||||||||
Net income | $ | 0.25 | $ | 0.39 | $ | 0.07 | $ | 0.44 | ||||||
Diluted income per share: | ||||||||||||||
Net income | $ | 0.25 | $ | 0.37 | $ | 0.07 | $ | 0.42 | ||||||
Basic weighted average shares outstanding | 9,546 | 9,661 | 9,883 | 10,179 | ||||||||||
Diluted weighted average shares outstanding | 9,855 | 10,853 | 9,968 | 11,014 | ||||||||||
Fiscal Year 2013 | ||||||||||||||
Quarters Ended | ||||||||||||||
Dec. 31 | March 31 | June 30 | Sept. 30 | |||||||||||
Revenues | $ | 27,141 | $ | 28,728 | $ | 28,308 | $ | 28,031 | ||||||
Gross Profit | $ | 23,755 | $ | 25,233 | $ | 24,628 | $ | 24,440 | ||||||
Net income (loss) | $ | 2,647 | $ | 2,745 | $ | 2,195 | $ | 1,604 | ||||||
Basic income (loss) per share: | ||||||||||||||
Net income (loss) | $ | 0.28 | $ | 0.29 | $ | 0.23 | $ | 0.17 | ||||||
Diluted income (loss) per share: | ||||||||||||||
Net income (loss) | $ | 0.28 | $ | 0.29 | $ | 0.23 | $ | 0.17 | ||||||
Basic weighted average shares outstanding | 9,575 | 9,514 | 9,479 | 9,504 | ||||||||||
Diluted weighted average shares outstanding | 9,833 | 9,988 | 9,647 | 9,603 | ||||||||||
Fiscal Year 2012 | ||||||||||||||
Quarters Ended | ||||||||||||||
Dec. 31 | March 31 | June 30 | Sept. 30 | |||||||||||
Revenues | $ | 22,019 | $ | 25,414 | $ | 23,921 | $ | 23,866 | ||||||
Gross Profit | $ | 19,087 | $ | 22,024 | $ | 20,642 | $ | 20,824 | ||||||
Net income | $ | 2,185 | $ | 2,117 | $ | 1,823 | $ | 1,453 | ||||||
Basic income per share: | ||||||||||||||
Net income | $ | 0.23 | $ | 0.22 | $ | 0.19 | $ | 0.15 | ||||||
Diluted income per share: | ||||||||||||||
Net income | $ | 0.23 | $ | 0.22 | $ | 0.19 | $ | 0.15 | ||||||
Basic weighted average shares outstanding | 9,685 | 9,720 | 9,725 | 9,633 | ||||||||||
Diluted weighted average shares outstanding | 9,687 | 9,731 | 9,731 | 9,636 | ||||||||||
Impairment_of_Assets
Impairment of Assets | 12 Months Ended | ||||
Sep. 30, 2014 | |||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Asset Impairment Charges [Text Block] | O. | Impairment of Assets | |||
The Company reviews property and equipment and intangible assets with definite lives for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of these assets is measured by comparison of its carrying amounts to future undiscounted cash flows the assets are expected to generate. If property and equipment and intangible assets with definite lives are considered to be impaired, the impairment to be recognized equals the amount by which the carrying value of the asset exceeds its fair value. Assets are grouped at the lowest level for which there are identifiable cash flows when assessing impairment, principally at the club level. Cash flows for our club assets are identified at the individual club level. The Company’s annual evaluation for goodwill and indefinite-lived intangible assets was performed as of September 30, 2014. At September 30, 2014, the Company recognized impairment on two properties, one which it closed and one which it sold in October 2014. These impairments were the result of the sale and closure and not from any goodwill impairment analysis. Following is the relevant information on the assets impaired: | |||||
(in thousands) | |||||
Current assets | $ | 65 | |||
Property and equipment | 1,014 | ||||
Definite lived intangibles | 53 | ||||
Indefinite lived intangibles | 1,876 | ||||
Patron tax payable | -670 | ||||
Other current liabilities | -44 | ||||
Total impairment | $ | 2,294 | |||
Gain_on_Contractual_Debt_Reduc
Gain on Contractual Debt Reduction | 12 Months Ended | |
Sep. 30, 2014 | ||
Contractual Debt Reduction [Abstract] | ||
Contractual Debt Reduction [Text Block] | P. | Gain on Contractual Debt Reduction |
The Club Note from the Jaguars acquisition (see Note M, Acquisitions) also provides that in the event any regulatory or administrative authority seeks to enforce or attempts to collect any tax or obligation or liability that may be due pursuant to the Texas Patron Tax (sometimes referred to as the “Pole Tax”) or related legislation, then the then outstanding principal amount of the Club Note, as of the date the tax is enforced, will immediately be reduced by an amount calculated by multiplying 1,200,000 by the dollar amount of the per-person tax implemented (the “Reduction Amount”). The Reduction Amount cannot exceed $6,000,000. By way of example, if exactly two years after closing, a $2.00 per person tax is implemented and enforced, the Reduction Amount would be $ 2,400,000 and the then principal amount of the Club Note would be reduced $2,400,000. The Texas Patron Tax is currently enacted to be $5 per person which would equate to a $6,000,000 Reduction Amount if enforced. The State of Texas has demanded payment and this provision was invoked in July 2014 and the Company recorded a gain of $6 million, less related debt discount. | ||
Restricted_Stock_Issuance
Restricted Stock Issuance | 12 Months Ended | |
Sep. 30, 2014 | ||
Restricted Assets Disclosure [Abstract] | ||
Restricted Assets Disclosure [Text Block] | Q. | Restricted Stock Issuance |
In July 2014, the Company granted to an executive officer and an officer of a subsidiary an aggregate total of 96,325 shares of restricted stock. The total grant date fair value of all of these awards was $938,478 and vest in two years. Restricted stock awards are awards of common stock that are subject the restrictions on transfer and to a risk of forfeiture if the awardee terminates employment with the Company prior to the lapse of the restrictions. The fair value of such stock was determined using the closing price on the grant date and compensation expense is recorded over the applicable vesting periods. Forfeitures are recognized as a reversal of expense of any unvested amounts in the period incurred. Unamortized expense amounted to $860,543 at September 30, 2014. | ||
Warrants_Issued
Warrants Issued | 12 Months Ended | |||
Sep. 30, 2014 | ||||
Stockholders Equity Note [Abstract] | ||||
Stockholders Equity Note Disclosure [Text Block] | R. | Warrants Issued | ||
In February 2014, the Company issued warrants to acquire 100,000 shares of Company common shares to a financial adviser. The exercise price of the warrants was $11.77, the market price of the shares at the time. The warrants were exercisable immediately and expire in two years. The fair value of the warrants, which was entirely charged to expense upon issuance, was estimated to be $147,683 in accordance with FASB ASC 820, Fair Value Measurements, using a Black-Scholes option-pricing model using the following weighted average assumptions: | ||||
Volatility | 31.5 | % | ||
Expected life | 1.0 years | |||
Expected dividend yield | - | |||
Risk free rate | 0.12 | % | ||
Subsequent_Events
Subsequent Events | 12 Months Ended | ||
Sep. 30, 2014 | |||
Subsequent Events [Abstract] | |||
Subsequent Events [Text Block] | S. | Subsequent Events | |
On October 16, 2014, the Company sold its wholly owned interest in 1957 Delamo, LLC, the operator of its Vivid Cabaret in Rancho Dominguez, California for $250,000 in cash. The Company recognized an impairment on the sale of $1.4 million as of September 30, 2014. | |||
On October 30, 2014, a 51% owned subsidiary of the Company (“Robust”) acquired certain assets and liabilities of Robust Energy LLC for $200,000 in cash and 200,000 shares of its common stock for a total purchase price of $5.0 million. The Company has also agreed to issue 50,000 shares of the Company’s common stock to the two principals of Robust Energy LLC if Robust has net income of at least $1 million during the 2015 calendar year. The principals will enter into a Lock-Up Agreement with the Company in connection with the issuance by the Company of its shares of common stock as explained above, which will provide that none of the shares will be sold for a period of one year after the date of issuance and, thereafter, neither principal will sell more than 1/6th of the their respective shares per month that they receive in connection herewith. | |||
Robust is an energy drink distributor, targeting the on premises bar and mixer market. At this time, the Company has not allocated the purchase price to the acquired assets. | |||
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Accounting Policies [Abstract] | ||||||||||||||
Basis of Accounting, Policy [Policy Text Block] | Basis of Accounting | |||||||||||||
The accounts are maintained and the consolidated financial statements have been prepared using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“US GAAP”). | ||||||||||||||
Consolidation, Policy [Policy Text Block] | Principles of Consolidation | |||||||||||||
The consolidated financial statements include the accounts of the Company and its subsidiaries in which a controlling interest is owned. Significant intercompany accounts and transactions have been eliminated in consolidation. | ||||||||||||||
Use of Estimates, Policy [Policy Text Block] | Use of Estimates | |||||||||||||
The preparation of consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect certain reported amounts in the consolidated financial statements and accompanying notes. Estimates and assumptions are based on historical experience, forecasted future events and various other assumptions that we believe to be reasonable under the circumstances. Estimates and assumptions may vary under different assumptions or conditions. We evaluate our estimates and assumptions on an ongoing basis. We believe the accounting policies below are critical in the portrayal of our financial condition and results of operations. | ||||||||||||||
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents | |||||||||||||
The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. The Company maintains deposits in several financial institutions, which may at times exceed amounts covered by insurance provided by the U.S. Federal Deposit Insurance Corporation ("FDIC"). The Company has not experienced any losses related to amounts in excess of FDIC limits. | ||||||||||||||
Receivables, Policy [Policy Text Block] | Accounts and Notes Receivable | |||||||||||||
Trade accounts receivable for the nightclub operation is primarily comprised of credit card charges, which are generally converted to cash in two to five days after a purchase is made. The media division’s accounts receivable is primarily comprised of receivables for advertising sales and Expo registration. The Company’s accounts receivable, other is comprised of employee advances and other miscellaneous receivables. The long-term portion of notes receivable are included in other assets in the accompanying consolidated balance sheets. The Company recognizes interest income on notes receivable based on the terms of the agreement and based upon management’s evaluation that the notes receivable and interest income will be collected. The Company recognizes allowances for doubtful accounts or notes when, based on management judgment, circumstances indicate that accounts or notes receivable will not be collected. | ||||||||||||||
Inventory, Policy [Policy Text Block] | Inventories | |||||||||||||
Inventories include alcoholic beverages, food, and Company merchandise. Inventories are carried at the lower of cost (on a first-in, first-out (“FIFO”) basis), or market. | ||||||||||||||
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment | |||||||||||||
Property and equipment are stated at cost. Provisions for depreciation and amortization are made using straight-line rates over the estimated useful lives of the related assets and the shorter of useful lives or terms of the applicable leases for leasehold improvements. Buildings have estimated useful lives ranging from 29 to 40 years. Furniture, equipment and leasehold improvements have estimated useful lives between five and 40 years. Expenditures for major renewals and betterments that extend the useful lives are capitalized. Expenditures for normal maintenance and repairs are expensed as incurred. The cost of assets sold or abandoned and the related accumulated depreciation are eliminated from the accounts and any gains or losses are charged or credited in the accompanying consolidated statement of income of the respective period. | ||||||||||||||
Goodwill and Intangible Assets, Policy [Policy Text Block] | Goodwill and Intangible Assets | |||||||||||||
Goodwill and intangible assets with indefinite lives are not amortized, but reviewed on an annual basis for impairment. Definite lived intangible assets are amortized on a straight-line basis over their estimated lives. Fully amortized assets are written-off against accumulated amortization. | ||||||||||||||
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Impairment of Long-Lived Assets | |||||||||||||
In accordance with ASC 205, long-lived assets, such as property, plant, and equipment, and purchased intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of would be separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell, and are no longer depreciated. The assets and liabilities of a disposal group classified as held for sale would be presented separately in the appropriate asset and liability sections of the balance sheet. | ||||||||||||||
Goodwill and intangible assets that have indefinite useful lives are tested annually for impairment, and are tested for impairment more frequently if events and circumstances indicate that the asset might be impaired. An impairment loss is recognized to the extent that the carrying amount exceeds the asset’s fair value. | ||||||||||||||
For goodwill, the impairment determination is made at the reporting unit level. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation. The residual fair value after this allocation is the implied fair value of the reporting unit goodwill. The Company’s annual evaluation for goodwill and indefinite-lived intangible assets was performed as of September 30, 2014. The Company recognized intangible asset impairments in the year ended September 30, 2014 related to specific reporting units. See Note P, Impairment of Assets. The Company did not recognize impairment for the years ended September 30, 2013 and 2012. All of the Company’s goodwill and intangible assets relate to the nightclubs, except for $567,000 related to the acquisition of the media division. Definite lived intangible assets are amortized on a straight-line basis over their estimated lives. Fully amortized assets are written-off against accumulated amortization. | ||||||||||||||
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments | |||||||||||||
The Company calculates the fair value of its assets and liabilities which qualify as financial instruments and includes this additional information in the notes to consolidated financial statements when the fair value is different than the carrying value of these financial instruments. The estimated fair value of accounts receivable, accounts payable and accrued liabilities approximate their carrying amounts due to the relatively short maturity of these instruments. The carrying value of notes receivable and short and long-term debt also approximates fair value since these instruments bear market rates of interest. None of these instruments are held for trading purposes. | ||||||||||||||
Derivatives, Policy [Policy Text Block] | Derivative Financial Instruments | |||||||||||||
The Company accounts for financial instruments that are indexed to and potentially settled in, its own stock, including stock put options, in accordance with the provisions of FASB ASC 815, Derivatives and Hedging – Contracts in Entity’s Own Equity . Under certain circumstances that would require the Company to settle these equity items in cash, and without regard to probability, the classification of all or part of the item as a liability and the adjustment of that reclassified amount to fair value at each reporting date, with such adjustments reflected in the Company’s consolidated statements of Income. The first instrument for derivative accounting occurred in the quarter ended June 30, 2009 when the Company renegotiated the payback terms of certain put options and agreed to pledge as collateral to certain holders a second lien on certain property. | ||||||||||||||
The fair value of the derivative liabilities when the securities became derivatives were estimated to be $ 3.8 million using a Black-Scholes option-pricing model using the following weighted average assumptions: | ||||||||||||||
Volatility | 73 | % | ||||||||||||
Expected life | 3.42 years | |||||||||||||
Expected dividend yield | - | |||||||||||||
Risk free rate | 1.34 | % | ||||||||||||
The related put options were recognized in temporary equity in the amount of $ 5.2 million at the time they were issued. The difference between that amount and the value of the derivative of $ 3.8 million, amounting to $ 1.4 million, was included in additional paid-in capital. The fair value of the derivative liabilities as of September 30, 2012 were estimated to be $ 75,000, using a Black-Scholes option-pricing model using the following weighted average assumptions: | ||||||||||||||
Volatility | 32 | % | ||||||||||||
Expected life | .17 year | |||||||||||||
Expected dividend yield | - | |||||||||||||
Risk free rate | 0.06 | % | ||||||||||||
We finished liquidating these put options during the quarter ended March 31, 2013. The gain for the years ended September 30, 2013 and 2012 recognized in earnings amounted to $ 1,489 and, $116,520, respectively. | ||||||||||||||
Comprehensive Income, Policy [Policy Text Block] | Comprehensive Income | |||||||||||||
The Company reports comprehensive income (loss) in accordance with the provisions of FASB ASC 220, Reporting Comprehensive Income . Comprehensive income is the total of (1) net income plus (2) all other changes in net assets arising from non-owner sources, which are referred to as items of other comprehensive income. An analysis of changes in components of accumulated other comprehensive income is presented in the statement of comprehensive income. | ||||||||||||||
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition | |||||||||||||
The Company recognizes revenue from the sale of alcoholic beverages, food and merchandise, other revenues and services at the point-of-sale upon receipt of cash, check, or credit card charge. | ||||||||||||||
Revenues from the sale of magazines and advertising content are recognized when the issue is published and shipped. Revenues and external expenses related to the Company’s annual Expo convention are recognized upon the completion of the convention in August. | ||||||||||||||
Sales And Liquor Taxes Policy [Policy Text Block] | Sales and Liquor Taxes | |||||||||||||
The Company recognizes sales and liquor taxes paid as revenues and an equal amount in taxes and permits expense in accordance with FASB ASC 605, Revenue Recognition. Total sales and liquor taxes aggregated $10.3 million, $ 8.5 million and $ 6.8 million for the years ended September 30, 2014, 2013 and 2012, respectively. | ||||||||||||||
Advertising Costs, Policy [Policy Text Block] | Advertising and Marketing | |||||||||||||
Advertising and marketing expenses are primarily comprised of costs related to public advertisements and giveaways, which are used for promotional purposes. Advertising and marketing expenses are expensed as incurred and are included in operating expenses in the accompanying consolidated statements of Income. | ||||||||||||||
Income Tax, Policy [Policy Text Block] | Income Taxes | |||||||||||||
Deferred income taxes are determined using the liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. In addition, a valuation allowance is established to reduce any deferred tax asset for which it is determined that it is more likely than not that some portion of the deferred tax asset will not be realized. | ||||||||||||||
US GAAP creates a single model to address accounting for uncertainty in tax positions by prescribing a minimum recognition threshold a tax position is required to meet before being recognized in the financial statements. There are no unrecognized tax benefits to disclose in the notes to the consolidated financial statements. | ||||||||||||||
Equity Method Investments, Policy [Policy Text Block] | Accounting for Investments | |||||||||||||
Investments in companies in which the company has a 20% to 50% interest are accounted for using the equity method and carried at cost and are adjusted for the Company's proportionate share of their undistributed earnings or losses. Investments in Companies in which the Company owns less than a 20% interest are accounted for at cost and reviewed for any impairment. The 40% investment in one company at September 30, 2012 was recorded in other assets and was a nominal amount. The remaining 40% was sold during the year ended September 30, 2013. During the year ended September 30, 2012, the Company also acquired a 50% investment in a nightclub for $ 600,000, which was not yet open at September 30, 2012. This investment was also recorded in other assets at September 30, 2012. During the year ended September 30, 2013, the Company acquired the remaining 50% of this operation and is now consolidated – see Note M, Acquisitions. Also during the year ended September 30, 2013, the Company acquired approximately 12% of another entity for $600,000. This amount was included in other assets as of September 30, 2013. This investment was increased to 15% during the year ended September 30, 2014 and to 51% in October 2014, at which time the subsidiary became part of the consolidated group. | ||||||||||||||
Put Options Policy [Policy Text Block] | Put Options | |||||||||||||
In certain situations, the Company has issued restricted common shares as partial consideration for acquisitions of certain businesses or assets. Pursuant to the terms and conditions of the governing acquisition agreements, the holder of such shares has the right, but not the obligation, to put a fixed number of the shares on a monthly basis back to the Company at a fixed price per share. The Company may elect during any given month to either buy the monthly shares or, if management elects not to do so, the holder can sell the monthly shares in the open market, and any deficiency between the amount which the holder receives from the sale of the monthly shares and the value of shares will be paid by the Company. The Company has accounted for these shares in accordance with the guidance established by FASB ASC 480, Distinguishing Liabilities from Equity as a reclassification of the value of the shares from permanent to temporary equity. As the shares become due, the Company transfers the value of the shares back to permanent equity. Also see “Derivative Financial Instruments” above. | ||||||||||||||
Earnings Per Share, Policy [Policy Text Block] | Earnings (Loss) Per Common Share | |||||||||||||
Basic earnings per share includes no dilution and is computed by dividing income available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of the Company. Potential common stock shares consist of shares that may arise from outstanding dilutive common stock options and warrants (the number of which is computed using the “treasury stock method”) and from outstanding convertible debentures (the number of which is computed using the “if converted method”). Diluted earnings per share (“EPS”) considers the potential dilution that could occur if the Company’s outstanding common stock options, warrants and convertible debentures were converted into common stock that then shared in the Company’s earnings (loss) (as adjusted for interest expense, that would no longer occur if the debentures were converted). | ||||||||||||||
Net earnings applicable to common stock and the weighted average number of shares used for basic and diluted earnings (loss) per share computations are summarized in the table that follows: | ||||||||||||||
(in thousands, except per share data) | FOR THE YEAR ENDED | |||||||||||||
SEPTEMBER 30, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Basic earnings per share: | ||||||||||||||
Net income attributable to RCIHH shareholders | $ | 11,240 | $ | 9,191 | $ | 7,578 | ||||||||
Average number of common shares outstanding | 9,816 | 9,518 | 9,691 | |||||||||||
Basic earnings per share | $ | 1.15 | $ | 0.97 | $ | 0.78 | ||||||||
Diluted earnings per share: | ||||||||||||||
Net income attributable to RCIHH shareholders | $ | 11,240 | $ | 9,191 | $ | 7,578 | ||||||||
Adjustment. to net earnings from assumed conversion of debentures (1) | 821 | 57 | - | |||||||||||
Adjusted net income attributable to RCIHH shareholders | $ | 12,061 | $ | 9,248 | $ | 7,578 | ||||||||
Average number of common shares outstanding: | ||||||||||||||
Common shares outstanding | 9,816 | 9,518 | 9,691 | |||||||||||
Potential dilutive shares resulting from exercise of warrants and options (2) | 9 | 4 | 6 | |||||||||||
Potential dilutive shares resulting from conversion of debentures (1) | 812 | 93 | - | |||||||||||
Total average number of common shares outstanding used for dilution | 10,637 | 9,615 | 9,697 | |||||||||||
Diluted earnings per share: | ||||||||||||||
Net income attributable to RCIHH shareholders | $ | 1.13 | $ | 0.96 | $ | 0.78 | ||||||||
*EPS may not foot due to rounding. | ||||||||||||||
Additional shares for options, warrants and debentures amounting to 234,189, 821,440 and 1,122 for the year ended September 30, 2014, 2013 and 2012 were not considered since they would be antidilutive. | ||||||||||||||
(1) Represents interest expense on dilutive convertible securities that would not occur if they were assumed converted. | ||||||||||||||
(2) All outstanding warrants and options were considered for the EPS computation. | ||||||||||||||
Convertible debentures (principal and accrued interest) outstanding at September 30, 2014, 2013 and 2012 totaling $9,277, $7,790 and $3,521, respectively, were convertible into common stock at prices ranging from $10.00 to $12.50 in each year. Convertible debentures amounting to $9,277 and $1,444 were dilutive in 2014 and 2013, respectively. | ||||||||||||||
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock Options | |||||||||||||
At September 30, 2014, the Company has stock options outstanding, which are described more fully in Note I, Stock Options. The Company recognizes all employee stock-based compensation as a cost in the consolidated financial statements. Equity-classified awards are measured at the grant date fair value of the award. The Company estimates grant date fair value using the Black-Scholes option-pricing model. The critical estimates are volatility, expected life and risk-free rate. The compensation cost recognized for the year ended September 30, 2014, 2013 and 2012 was $282,305, $847,183 and $314,761, respectively. There were 369,665, zero and zero stock option exercises for the years ended September 30, 2014, 2013 and 2012, respectively. | ||||||||||||||
Discontinued Operations, Policy [Policy Text Block] | Discontinued Operations | |||||||||||||
In prior consolidated financial statements, the Company has disclosed certain discontinued operations – nightclubs that the Company has closed or sold. Those discontinued operations have now become immaterial; therefore, the Company has eliminated the disclosure in the accompanying consolidated financial statements. | ||||||||||||||
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Accounting | |||||||||||||
The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels. | ||||||||||||||
US GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: | ||||||||||||||
· | Level 1 – Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. | |||||||||||||
· | Level 2 – Include other inputs that are directly or indirectly observable in the marketplace. | |||||||||||||
· | Level 3 – Unobservable inputs which are supported by little or no market activity. | |||||||||||||
The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. | ||||||||||||||
The Company’s derivative liabilities have been measured principally utilizing Level 2 inputs. | ||||||||||||||
We classify our marketable securities as available-for-sale, which are reported at fair value. Unrealized holding gains and losses, net of the related income tax effect, if any, on available-for-sale securities are excluded from income and are reported as accumulated other comprehensive income in stockholders’ equity. Realized gains and losses from securities classified as available for-sale are included in comprehensive income. We measure the fair value of our marketable securities based on quoted prices for identical securities in active markets, or Level 1 inputs. As of September 30, 2014, available-for-sale securities consisted of the following: | ||||||||||||||
Gross | ||||||||||||||
(in thousands) | Cost | Unrealized | Fair | |||||||||||
Available for Sale | Basis | Gains | Value | |||||||||||
Tax-Advantaged Bond Fund | $ | 505 | $ | 91 | $ | 596 | ||||||||
In accordance with ASC Topic 320, Investments — Debt and Equity Securities , we review our marketable securities to determine whether a decline in fair value of a security below the cost basis is other than temporary. Should the decline be considered other than temporary, we write down the cost basis of the security and include the loss in current earnings as opposed to an unrealized holding loss. No losses for other than temporary impairments in our marketable securities portfolio were recognized during the year ended September 30, 2014. | ||||||||||||||
Financial assets and liabilities measured at fair value on a recurring basis are summarized below: | ||||||||||||||
(in thousands) | Carrying | |||||||||||||
September 30, 2014 | Amount | Level 1 | Level 2 | Level 3 | ||||||||||
Marketable securities | $ | 596 | $ | 596 | $ | - | $ | - | ||||||
(in thousands) | Carrying | |||||||||||||
September 30, 2013 | Amount | Level 1 | Level 2 | Level 3 | ||||||||||
Marketable securities | $ | 555 | $ | 555 | $ | - | $ | - | ||||||
New Accounting Pronouncements, Policy [Policy Text Block] | Impact of Recently Issued Accounting Standards | |||||||||||||
In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which supersedes nearly all existing revenue recognition guidance under US GAAP. The core principle of UAS 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing US GAAP. The standard is effective for annual periods beginning after December 15, 2016, and interim periods therein, using either of the following transition methods: (i) a full retrospective approach reflecting the application of the standard in each prior reporting period with the option to elect certain practical expedients, or (ii) a retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures). The Company is currently evaluating the impact of our pending adoption of ASU 2014-09 on its consolidated financial statements and have not yet determined the method by which it will adopt the standard in fiscal year 2018. | ||||||||||||||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Accounting Policies [Abstract] | ||||||||||||||
Schedule of Derivative Liabilities at Fair Value [Table Text Block] | The fair value of the derivative liabilities when the securities became derivatives were estimated to be $ 3.8 million using a Black-Scholes option-pricing model using the following weighted average assumptions: | |||||||||||||
Volatility | 73 | % | ||||||||||||
Expected life | 3.42 years | |||||||||||||
Expected dividend yield | - | |||||||||||||
Risk free rate | 1.34 | % | ||||||||||||
Schedule of Options Indexed to Issuer's Equity [Table Text Block] | The fair value of the derivative liabilities as of September 30, 2012 were estimated to be $ 75,000, using a Black-Scholes option-pricing model using the following weighted average assumptions: | |||||||||||||
Volatility | 32 | % | ||||||||||||
Expected life | .17 year | |||||||||||||
Expected dividend yield | - | |||||||||||||
Risk free rate | 0.06 | % | ||||||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Net earnings applicable to common stock and the weighted average number of shares used for basic and diluted earnings (loss) per share computations are summarized in the table that follows: | |||||||||||||
(in thousands, except per share data) | FOR THE YEAR ENDED | |||||||||||||
SEPTEMBER 30, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Basic earnings per share: | ||||||||||||||
Net income attributable to RCIHH shareholders | $ | 11,240 | $ | 9,191 | $ | 7,578 | ||||||||
Average number of common shares outstanding | 9,816 | 9,518 | 9,691 | |||||||||||
Basic earnings per share | $ | 1.15 | $ | 0.97 | $ | 0.78 | ||||||||
Diluted earnings per share: | ||||||||||||||
Net income attributable to RCIHH shareholders | $ | 11,240 | $ | 9,191 | $ | 7,578 | ||||||||
Adjustment. to net earnings from assumed conversion of debentures (1) | 821 | 57 | - | |||||||||||
Adjusted net income attributable to RCIHH shareholders | $ | 12,061 | $ | 9,248 | $ | 7,578 | ||||||||
Average number of common shares outstanding: | ||||||||||||||
Common shares outstanding | 9,816 | 9,518 | 9,691 | |||||||||||
Potential dilutive shares resulting from exercise of warrants and options (2) | 9 | 4 | 6 | |||||||||||
Potential dilutive shares resulting from conversion of debentures (1) | 812 | 93 | - | |||||||||||
Total average number of common shares outstanding used for dilution | 10,637 | 9,615 | 9,697 | |||||||||||
Diluted earnings per share: | ||||||||||||||
Net income attributable to RCIHH shareholders | $ | 1.13 | $ | 0.96 | $ | 0.78 | ||||||||
(1) Represents interest expense on dilutive convertible securities that would not occur if they were assumed converted. | ||||||||||||||
(2) All outstanding warrants and options were considered for the EPS computation. | ||||||||||||||
Available-for-sale Securities [Table Text Block] | As of September 30, 2014, available-for-sale securities consisted of the following: | |||||||||||||
Gross | ||||||||||||||
(in thousands) | Cost | Unrealized | Fair | |||||||||||
Available for Sale | Basis | Gains | Value | |||||||||||
Tax-Advantaged Bond Fund | $ | 505 | $ | 91 | $ | 596 | ||||||||
Fair Value, Assets and Liabilities Measured on Nonrecurring Basis, Valuation Techniques [Table Text Block] | Financial assets and liabilities measured at fair value on a recurring basis are summarized below: | |||||||||||||
(in thousands) | Carrying | |||||||||||||
September 30, 2014 | Amount | Level 1 | Level 2 | Level 3 | ||||||||||
Marketable securities | $ | 596 | $ | 596 | $ | - | $ | - | ||||||
(in thousands) | Carrying | |||||||||||||
September 30, 2013 | Amount | Level 1 | Level 2 | Level 3 | ||||||||||
Marketable securities | $ | 555 | $ | 555 | $ | - | $ | - | ||||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property, Plant and Equipment [Table Text Block] | Property and equipment consisted of the following: | |||||||
(in thousands, except per share data) | September 30, | |||||||
2014 | 2013 | |||||||
Buildings and land | $ | 87,818 | $ | 79,185 | ||||
Leasehold improvements | 25,428 | 18,410 | ||||||
Furniture | 7,277 | 6,159 | ||||||
Equipment | 24,113 | 20,582 | ||||||
Total property and equipment | 144,636 | 124,336 | ||||||
Less accumulated depreciation | -30,674 | -25,707 | ||||||
Property and equipment, net | $ | 113,962 | $ | 98,629 | ||||
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 12 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||
Schedule of Indefinite-Lived Intangible Assets [Table Text Block] | Goodwill and intangible assets consisted of the following: | |||||||||||||
(in thousands) | ||||||||||||||
September 30, | ||||||||||||||
2014 | 2013 | |||||||||||||
Indefinite useful lives: | ||||||||||||||
Goodwill | $ | 43,374 | $ | 43,987 | ||||||||||
Licenses | 53,968 | 54,966 | ||||||||||||
Amortization | ||||||||||||||
Period | ||||||||||||||
Definite useful lives: | ||||||||||||||
Discounted leases | 18 & 6 years | 158 | 168 | |||||||||||
Unamortized non-compete agreements | 5 years | 517 | 897 | |||||||||||
Total goodwill and intangible assets | $ | 98,017 | $ | 100,018 | ||||||||||
Schedule of Intangible Assets and Goodwill [Table Text Block] | (in thousands) | 2014 | 2013 | |||||||||||
Licenses | Goodwill | Licenses | Goodwill | |||||||||||
Beginning balance | $ | 54,966 | $ | 43,987 | $ | 50,608 | $ | 43,421 | ||||||
Intangibles acquired | 265 | - | 4,358 | 997 | ||||||||||
Impairment | -1,263 | -613 | - | - | ||||||||||
Other | - | - | - | -431 | ||||||||||
Ending balance | $ | 53,968 | $ | 43,374 | $ | 54,966 | $ | 43,987 | ||||||
Longterm_Debt_Tables
Long-term Debt (Tables) | 12 Months Ended | |||||||||
Sep. 30, 2014 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Schedule of Debt [Table Text Block] | Long-term debt consisted of: | |||||||||
September 30, | ||||||||||
(in thousands) | 2014 | 2013 | ||||||||
Notes payable at 10-11%, mature August 2015 and July 2022 | * | $ | 2,193 | $ | 2,381 | |||||
Notes payable at 9.6%, mature December 2014 | * | 2,140 | 2,257 | |||||||
Note payable at 7%, matures December 2019 | * | 201 | 232 | |||||||
Note payable at 7.25%, matures May 2016 | * | 564 | 880 | |||||||
Notes payable at 14%, mature September 30, 2020, collateralized by stocks of Miami Gardens Square One, Inc. and Stellar Management, Inc. | ** | 1,910 | 5,284 | |||||||
Note payable at the greater of 2% above prime or 7.5%, (7.5% at September 30, 2014), matures April 2017 | * | 3,021 | 3,142 | |||||||
Note payable at the greater of 2% above prime or 7.5%, (7.5% at September 30, 2014), matures June 2017 | * | 3,633 | 3,775 | |||||||
Note payable at 8%, matures January 2022 | * | 2,605 | 2,893 | |||||||
Notes payable at 5.5%, matures January 2023 | 1,388 | 1,456 | ||||||||
Notes payable at 5.5%, matures January 2023 | * | 6,013 | 6,310 | |||||||
8.15% note payable secured by aircraft, matures February 2017 | - | 2,571 | ||||||||
Note payable refinanced at 6.25%, matures July 2018 | * | 1,423 | 1,512 | |||||||
Note payable at 6.3%, matures June 2030, collateralized by aircraft | 457 | 970 | ||||||||
Notes payable at 4.75%-7.25%, mature December 2014 and September 2019 | * | 492 | 955 | |||||||
10% convertible debentures | 2,647 | 4,991 | ||||||||
Note payable at 9.5%, matures August 2024 | ** | 14,093 | 20,967 | |||||||
Notes payable at 9.5%, mature September 2024 | * | 8,762 | 9,267 | |||||||
6% convertible debentures, mature March 2023 | ** | 1,328 | 1,444 | |||||||
Note payable at 13%, matures March 2016 | ** | 4,000 | 1,500 | |||||||
Notes payable at 5-7%, mature from 2018 to 2028 | * | 2,730 | 2,555 | |||||||
Note payable at 11%, matures June 2018 | * | 2,500 | 2,500 | |||||||
Convertible note payable from a related party at 10%, matures August 1, 2014 | 750 | 750 | ||||||||
10% convertible debentures | 4,001 | - | ||||||||
7.45% note payable collateralized by aircraft, matures 2019 | 3,501 | - | ||||||||
Total debt | 70,352 | 78,592 | ||||||||
Less current portion | 12,315 | 8,830 | ||||||||
Total long-term debt | $ | 58,037 | $ | 69,762 | ||||||
* Collateralized by real estate | ||||||||||
** Collateralized by stock in subsidiary | ||||||||||
Schedule of Long-term Debt Instruments [Table Text Block] | Following is a summary of long-term debt at September 30: | |||||||||
(in thousands) | ||||||||||
2014 | 2013 | |||||||||
Secured by real estate | $ | 36,277 | $ | 38,659 | ||||||
Secured by stock in subsidiary | 21,331 | 29,195 | ||||||||
Secured by other assets | 3,958 | 3,541 | ||||||||
Unsecured | 8,786 | 7,197 | ||||||||
$ | 70,352 | $ | 78,592 | |||||||
Schedule of Maturities of Long-term Debt [Table Text Block] | Future maturities of long-term debt consist of the following, net of debt discount: (in thousands) | |||||||||
2015 | $ | 12,315 | ||||||||
2016 | 9,864 | |||||||||
2017 | 13,492 | |||||||||
2018 | 8,358 | |||||||||
2019 | 7,531 | |||||||||
Thereafter | 18,792 | |||||||||
Total maturities of long-term debt, net of debt discount | $ | 70,352 | ||||||||
Warrants Outstanding 434,571 [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Schedule Of Warrants Valuation Assumptions [Table Text Block] | The fair value of the warrants was estimated to be $ 434,571using a Black-Scholes option-pricing model using the following weighted average assumptions: | |||||||||
Volatility | 68 | % | ||||||||
Expected life | 1.5 years | |||||||||
Expected dividend yield | - | |||||||||
Risk free rate | 1.18 | % | ||||||||
Warrants Outstanding 38,256 [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Schedule Of Warrants Valuation Assumptions [Table Text Block] | The fair value of the warrants was estimated to be $38,256 in accordance with FASB ASC 820, Fair Value Measurements, using a Black-Scholes option-pricing model using the following weighted average assumptions: | |||||||||
Volatility | 35 | % | ||||||||
Expected life | 1.0 year | |||||||||
Expected dividend yield | - | |||||||||
Risk free rate | 0.23 | % | ||||||||
Warrants Outstanding 61,735 [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Schedule Of Warrants Valuation Assumptions [Table Text Block] | The fair value of the warrants was estimated to be $61,735 using a Black-Scholes option-pricing model using the following weighted average assumptions: | |||||||||
Volatility | 26 | % | ||||||||
Expected life | 1.5 years | |||||||||
Expected dividend yield | - | |||||||||
Risk free rate | 0.38 | % | ||||||||
Warrants Outstanding 105,318 [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Schedule Of Warrants Valuation Assumptions [Table Text Block] | The fair value of the warrants was estimated to be $105,318 using a Black-Scholes option-pricing model using the following weighted average assumptions: | |||||||||
Volatility | 28 | % | ||||||||
Expected life | 1.5 years | |||||||||
Expected dividend yield | - | |||||||||
Risk free rate | 0.33 | % | ||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||
Sep. 30, 2014 | |||||||||||
Income Tax Disclosure [Abstract] | |||||||||||
Schedule Of Provision For Income Taxes [Table Text Block] | The provision for income taxes on continuing operations consisted of the following for the years ended September 30: | ||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||
Current | $ | 4,979 | $ | 5,153 | $ | 2,437 | |||||
Deferred | 937 | 261 | 1,855 | ||||||||
Total income tax expense | $ | 5,916 | $ | 5,414 | $ | 4,292 | |||||
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | Income tax expense on continuing operations differs from the “expected” income tax expense computed by applying the U.S. federal statutory rate of 34 % to earnings before income taxes for the years ended September 30 as a result of the following: | ||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||
Computed expected tax expense | $ | 5,750 | $ | 5,037 | $ | 4,108 | |||||
State income taxes, net of federal benefit | 242 | 146 | 140 | ||||||||
Stock-based compensation and other permanent differences | -76 | 231 | 44 | ||||||||
Total income tax expense | $ | 5,916 | $ | 5,414 | $ | 4,292 | |||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | The significant components of the Company’s deferred tax assets and liabilities at September 30 were as follows: | ||||||||||
(in | 2014 | 2013 | |||||||||
thousands) | |||||||||||
Deferred tax assets (liabilities): | |||||||||||
Definite and indefinite lived intangibles | $ | -16,447 | $ | -16,481 | |||||||
Property and equipment | -9,141 | -9,873 | |||||||||
Patron tax | 5,209 | 4,351 | |||||||||
Other | -1,931 | 267 | |||||||||
Net deferred tax liabilities | $ | -22,310 | $ | -21,736 | |||||||
Schedule Of Net Deferred Tax Assets And Liabilities [Table Text Block] | The net deferred taxes are recorded in the balance sheets as follows: | ||||||||||
2014 | 2013 | ||||||||||
Current assets | $ | 5,378 | $ | 4,618 | |||||||
Long-term liabilities | -27,688 | -26,354 | |||||||||
Net deferred tax liabilities | $ | -22,310 | $ | -21,736 | |||||||
Stock_Options_Tables
Stock Options (Tables) | 12 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Following is a summary of options activity: | |||||||||||||
Weighted | ||||||||||||||
Average | Aggregate | |||||||||||||
Weighted | Remaining | Intrinsic | ||||||||||||
Average | Contractual | Value at | ||||||||||||
Exercise | Term | September | ||||||||||||
(in thousands, except exercise prices and contractual terms) | Options | Price | (Years) | 30, 2014 | ||||||||||
Outstanding at October 1, 2011 | 520 | $ | 10.01 | |||||||||||
Granted | 755 | 8.41 | ||||||||||||
Expired or cancelled | -490 | 10.18 | ||||||||||||
Exercised | - | |||||||||||||
Outstanding at September 30, 2012 | 785 | 8.36 | ||||||||||||
Granted | 10 | 8.7 | ||||||||||||
Expired or cancelled | -30 | 7.15 | ||||||||||||
Exercised | - | - | ||||||||||||
Outstanding at September 30, 2013 | 765 | $ | 8.41 | |||||||||||
Granted | - | |||||||||||||
Expired or cancelled | -385 | 8.35 | ||||||||||||
Exercised | -370 | 8.4 | ||||||||||||
Outstanding at September 30, 2014 | 10 | $ | 8.7 | 0.75 | $ | 22 | ||||||||
Exercisable at September 30, 2014 | 10 | $ | 8.7 | 0.75 | $ | 22 | ||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The fair value of these options were estimated to be $ 160,488 at the date of grant using a Black-Scholes option-pricing model using the following weighted average assumptions: | |||||||||||||
Volatility | 37 | % | ||||||||||||
Expected life | 1.5 years | |||||||||||||
Expected dividend yield | - | |||||||||||||
Risk free rate | 0.31 | % | ||||||||||||
The fair value of these options was estimated to be $ 966,493 at the date of grant using a Black-Scholes option-pricing model using the following weighted average assumptions: | ||||||||||||||
Volatility | 37 | % | ||||||||||||
Expected life | 1.5 years | |||||||||||||
Expected dividend yield | - | |||||||||||||
Risk free rate | 0.3 | % | ||||||||||||
The fair value of these options was estimated to be $ 11,670 at the date of grant using a Black-Scholes option-pricing model using the following weighted average assumptions: | ||||||||||||||
Volatility | 27 | % | ||||||||||||
Expected life | 1.5 years | |||||||||||||
Expected dividend yield | - | |||||||||||||
Risk free rate | 0.27 | % | ||||||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Sep. 30, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | |||||
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Future minimum annual lease obligations as of September 30, 2014 are as follows: | ||||
(in thousands) | |||||
2015 | $ | 3,999 | |||
2016 | 3,912 | ||||
2017 | 3,684 | ||||
2018 | 3,306 | ||||
2019 | 2,154 | ||||
Thereafter | 17,007 | ||||
Total future minimum lease obligations | $ | 34,062 | |||
Acquisitions_Tables
Acquisitions (Tables) | 12 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Silver City Cabaret [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Acquisition Fair Values Assets and Liabilities [Table Text Block] | The following information summarizes the allocation of fair values assigned to the assets and liabilities at the purchase date. | |||||||
(in thousands) | ||||||||
Building, land and contents | $ | 6,510 | ||||||
Equipment and furniture | 130 | |||||||
Noncompete | 100 | |||||||
Inventory and other current assets | 47 | |||||||
Goodwill | 774 | |||||||
SOB licenses | 2,213 | |||||||
Deferred taxes | -774 | |||||||
Net assets | $ | 9,000 | ||||||
Jaguars [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Acquisition Fair Values Assets and Liabilities [Table Text Block] | The following information summarizes the allocation of fair values assigned to the assets and liabilities at the purchase date. | |||||||
(in thousands) | ||||||||
Equipment and furniture | $ | 478 | ||||||
Noncompete | 450 | |||||||
Inventory and other current assets | 16 | |||||||
Goodwill | 19,133 | |||||||
SOB licenses | 5,923 | |||||||
Net assets | $ | 26,000 | ||||||
Foster Clubs [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Acquisition Fair Values Assets and Liabilities [Table Text Block] | The following information summarizes the allocation of fair values assigned to the assets at the purchase date. (in thousands) | |||||||
Buildings and land | $ | 10,066 | ||||||
Goodwill | -431 | |||||||
Net assets | $ | 9,635 | ||||||
Business Acquisition, Pro Forma Information [Table Text Block] | The pro forma amounts give effect to appropriate adjustments for the fair value of the assets acquired, amortization of intangibles and interest expense. | |||||||
FOR THE YEAR | ||||||||
ENDED SEPTEMBER 30, | ||||||||
2012 | ||||||||
Revenues | $ | 109,723 | ||||||
Net income | $ | 8,660 | ||||||
Net income per share – basic | $ | 0.89 | ||||||
Net income per share – diluted | $ | 0.89 | ||||||
Weighted average shares outstanding – basic | 9,691 | |||||||
Weighted average shares outstanding – diluted | 9,697 | |||||||
New Gentlemen's Club [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Acquisition Fair Values Assets and Liabilities [Table Text Block] | The following information summarizes the allocation of fair values assigned to the assets and liabilities at the purchase date. | |||||||
(in thousands) | ||||||||
Noncompete | $ | 150 | ||||||
Goodwill | 997 | |||||||
SOB licenses | 2,850 | |||||||
Deferred taxes | -997 | |||||||
Net assets | $ | 3,000 | ||||||
RCI Entertainment Delamo, Inc [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Acquisition Fair Values Assets and Liabilities [Table Text Block] | The following information summarizes the allocation of fair values assigned to the assets at the purchase date. (in thousands) | |||||||
Furniture and equipment | $ | 200 | ||||||
SOB licenses | 1,263 | |||||||
Net assets | $ | 1,463 | ||||||
Quarterly_Results_of_Operation1
Quarterly Results of Operations (Unaudited) (Tables) | 12 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||
Schedule of Quarterly Financial Information [Table Text Block] | (in thousands, except per share data) | |||||||||||||
Fiscal Year 2014 | ||||||||||||||
Quarters Ended | ||||||||||||||
Dec. 31 | March 31 | June 30 | Sept. 30 | |||||||||||
Revenues | $ | 29,423 | $ | 32,870 | $ | 33,343 | $ | 33,538 | ||||||
Gross Profit | $ | 25,676 | $ | 28,829 | $ | 29,048 | $ | 29,195 | ||||||
Net income | $ | 2,404 | $ | 3,722 | $ | 691 | $ | 4,423 | ||||||
Basic income per share: | ||||||||||||||
Net income | $ | 0.25 | $ | 0.39 | $ | 0.07 | $ | 0.44 | ||||||
Diluted income per share: | ||||||||||||||
Net income | $ | 0.25 | $ | 0.37 | $ | 0.07 | $ | 0.42 | ||||||
Basic weighted average shares outstanding | 9,546 | 9,661 | 9,883 | 10,179 | ||||||||||
Diluted weighted average shares outstanding | 9,855 | 10,853 | 9,968 | 11,014 | ||||||||||
Fiscal Year 2013 | ||||||||||||||
Quarters Ended | ||||||||||||||
Dec. 31 | March 31 | June 30 | Sept. 30 | |||||||||||
Revenues | $ | 27,141 | $ | 28,728 | $ | 28,308 | $ | 28,031 | ||||||
Gross Profit | $ | 23,755 | $ | 25,233 | $ | 24,628 | $ | 24,440 | ||||||
Net income (loss) | $ | 2,647 | $ | 2,745 | $ | 2,195 | $ | 1,604 | ||||||
Basic income (loss) per share: | ||||||||||||||
Net income (loss) | $ | 0.28 | $ | 0.29 | $ | 0.23 | $ | 0.17 | ||||||
Diluted income (loss) per share: | ||||||||||||||
Net income (loss) | $ | 0.28 | $ | 0.29 | $ | 0.23 | $ | 0.17 | ||||||
Basic weighted average shares outstanding | 9,575 | 9,514 | 9,479 | 9,504 | ||||||||||
Diluted weighted average shares outstanding | 9,833 | 9,988 | 9,647 | 9,603 | ||||||||||
Fiscal Year 2012 | ||||||||||||||
Quarters Ended | ||||||||||||||
Dec. 31 | March 31 | June 30 | Sept. 30 | |||||||||||
Revenues | $ | 22,019 | $ | 25,414 | $ | 23,921 | $ | 23,866 | ||||||
Gross Profit | $ | 19,087 | $ | 22,024 | $ | 20,642 | $ | 20,824 | ||||||
Net income | $ | 2,185 | $ | 2,117 | $ | 1,823 | $ | 1,453 | ||||||
Basic income per share: | ||||||||||||||
Net income | $ | 0.23 | $ | 0.22 | $ | 0.19 | $ | 0.15 | ||||||
Diluted income per share: | ||||||||||||||
Net income | $ | 0.23 | $ | 0.22 | $ | 0.19 | $ | 0.15 | ||||||
Basic weighted average shares outstanding | 9,685 | 9,720 | 9,725 | 9,633 | ||||||||||
Diluted weighted average shares outstanding | 9,687 | 9,731 | 9,731 | 9,636 | ||||||||||
Impairment_of_Assets_Tables
Impairment of Assets (Tables) | 12 Months Ended | ||||
Sep. 30, 2014 | |||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Schedule of Impaired Intangible Assets [Table Text Block] | Following is the relevant information on the assets impaired: | ||||
(in thousands) | |||||
Current assets | $ | 65 | |||
Property and equipment | 1,014 | ||||
Definite lived intangibles | 53 | ||||
Indefinite lived intangibles | 1,876 | ||||
Patron tax payable | -670 | ||||
Other current liabilities | -44 | ||||
Total impairment | $ | 2,294 | |||
Warrants_Issued_Tables
Warrants Issued (Tables) | 12 Months Ended | |||
Sep. 30, 2014 | ||||
Stockholders Equity Note [Abstract] | ||||
Schedule of Stockholders Equity Note, Warrants or Rights [Table Text Block] | The fair value of the warrants, which was entirely charged to expense upon issuance, was estimated to be $147,683 in accordance with FASB ASC 820, Fair Value Measurements, using a Black-Scholes option-pricing model using the following weighted average assumptions: | |||
Volatility | 31.5 | % | ||
Expected life | 1.0 years | |||
Expected dividend yield | - | |||
Risk free rate | 0.12 | % | ||
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) (Derivative [Member]) | 12 Months Ended |
Sep. 30, 2014 | |
Derivative [Member] | |
Significant Accounting Policies [Line Items] | |
Volatility | 73.00% |
Expected life | 3 years 5 months 1 day |
Expected dividend yield | 0.00% |
Risk free rate | 1.34% |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies (Details 1) (Put Option [Member]) | 12 Months Ended |
Sep. 30, 2014 | |
Put Option [Member] | |
Significant Accounting Policies [Line Items] | |
Volatility | 32.00% |
Expected life | 2 months 1 day |
Expected dividend yield | 0.00% |
Risk free rate | 0.06% |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies (Details 2) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |||
Basic earnings per share: | ||||||||||||||||||
Net income attributable to RCIHH shareholders | $2,404 | $4,423 | $691 | $3,722 | $2,647 | $1,604 | $2,195 | $2,745 | $2,185 | $1,453 | $1,823 | $2,117 | $11,240 | $9,191 | $7,578 | |||
Average number of common shares outstanding | 9,546 | 10,179 | 9,883 | 9,661 | 9,575 | 9,504 | 9,479 | 9,514 | 9,685 | 9,633 | 9,725 | 9,720 | 9,816 | 9,518 | 9,691 | |||
Basic earnings per share | $1.15 | $0.97 | $0.78 | |||||||||||||||
Diluted earnings per share: | ||||||||||||||||||
Net income attributable to RCIHH shareholders | 2,404 | 4,423 | 691 | 3,722 | 2,647 | 1,604 | 2,195 | 2,745 | 2,185 | 1,453 | 1,823 | 2,117 | 11,240 | 9,191 | 7,578 | |||
Adjustment. to net earnings from assumed conversion of debentures | 821 | [1] | 57 | [1] | 0 | [1] | ||||||||||||
Adjusted net income attributable to RCIHH shareholders | $12,061 | $9,248 | $7,578 | |||||||||||||||
Average number of common shares outstanding: | ||||||||||||||||||
Common shares outstanding | 9,816 | 9,518 | 9,691 | |||||||||||||||
Potential dilutive shares resulting from exercise of warrants and options | 9 | [2] | 4 | [2] | 6 | [2] | ||||||||||||
Potential dilutive shares resulting from conversion of debentures | 812 | [1] | 93 | [1] | 0 | [1] | ||||||||||||
Total average number of common shares outstanding used for dilution | 9,855 | 11,014 | 9,968 | 10,853 | 9,833 | 9,603 | 9,647 | 9,988 | 9,687 | 9,636 | 9,731 | 9,731 | 10,637 | 9,615 | 9,697 | |||
Diluted earnings per share: | ||||||||||||||||||
Net income attributable to RCIHH shareholders | $0.25 | $0.42 | $0.07 | $0.37 | $0.28 | $0.17 | $0.23 | $0.29 | $0.23 | $0.15 | $0.19 | $0.22 | $1.13 | $0.96 | $0.78 | |||
[1] | Represents interest expense on dilutive convertible securities that would not occur if they were assumed converted. | |||||||||||||||||
[2] | All outstanding warrants and options were considered for the EPS computation. |
Summary_of_Significant_Account6
Summary of Significant Accounting Policies (Details 3) (Tax Advantaged Bond Fund [Member], Fair Value, Inputs, Level 1 [Member], USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Tax Advantaged Bond Fund [Member] | Fair Value, Inputs, Level 1 [Member] | |
Significant Accounting Policies [Line Items] | |
Available for Sale, Cost Basis | $505 |
Available for Sale, Gross Unrealized Gain | 91 |
Available for Sale, Fair Value | $596 |
Summary_of_Significant_Account7
Summary of Significant Accounting Policies (Details 4) (USD $) | Sep. 30, 2014 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | ||
Significant Accounting Policies [Line Items] | ||
Marketable securities | $596 | $555 |
Fair Value, Inputs, Level 1 [Member] | ||
Significant Accounting Policies [Line Items] | ||
Marketable securities | 596 | 555 |
Fair Value, Inputs, Level 2 [Member] | ||
Significant Accounting Policies [Line Items] | ||
Marketable securities | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Significant Accounting Policies [Line Items] | ||
Marketable securities | $0 | $0 |
Summary_of_Significant_Account8
Summary of Significant Accounting Policies (Details Textual) (USD $) | 12 Months Ended | |||||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | Oct. 15, 2013 | 29-May-13 | Aug. 31, 2011 | Jun. 25, 2010 | Oct. 30, 2014 | |
Significant Accounting Policies [Line Items] | ||||||||
Sales And Liquor Taxes | $10,300,000 | $8,500,000 | $6,800,000 | |||||
Goodwill | 43,374,000 | 43,987,000 | 43,421,000 | |||||
Derivative, Gain (Loss) on Derivative, Net | 1,489 | 116,520 | ||||||
Antidilutive Securities | 234,189 | 821,440 | 1,122 | |||||
Share Based Compensation Arrangement By Stock Option Exercised | 369,665 | 0 | 0 | |||||
Business Acquisition, Percentage of Voting Interests Acquired | 50.00% | |||||||
Allocated Share-based Compensation Expense, Total | 282,305 | 847,183 | 314,761 | |||||
Equity Method Investment, Additional Information | Investments in Companies in which the Company owns less than a 20% interest are accounted for at cost and reviewed for any impairment. | |||||||
Debt Instrument, Convertible, Conversion Price | $16.25 | $10 | $10.25 | |||||
Convertible Debt | 9,277,000 | 1,444,000 | 4,525,000 | |||||
Derivative [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Price Risk Derivative Liabilities, at Fair Value | 3,800,000 | |||||||
Other Assets [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Business Acquisition Cost Of Acquired Entity Purchase Prices | 600,000 | |||||||
Equity Method Investment, Ownership Percentage | 40.00% | 40.00% | ||||||
Business Acquisition, Percentage of Voting Interests Acquired | 12.00% | |||||||
Night club [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Business Acquisition Cost Of Acquired Entity Purchase Prices | 600,000 | |||||||
Business Acquisition, Percentage of Voting Interests Acquired | 50.00% | |||||||
Put Option [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Temporary Equity Value Including Additional Paid In Capital | 5,200,000 | |||||||
Price Risk Derivative Liabilities, at Fair Value | 3,800,000 | 75,000 | ||||||
Additional Paid in Capital | 1,400,000 | |||||||
Maximum [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Equity Method Investment, Ownership Percentage | 50.00% | |||||||
Debt Instrument, Convertible, Conversion Price | $12.50 | $12.50 | ||||||
Maximum [Member] | Subsequent Event [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 51.00% | |||||||
Minimum [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Equity Method Investment, Ownership Percentage | 20.00% | |||||||
Business Acquisition, Percentage of Voting Interests Acquired | 15.00% | |||||||
Debt Instrument, Convertible, Conversion Price | $10 | $10 | ||||||
Building [Member] | Maximum [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Property, Plant and Equipment, Useful Life | 40 years | |||||||
Building [Member] | Minimum [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Property, Plant and Equipment, Useful Life | 29 years | |||||||
Equipment and Leasehold Improvements [Member] | Maximum [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Property, Plant and Equipment, Useful Life | 40 years | |||||||
Equipment and Leasehold Improvements [Member] | Minimum [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Property, Plant and Equipment, Useful Life | 5 years | |||||||
Media Division [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Goodwill | $567,000 |
Property_and_Equipment_Details
Property and Equipment (Details) (USD $) | Sep. 30, 2014 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $144,636 | $124,336 |
Less accumulated depreciation | -30,674 | -25,707 |
Property and equipment, net | 113,962 | 98,629 |
Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 24,113 | 20,582 |
Buildings and land | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 87,818 | 79,185 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 25,428 | 18,410 |
Furniture | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $7,277 | $6,159 |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 |
Indefinite useful lives: | |||
Goodwill | 43,374 | $43,987 | $43,421 |
Licenses | 53,968 | 54,966 | 50,608 |
Definite useful lives: | |||
Discounted leases | 158 | 168 | |
Unamortized non-compete agreements | 517 | 897 | |
Total goodwill and intangible assets | 98,017 | $100,018 | |
Unamortized Non Compete Agreements [Member] | |||
Definite useful lives: | |||
Finite-Lived Intangible Asset, Useful Life | 5 years | ||
Discounted Leases [Member] | Maximum [Member] | |||
Definite useful lives: | |||
Finite-Lived Intangible Asset, Useful Life | 18 years | ||
Discounted Leases [Member] | Minimum [Member] | |||
Definite useful lives: | |||
Finite-Lived Intangible Asset, Useful Life | 6 years |
Goodwill_and_Intangible_Assets3
Goodwill and Intangible Assets (Details 1) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Indefinite-lived Intangible Assets [Line Items] | ||
Licenses, Beginning balance | $54,966 | $50,608 |
Licenses, Intangibles acquired | 265 | 4,358 |
Licenses, Impairment | -1,263 | 0 |
Licenses, Other | 0 | 0 |
Licenses, Ending balance | 53,968 | 54,966 |
Goodwill, Beginning balance | 43,987 | 43,421 |
Goodwill, Intangibles acquired | 0 | 997 |
Goodwill, Imapairment | -613 | 0 |
Goodwill, Other | 0 | -431 |
Goodwill, Ending balance | $43,374 | $43,987 |
Goodwill_and_Intangible_Assets4
Goodwill and Intangible Assets (Details Textual) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 |
Goodwill And Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | $250 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 196 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 101 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 10 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 10 | ||
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | 108 | ||
Asset Impairment Charges | $2,294 | $0 | $0 |
Longterm_Debt_Details
Long-term Debt (Details) (USD $) | Sep. 30, 2014 | Sep. 30, 2013 | Feb. 29, 2012 | Aug. 31, 2011 | ||
In Thousands, unless otherwise specified | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | $70,352 | $78,592 | $2,700 | $750 | ||
Less current portion | 12,315 | 8,830 | ||||
Total long-term debt | 58,037 | 69,762 | ||||
Convertible Notes Payable [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 750 | 750 | ||||
Notes Payable One [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 2,193 | [1] | 2,381 | [1] | ||
Notes Payable Two [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 2,140 | [1] | 2,257 | [1] | ||
Notes Payable Three [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 201 | [1] | 232 | [1] | ||
Notes Payable Four [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 564 | [1] | 880 | [1] | ||
Notes Payable Five [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 1,910 | [2] | 5,284 | [2] | ||
Notes Payable Six [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 3,021 | [1] | 3,142 | [1] | ||
Notes Payable Seven [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 3,633 | [1] | 3,775 | [1] | ||
Notes Payable Eight [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 2,605 | [1] | 2,893 | [1] | ||
Notes Payable Nine [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 1,388 | 1,456 | ||||
Notes Payable Ten [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 6,013 | [1] | 6,310 | [1] | ||
Notes Payable Eleven [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 0 | 2,571 | ||||
Notes Payable Twelve [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 1,423 | [1] | 1,512 | [1] | ||
Notes Payable Thirteen [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 457 | 970 | ||||
Notes Payable Fourteen [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 492 | [1] | 955 | [1] | ||
Convertible Debentures One [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 2,647 | 4,991 | ||||
Notes Payable Fifteen [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 14,093 | [2] | 20,967 | [2] | ||
Notes Payable Sixteen [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 8,762 | [1] | 9,267 | [1] | ||
Convertible Debentures Two [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 1,328 | [2] | 1,444 | [2] | ||
Notes Payable Seventeen [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 4,000 | [2] | 1,500 | [2] | ||
Notes Payable Eighteen [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 2,730 | [1] | 2,555 | [1] | ||
Notes Payable Ninteen [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 2,500 | [1] | 2,500 | [1] | ||
Convertible Debentures Three [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | 4,001 | 0 | ||||
Notes Payable Twenty [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total debt | $3,501 | $0 | ||||
[1] | Collateralized by real estate | |||||
[2] | Collateralized by stock in subsidiary |
Longterm_Debt_Details_1
Long-term Debt (Details 1) (USD $) | Sep. 30, 2014 | Sep. 30, 2013 | Feb. 29, 2012 | Aug. 31, 2011 |
In Thousands, unless otherwise specified | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt | $70,352 | $78,592 | $2,700 | $750 |
Other Assets [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt | 3,958 | 3,541 | ||
Stock In Subsidiary [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt | 21,331 | 29,195 | ||
Unsecured Debt [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt | 8,786 | 7,197 | ||
Real Estate [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt | $36,277 | $38,659 |
Longterm_Debt_Details_2
Long-term Debt (Details 2) | 12 Months Ended |
Sep. 30, 2014 | |
Warrants Outstanding 434,571 [Member] | |
Debt Instrument [Line Items] | |
Volatility | 68.00% |
Expected life | 1 year 6 months |
Expected dividend yield | 0.00% |
Risk free rate | 1.18% |
Warrants Outstanding 38,256 [Member] | |
Debt Instrument [Line Items] | |
Volatility | 35.00% |
Expected life | 1 year |
Expected dividend yield | 0.00% |
Risk free rate | 0.23% |
Warrants Outstanding 61,735 [Member] | |
Debt Instrument [Line Items] | |
Volatility | 26.00% |
Expected life | 1 year 6 months |
Expected dividend yield | 0.00% |
Risk free rate | 0.38% |
Warrants Outstanding 105,318 [Member] | |
Debt Instrument [Line Items] | |
Volatility | 28.00% |
Expected life | 1 year 6 months |
Expected dividend yield | 0.00% |
Risk free rate | 0.33% |
Longterm_Debt_Details_3
Long-term Debt (Details 3) (USD $) | Sep. 30, 2014 | Sep. 30, 2013 | Feb. 29, 2012 | Aug. 31, 2011 |
In Thousands, unless otherwise specified | ||||
Debt Instrument [Line Items] | ||||
2015 | $12,315 | |||
2016 | 9,864 | |||
2017 | 13,492 | |||
2018 | 8,358 | |||
2019 | 7,531 | |||
Thereafter | 18,792 | |||
Total maturities of long-term debt, net of debt discount | $70,352 | $78,592 | $2,700 | $750 |
Longterm_Debt_Details_Textual
Long-term Debt (Details Textual) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 3 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | ||||||||||||||||
Oct. 15, 2013 | Dec. 02, 2011 | Feb. 28, 2014 | Feb. 29, 2012 | Aug. 31, 2011 | Sep. 30, 2010 | Jun. 25, 2010 | Jun. 30, 2010 | Apr. 30, 2010 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Mar. 04, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Jan. 31, 2012 | Jan. 24, 2013 | Aug. 24, 2013 | Jan. 17, 2012 | Apr. 29, 2009 | Dec. 31, 2009 | |||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $9,200,000 | $1,500,000 | |||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.00% | 8.00% | 8.15% | 10.00% | 14.00% | 10.00% | 6.25% | 5.50% | |||||||||||||||||
Debt Instrument, Payment Terms | Each of the Debentures has a term of three years, is convertible into shares of our common stock at a conversion price of $ 12.50 per share (subject to adjustment), and has an annual interest rate of 9%, with one initial payment of interest only due April 15, 2014. Thereafter, the principal amount is payable in 10 equal quarterly principal payments, which amounts to a total of $452,500, plus accrued and unpaid interest. Six months after the issue date of the Debentures, we have the right to redeem the Debentures if the Companys common stock has a closing price of $16.25 (subject to adjustment) for 20 consecutive trading days. The Warrants have an exercise price of $12.50 per share (subject to adjustment) and expire on October 15, 2016. | Under the modified terms the promissory notes become 10 year amortized facilities that provides for equal monthly payments of $77,633 each and will be fully paid on September 30, 2020, rather than a balloon payment for the entire amount that would have been due on November 30, 2012. | The debt bears interest at 6.30% | The note was collateralized by the real estate and was payable in monthly installments through April 2025 of $19,774, including principal and interest at the prime rate plus 4.5% with a minimum rate of 7%. | |||||||||||||||||||||
Debt Instrument, Periodic Payment | 452,500 | 42,465 | 26,386 | 920,000 | 3,803 | 19,774 | |||||||||||||||||||
Loan Origination Cost | 271,500 | 460,000 | 150,000 | ||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | maturity in January 2016. | The note matures in June 2030 | |||||||||||||||||||||||
Class Of Warrant Or Right Fair Value | 147,683 | 434,571 | 105,318 | 38,256 | 61,735 | ||||||||||||||||||||
Proceeds From Sale Of Debenture And Warrant | 4,525,000 | ||||||||||||||||||||||||
Debt Instrument Monthly Installment Amount | 15,090 | ||||||||||||||||||||||||
Convertible Debt | 4,525,000 | 9,277,000 | 1,444,000 | ||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $16.25 | $10 | $10.25 | ||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $12.50 | $11.77 | $10.25 | $8.70 | |||||||||||||||||||||
Debt Instrument Redemption Terms | The note is redeemable by the Company after six months at any time if the closing price of its common stock for 20 consecutive trading days is at least $13.00 per share. | ||||||||||||||||||||||||
Business Acquisitions Cost Of Acquired Entity Purchase Price | 5,500,000 | ||||||||||||||||||||||||
Long-term Debt | 2,700,000 | 750,000 | 70,352,000 | 78,592,000 | |||||||||||||||||||||
Business Acquisitions Cost Of Acquired Entity Cash Paid | 2,000,000 | ||||||||||||||||||||||||
Business Acquisitions Cost Of Acquired Entity Other Non Cash Consideration | 3,500,000 | ||||||||||||||||||||||||
Notes Payable | 2,200,000 | 1,500,000 | |||||||||||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 22,000,000 | ||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Amount | 462,724 | 2,969,000 | 0 | 0 | |||||||||||||||||||||
Debt Instrument, Unamortized Discount | 32,467 | ||||||||||||||||||||||||
Debt Instrument, Convertible, Terms of Conversion Feature | The 2010 Debentures were redeemable by the Company at any time if the closing price of its common stock for 20 consecutive trading days is at least $13.47 per share. | ||||||||||||||||||||||||
Warrants Exercise Terms | The Warrants provided that the Company had the right to require exercise of the Warrants if the closing price of the Companys common stock for 20 consecutive trading days was at least $14.35. | ||||||||||||||||||||||||
Long Term Debt Consideration For Extension | 150,000 | ||||||||||||||||||||||||
Long Term Debt Consideration For Extension Amortization | 100,000 | 150,000 | |||||||||||||||||||||||
Warrant Issued Percent | 20.00% | ||||||||||||||||||||||||
Debt Instrument Convertible Market Price | $8.73 | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 13.10% | 7.00% | |||||||||||||||||||||||
Share Price | $9.74 | ||||||||||||||||||||||||
Debt Instrument, Term | 3 years | 10 years | |||||||||||||||||||||||
Warrants To Purchase Common Stock | 72,400 | 100,000 | |||||||||||||||||||||||
Proceeds from Issuance of Debt | 2,700,000 | 518,192 | |||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 179,513 | ||||||||||||||||||||||||
Notes payable One [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | mature August 2015 and July 2022 | ||||||||||||||||||||||||
Long-term Debt | 2,193,000 | [1] | 2,381,000 | [1] | |||||||||||||||||||||
Notes Payable Two [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.60% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | mature December 2014 | ||||||||||||||||||||||||
Long-term Debt | 2,140,000 | [1] | 2,257,000 | [1] | |||||||||||||||||||||
Notes Payable Three [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | matures December 2019 | ||||||||||||||||||||||||
Long-term Debt | 201,000 | [1] | 232,000 | [1] | |||||||||||||||||||||
Notes Payable Four [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.25% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | matures May 2016 | ||||||||||||||||||||||||
Long-term Debt | 564,000 | [1] | 880,000 | [1] | |||||||||||||||||||||
Notes Payable Five [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 14.00% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | mature September 30, 2020 | ||||||||||||||||||||||||
Long-term Debt | 1,910,000 | [2] | 5,284,000 | [2] | |||||||||||||||||||||
Notes Payable Six [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.50% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | matures April 2017 | ||||||||||||||||||||||||
Long-term Debt | 3,021,000 | [1] | 3,142,000 | [1] | |||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 7.50% | ||||||||||||||||||||||||
Debt Instrument, Description of Variable Rate Basis | greater of 2% above prime or 7.5% | ||||||||||||||||||||||||
Notes Payable Seven [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.50% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | matures June 2017 | ||||||||||||||||||||||||
Long-term Debt | 3,633,000 | [1] | 3,775,000 | [1] | |||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 7.50% | ||||||||||||||||||||||||
Debt Instrument, Description of Variable Rate Basis | greater of 2% above prime or 7.5% | ||||||||||||||||||||||||
Notes Payable Eight [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | matures January 2022 | ||||||||||||||||||||||||
Long-term Debt | 2,605,000 | [1] | 2,893,000 | [1] | |||||||||||||||||||||
Notes Payable Nine [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.50% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | matures January 2023 | ||||||||||||||||||||||||
Long-term Debt | 1,388,000 | 1,456,000 | |||||||||||||||||||||||
Notes Payable Ten [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.50% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | matures January 2023 | ||||||||||||||||||||||||
Long-term Debt | 6,013,000 | [1] | 6,310,000 | [1] | |||||||||||||||||||||
Notes Payable Eleven [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.15% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | matures February 2017 | ||||||||||||||||||||||||
Long-term Debt | 0 | 2,571,000 | |||||||||||||||||||||||
Notes Payable Twelve [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.25% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | matures July 2018 | ||||||||||||||||||||||||
Long-term Debt | 1,423,000 | [1] | 1,512,000 | [1] | |||||||||||||||||||||
Notes Payable Thirteen [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.30% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | matures June 2030 | ||||||||||||||||||||||||
Long-term Debt | 457,000 | 970,000 | |||||||||||||||||||||||
Notes Payable Fourteen [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | mature December 2014 and September 2019 | ||||||||||||||||||||||||
Long-term Debt | 492,000 | [1] | 955,000 | [1] | |||||||||||||||||||||
Convertible Debentures One [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||||||||||||||||||||
Long-term Debt | 2,647,000 | 4,991,000 | |||||||||||||||||||||||
Notes Payable Fifteen [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.50% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | matures August 2024 | ||||||||||||||||||||||||
Long-term Debt | 14,093,000 | [2] | 20,967,000 | [2] | |||||||||||||||||||||
Notes Payable Sixteen [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.50% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | mature September 2024 | ||||||||||||||||||||||||
Long-term Debt | 8,762,000 | [1] | 9,267,000 | [1] | |||||||||||||||||||||
Convertible Debentures Two [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.00% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | mature March 2023 | ||||||||||||||||||||||||
Long-term Debt | 1,328,000 | [2] | 1,444,000 | [2] | |||||||||||||||||||||
Notes Payable Seventeen [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 13.00% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | matures March 2016 | ||||||||||||||||||||||||
Long-term Debt | 4,000,000 | [2] | 1,500,000 | [2] | |||||||||||||||||||||
Notes Payable Eighteen [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | mature from 2018 to 2028 | ||||||||||||||||||||||||
Long-term Debt | 2,730,000 | [1] | 2,555,000 | [1] | |||||||||||||||||||||
Notes Payable Ninteen [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 11.00% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | matures June 2018 | ||||||||||||||||||||||||
Long-term Debt | 2,500,000 | [1] | 2,500,000 | [1] | |||||||||||||||||||||
Convertible Debentures Three [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||||||||||||||||||||
Long-term Debt | 4,001,000 | 0 | |||||||||||||||||||||||
Notes Payable Twenty [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.45% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | matures 2019 | ||||||||||||||||||||||||
Long-term Debt | 3,501,000 | 0 | |||||||||||||||||||||||
Convertible Notes Payable [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | matures August 1, 2014 | ||||||||||||||||||||||||
Long-term Debt | 750,000 | 750,000 | |||||||||||||||||||||||
Aircraft [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.45% | 7.45% | |||||||||||||||||||||||
Debt Instrument, Periodic Payment | 40,653 | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | The note matures in January 2019. | ||||||||||||||||||||||||
Proceeds from Issuance of Debt | 3,600,000 | ||||||||||||||||||||||||
Residential Real Estate [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | The notes mature from 2018 to 2028. | ||||||||||||||||||||||||
Debt Issued For Real Estate Purchase | 2,600,000 | ||||||||||||||||||||||||
Debt Instrument Monthly Installment Amount | 25,660 | ||||||||||||||||||||||||
Payments to Acquire Real Estate | 3,230,000 | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Minimum | 5.00% | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Maximum | 7.00% | ||||||||||||||||||||||||
Second Adult Business In Midtown Manhattan [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.00% | 6.00% | |||||||||||||||||||||||
Debt Instrument Monthly Installment Amount | 16,653 | ||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $10.25 | $10.25 | $10.25 | ||||||||||||||||||||||
Business Acquisitions Cost Of Acquired Entity Purchase Price | 3,000,000 | 3,000,000 | 3,000,000 | ||||||||||||||||||||||
Payments to Acquire Businesses, Gross | 1,500,000 | 1,500,000 | |||||||||||||||||||||||
Debt Conversion, Converted Instrument, Amount | 1,500,000 | ||||||||||||||||||||||||
Foster Clubs [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Payment Terms | The Club Note bears interest at the rate of 9.5% per annum, is payable in 144 equal monthly installments | ||||||||||||||||||||||||
Debt Instrument Monthly Installment Amount | 256,602 | ||||||||||||||||||||||||
Business Acquisitions Cost Of Acquired Entity Purchase Price | 3,500,000 | ||||||||||||||||||||||||
Jaguars [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Payment Terms | The note bears interest at the rate of 9.5 %, is payable in 143 equal monthly installments | ||||||||||||||||||||||||
Business Acquisitions Cost Of Acquired Entity Purchase Price | 10,100,000 | ||||||||||||||||||||||||
Business Acquisitions Cost Of Acquired Entity Cash Paid | 350,000 | ||||||||||||||||||||||||
Business Acquisition Cost Of Acquired Entity Discounted Price | 9,600,000 | ||||||||||||||||||||||||
Business Acquisitions Purchase Price Allocation Notes Payable And Long Term Debt | 9,100,000 | ||||||||||||||||||||||||
Business Acquisition Purchase Price Allocation One Time Payment In Twelve Years | 650,000 | ||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | 431,252 | ||||||||||||||||||||||||
Minimum [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $10 | $10 | |||||||||||||||||||||||
Minimum [Member] | Notes payable One [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||||||||||||||||||||
Minimum [Member] | Notes Payable Fourteen [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.75% | ||||||||||||||||||||||||
Minimum [Member] | Notes Payable Eighteen [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | ||||||||||||||||||||||||
Maximum [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $12.50 | $12.50 | |||||||||||||||||||||||
Maximum [Member] | Notes payable One [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 11.00% | ||||||||||||||||||||||||
Maximum [Member] | Notes Payable Fourteen [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.25% | ||||||||||||||||||||||||
Maximum [Member] | Notes Payable Eighteen [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | ||||||||||||||||||||||||
Unsecured Debt [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 13.00% | 13.00% | |||||||||||||||||||||||
Proceeds from Issuance of Unsecured Debt | 1,500,000 | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | Mar. 01, 2016 | ||||||||||||||||||||||||
Long-term Debt | 8,786,000 | 7,197,000 | |||||||||||||||||||||||
Debt Instrument, Interest Rate Terms | monthly | ||||||||||||||||||||||||
Secured Promissory Note [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | 5,000,000 | ||||||||||||||||||||||||
Debt Instrument, Payment Terms | The Promissory Note bears interest at a varying rate at the greater of (i) two percent (2%) above the Prime Rate or (ii) seven and one-half percent (7.5%), which is guaranteed by the Company and by Eric Langan, the Companys Chief Executive Officer, individually . | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment | 34,999 | ||||||||||||||||||||||||
Payments to Acquire Real Estate | 6,000,000 | ||||||||||||||||||||||||
Payments for (Proceeds from) Real Estate Held-for-investment | 1,600,000 | ||||||||||||||||||||||||
Notes Issued | 4,400,000 | ||||||||||||||||||||||||
Secured Promissory Note Over Eleven Years Series One [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Payment Terms | The notes are payable over eleven years at $12,256 per month including interest and have an adjustable interest rate of 5.5%. The rate adjusts to prime plus 2.5% in the 61 st month, not to exceed 9%. | ||||||||||||||||||||||||
Proceeds from Issuance of Unsecured Debt | 12,256 | ||||||||||||||||||||||||
Notes Payable | 6,500,000 | ||||||||||||||||||||||||
Secured Promissory Note Over Eleven Years Series Two [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Payment Terms | The notes are also payable over eleven years at $53,110 per month including interest and have the same adjustable interest rate of 5.5%. | ||||||||||||||||||||||||
Proceeds from Issuance of Unsecured Debt | 53,110 | ||||||||||||||||||||||||
Joy Club Of Austin [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Periodic Payment | 42,461 | ||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | The notes mature in December 2014 and September 2019. | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Minimum | 4.75% | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Maximum | 7.25% | ||||||||||||||||||||||||
Notes Payable | 2,500,000 | ||||||||||||||||||||||||
Investor One [Member] | Private Transaction [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||||||||||||||||||||
Closing Price Of Common Stock | $13 | ||||||||||||||||||||||||
Debt Instrument Periodic Payment Principal Quaterly | 500,000 | ||||||||||||||||||||||||
Proceeds From Sale Of Debenture And Warrant | 3,000,000 | ||||||||||||||||||||||||
Placement Fees Percentage | 6.00% | ||||||||||||||||||||||||
Convertible Debt | 3,000,000 | ||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $10 | ||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $10 | ||||||||||||||||||||||||
Debt Instrument Redemption Terms | Six months after the issue date of the Debenture, we have the right to redeem the Debenture if our common stock has a closing price of $13.00 (subject to adjustment) for 20 consecutive trading days. | ||||||||||||||||||||||||
Debt Instrument, Term | 2 years | ||||||||||||||||||||||||
Warrants To Purchase Common Stock | 60,000 | ||||||||||||||||||||||||
Investor Two [Member] | Private Transaction [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||||||||||||||||||||
Debt Instrument, Payment Terms | The Debenture has a term of two years, is convertible into shares of our common stock at a conversion price of $10.25 per share (subject to adjustment), and has an annual interest rate of 10%, with one initial payment of interest only due February 28, 2014, and thereafter, the principal amount is payable in six equal quarterly principal payments of $250,000 plus accrued and unpaid interest. Six months after the issue date of the Debenture, we have the right to redeem the Debenture if our common stock has a closing price of $13.33 (subject to adjustment) for 20 consecutive trading days. The Warrant has an exercise price of $10.25 per share (subject to adjustment) and expires on August 28, 2016. | ||||||||||||||||||||||||
Proceeds From Sale Of Debenture And Warrant | 2,500,000 | ||||||||||||||||||||||||
Convertible Debt | 2,500,000 | ||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $10.25 | ||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $10.25 | ||||||||||||||||||||||||
Warrants To Purchase Common Stock | 48,780 | ||||||||||||||||||||||||
Adviser [Member] | |||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||
Loan Origination Cost | $165,000 | ||||||||||||||||||||||||
[1] | Collateralized by real estate | ||||||||||||||||||||||||
[2] | Collateralized by stock in subsidiary |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 |
Income Taxes [Line Items] | |||
Current | $4,979 | $5,153 | $2,437 |
Deferred | 937 | 261 | 1,855 |
Total income tax expense | $5,916 | $5,414 | $4,292 |
Income_Taxes_Details_1
Income Taxes (Details 1) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 |
Income Taxes [Line Items] | |||
Computed expected tax expense | $5,750 | $5,037 | $4,108 |
State income taxes, net of federal benefit | 242 | 146 | 140 |
Stock-based compensation and other permanent differences | -76 | 231 | 44 |
Total income tax expense | $5,916 | $5,414 | $4,292 |
Income_Taxes_Details_2
Income Taxes (Details 2) (USD $) | Sep. 30, 2014 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | ||
Deferred tax assets (liabilities): | ||
Definite and indefinite lived intangibles | ($16,447) | ($16,481) |
Property and equipment | -9,141 | -9,873 |
Patron Tax | 5,209 | 4,351 |
Other | -1,931 | 267 |
Net deferred tax liabilities | ($22,310) | ($21,736) |
Income_Taxes_Details_3
Income Taxes (Details 3) (USD $) | Sep. 30, 2014 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | ||
Income Taxes [Line Items] | ||
Current assets | $5,378 | $4,618 |
Long-term liabilities | -27,688 | -26,354 |
Net deferred tax liabilities | ($22,310) | ($21,736) |
Income_Taxes_Details_Textual
Income Taxes (Details Textual) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2014 |
Income Taxes [Line Items] | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 34.00% |
Deferred Tax Liabilities, Net | $17.20 |
Put_Options_and_Temporary_Equi1
Put Options and Temporary Equity (Details Textual) (USD $) | Sep. 30, 2014 |
In Millions, unless otherwise specified | |
Put Options And Temporary Equity [Line Items] | |
Temporary Equity, Carrying Amount, Including Portion Attributable to Noncontrolling Interests | $13.90 |
Stock_Options_Details
Stock Options (Details) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares, Outstanding begining | 765 | 785 | 520 |
Shares, Granted | 0 | 10 | 755 |
Shares, Expired or cancelled | -385 | -30 | -490 |
Shares, Exercised | -370 | 0 | 0 |
Shares, Outstanding ending | 10 | 765 | 785 |
Shares, Options exercisable as of September 30, 2014 | 10 | ||
Weighted Average Exercise Price, Outstanding begining | $8.41 | $8.36 | $10.01 |
Weighted Average Exercise Price, Granted | $8.70 | $8.41 | |
Weighted Average Exercise Price, Expired or cancelled | $8.35 | $7.15 | $10.18 |
Weighted Average Exercise Price, Exercised | $8.40 | $0 | |
Weighted Average Exercise Price, Outstanding ending | $8.70 | $8.41 | $8.36 |
Weighted Average Exercise Price, Options exercisable as of September 30, 2014 | $8.70 | ||
Weighted Average Remaining Contractual Term, Outstanding (in years) | 9 months | ||
Weighted Average Remaining Contractual Term, Options exercisable (in years) | 9 months | ||
Aggregate Intrinsic Value , Outstanding | $22 | ||
Options exercisable, Aggregate Intrinsic Value as of September 30, 2014 | $22 |
Stock_Options_Details_1
Stock Options (Details 1) | 1 Months Ended | ||
Jun. 30, 2013 | Jul. 31, 2012 | Jun. 30, 2012 | |
Stock Options And Stock based Employee Compensation [Line Items] | |||
Volatility | 27.00% | 37.00% | 37.00% |
Expected life | 1 year 6 months | 1 year 6 months | 1 year 6 months |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Risk free rate | 0.27% | 0.30% | 0.31% |
Stock_Options_Details_Textual
Stock Options (Details Textual) (USD $) | 1 Months Ended | 12 Months Ended | ||||||||
Jun. 30, 2013 | Jul. 31, 2012 | Jun. 30, 2012 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2010 | Feb. 28, 2014 | Oct. 15, 2013 | Jun. 25, 2010 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price, Percentage | 85.00% | |||||||||
Allocated Share-based Compensation Expense | $282,305 | $847,183 | $314,761 | |||||||
Sharebased Compensation Arrangement By Share Based Payment Award Options Strike Price | $8.70 | $8.35 | $8.78 | |||||||
Share Based Compensation Arrangement By Share Based Payment Award Options Grants In Period Fair Value | 11,670 | 966,493 | 160,488 | |||||||
Share Based Compensation Arrangement By Share Based Payment Award Options Exchanged Number | $442,500 | |||||||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Grants In Period, Gross | 0 | 10,000 | 755,000 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $8.70 | $11.77 | $12.50 | $10.25 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 1 year 6 months | 1 year 6 months | 1 year 6 months | |||||||
Employee [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Grants In Period, Gross | 10,000 | 655,000 | 100,000 | |||||||
Minimum [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 1 year | 2 years | ||||||||
Maximum [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 3 years | 5 years |
Commitment_and_Contingencies_D
Commitment and Contingencies (Details) (USD $) | Sep. 30, 2014 |
In Thousands, unless otherwise specified | |
Commitments And Contingencies [Line Items] | |
2015 | $3,999 |
2016 | 3,912 |
2017 | 3,684 |
2018 | 3,306 |
2019 | 2,154 |
Thereafter | 17,007 |
Total future minimum lease obligations | $34,062 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details Textual) (USD $) | 12 Months Ended | 0 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | Nov. 14, 2014 | Jan. 01, 2008 | |
Commitments And Contingencies [Line Items] | |||||
Club Surcharges | $5 | ||||
Patron Tax Paid in Excess | $2,000,000 | ||||
Contingent Liability for Live Entertainment Tax | 2,100,000 | ||||
Accrued Liabilities | 15,500,000 | ||||
Patron Tax Expense | 3,100,000 | 3,200,000 | 3,100,000 | ||
Loss Contingency Accrual, Provision | 775,000 | ||||
Insurance Settlements Receivable, Current | 2,600,000 | ||||
Subsequent Event [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Loss Contingency, Damages Paid, Value | 10,866,035 | ||||
Lease Agreements [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Payments for Rent | $4,800,000 | $3,600,000 | $2,900,000 |
Common_Stock_Details_Textual
Common Stock (Details Textual) (USD $) | 1 Months Ended | 12 Months Ended | ||
Jun. 25, 2010 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Class of Stock [Line Items] | ||||
Treasury Stock, Shares, Acquired | 101,330 | 192,455 | 262,054 | |
Treasury Stock, Value, Acquired, Cost Method | $1,200,000 | $1,600,000 | $2,100,000 | |
Debt Conversion, Converted Instrument, Amount | 462,724 | 2,969,000 | 0 | 0 |
Debt Conversion, Converted Instrument, Shares Issued | 294,000 | 0 | 0 | |
Proceeds from Warrant Exercises | 3,126,000 | 0 | 0 | |
Common Stock, Value, Issued | 101,000 | 95,000 | ||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Exercises In Period | 370,000 | 0 | 0 | |
Stock Issued During Period, Value, Stock Options Exercised | 3,126,000 | |||
Acquisitions [Member] | ||||
Class of Stock [Line Items] | ||||
Shares, Issued | 100,000 | |||
Common Stock, Value, Issued | 863,000 | |||
Holders [Member] | ||||
Class of Stock [Line Items] | ||||
warrant exercise during period | 118,856 | |||
Proceeds from Warrant Exercises | 1,000,000 | |||
Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Exercises In Period | 370,000 | |||
Stock Issued During Period, Value, Stock Options Exercised | $4,000 |
Employee_Retirement_Plan_Detai
Employee Retirement Plan (Details Textual) (USD $) | 12 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Employee Retirement Plan [Line Items] | |||
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 3.00% | ||
Defined Benefit Plan, Contributions by Employer | $83,000 | $64,000 | $55,000 |
Acquisitions_Details
Acquisitions (Details) (Silver City Cabaret [Member], USD $) | Sep. 30, 2014 |
In Thousands, unless otherwise specified | |
Silver City Cabaret [Member] | |
Business Acquisition [Line Items] | |
Building, land and contents | $6,510 |
Equipment and furniture | 130 |
Noncompete | 100 |
Inventory and other current assets | 47 |
Goodwill | 774 |
SOB licenses | 2,213 |
Deferred taxes | -774 |
Net assets | $9,000 |
Acquisitions_Details_1
Acquisitions (Details 1) (Jaguars [Member], USD $) | Sep. 30, 2014 |
In Thousands, unless otherwise specified | |
Jaguars [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Equipment and furniture | $478 |
Noncompete | 450 |
Inventory and other current assets | 16 |
Goodwill | 19,133 |
SOB licenses | 5,923 |
Net assets | $26,000 |
Acquisitions_Details_2
Acquisitions (Details 2) (USD $) | 12 Months Ended |
Sep. 30, 2012 | |
Business Acquisition [Line Items] | |
Revenues | $109,723 |
Net income | $8,660 |
Net income per share - basic | $0.89 |
Net income per share - diluted | $0.89 |
Weighted average shares outstanding - basic | 9,691 |
Weighted average shares outstanding - diluted | 9,697 |
Acquisitions_Details_3
Acquisitions (Details 3) (USD $) | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 |
In Thousands, unless otherwise specified | |||
Business Acquisition [Line Items] | |||
Goodwill | $43,374 | $43,987 | $43,421 |
Foster Clubs [Member] | |||
Business Acquisition [Line Items] | |||
Buildings and land | 10,066 | ||
Goodwill | -431 | ||
Net assets | $9,635 |
Acquisitions_Details_4
Acquisitions (Details 4) (USD $) | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | Mar. 04, 2013 |
In Thousands, unless otherwise specified | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $43,374 | $43,987 | $43,421 | |
Second Adult Business In Midtown Manhattan [Member] | ||||
Business Acquisition [Line Items] | ||||
Noncompete | 150 | |||
Goodwill | 997 | |||
SOB licenses | 2,850 | |||
Deferred taxes | -997 | |||
Net assets | $3,000 |
Acquisitions_Details_5
Acquisitions (Details 5) (RCI Entertainment Delamo, Inc [Member], USD $) | Sep. 30, 2014 |
In Thousands, unless otherwise specified | |
RCI Entertainment Delamo, Inc [Member] | |
Business Acquisition [Line Items] | |
Furniture and equipment | $200 |
SOB licenses | 1,263 |
Net assets | $1,463 |
Acquisitions_Details_Textual
Acquisitions (Details Textual) (USD $) | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | |||||||||
Oct. 13, 2013 | Oct. 15, 2013 | Jan. 17, 2012 | Dec. 02, 2011 | Feb. 29, 2012 | Jun. 25, 2010 | Jun. 30, 2010 | Apr. 30, 2010 | Sep. 30, 2014 | Mar. 04, 2013 | Mar. 31, 2013 | 29-May-13 | Jun. 30, 2013 | Sep. 17, 2012 | Sep. 30, 2012 | Aug. 31, 2011 | Sep. 30, 2010 | |
Business Acquisition [Line Items] | |||||||||||||||||
Business Acquisition, Purchase Price | $5,500,000 | ||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.00% | 5.50% | 8.00% | 8.15% | 10.00% | 6.25% | 10.00% | 14.00% | |||||||||
Debt Instrument, Unamortized Discount | 32,467 | ||||||||||||||||
Business Combination, Consideration Transferred, Other | 7,000 | ||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $16.25 | $10.25 | $10 | ||||||||||||||
Debt Instrument, Periodic Payment | 452,500 | 42,465 | 26,386 | 920,000 | 3,803 | 19,774 | |||||||||||
Debt Instrument, Term | 3 years | 10 years | |||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 50.00% | ||||||||||||||||
Business Acquisition, Transaction Costs | 5,200,000 | ||||||||||||||||
Debt Instrument Maturity Period | 11 years | ||||||||||||||||
Business Acquisitions Cost Of Acquired Entity Other Non Cash Consideration | 3,500,000 | ||||||||||||||||
Business Acquisitions Cost Of Acquired Entity Cash Paid | 2,000,000 | ||||||||||||||||
Business Acquisition Purchase Price Allocation Land and Building First Proportionate | 10,000,000 | ||||||||||||||||
Business Acquisition Purchase Price Allocation Land and Building Second Proportionate | 13,000,000 | ||||||||||||||||
Business Acquisition Purchase Price Allocation Land and Building | 23,000,000 | ||||||||||||||||
Payment of Lease Rent After Amendment | 100,000 | ||||||||||||||||
Payment of Lease Rent Before Amendment | 180,000 | ||||||||||||||||
Unsecured Debt [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 13.00% | ||||||||||||||||
Promissory Notes [Member] | Amended Real Estate Purchase Agreements [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.50% | ||||||||||||||||
Debt Instrument Maturity Period | 11 years | ||||||||||||||||
Business Acquisitions Cost Of Acquired Entity Other Non Cash Consideration | 6,200,000 | ||||||||||||||||
Real Properties [Member] | Amended Real Estate Purchase Agreements [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Acquisition, Purchase Price | 6,500,000 | ||||||||||||||||
Pnyx [Member] | Amended Real Estate Purchase Agreements [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Acquisition, Purchase Price | 1,000,000 | ||||||||||||||||
Business Acquisitions Cost Of Acquired Entity Cash Paid | 700,000 | ||||||||||||||||
Pnyx [Member] | Promissory Notes [Member] | Amended Real Estate Purchase Agreements [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Acquisitions Cost Of Acquired Entity Other Non Cash Consideration | 300,000 | ||||||||||||||||
Business Acquisitions Cost Of Acquired Entity Cash Paid | 300,000 | ||||||||||||||||
Debt Instrument, Interest Rate, Basis for Effective Rate | The rates adjust to prime plus 2.5% in the 61st month, not to exceed 9% | ||||||||||||||||
Second Adult Business in Midtown Manhattan [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Acquisition, Purchase Price | 3,000,000 | 3,000,000 | |||||||||||||||
Payments to Acquire Businesses, Gross | 1,500,000 | 1,500,000 | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.00% | ||||||||||||||||
Business Combination, Consideration Transferred, Other | 34,000 | ||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $10.25 | $10.25 | |||||||||||||||
Second Adult Business in Midtown Manhattan [Member] | Promissory Notes [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Combination, Consideration Transferred, Other | 1,500,000 | ||||||||||||||||
Debt Instrument, Periodic Payment | 16,653 | ||||||||||||||||
Stock Redemption Price | $13.47 | ||||||||||||||||
Debt Instrument, Term | 120 months | ||||||||||||||||
Delamo Inc [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures | 100,000 | ||||||||||||||||
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures | 863,000 | ||||||||||||||||
Payments for Previous Acquisition | 600,000 | ||||||||||||||||
New West [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Acquisition, Purchase Price | 380,000 | ||||||||||||||||
Business Acquisition, Cost of Acquired Entity, Discounted Price | 380,000 | ||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||||||||||||||||
Beaumont [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Payments to Acquire Interest in Subsidiaries and Affiliates | 300,000 | ||||||||||||||||
License Costs | 245,000 | ||||||||||||||||
RCI Stemmons [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Acquisition, Purchase Price | 1,400,000 | ||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||||||||||||||||
RCI Fine [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Acquisition, Purchase Price | 100,000 | ||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.50% | ||||||||||||||||
Debt Instrument Maturity Period | 11 years | ||||||||||||||||
Debt Instrument, Interest Rate, Basis for Effective Rate | The rates adjust to prime plus 2.5% in the 61st month, not to exceed 9% | ||||||||||||||||
PTs Platinum [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 49.00% | ||||||||||||||||
Business Acquisition Cost Of Acquired Entity Purchase Price1 | 500,000 | ||||||||||||||||
Silver City [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Acquisition, Transaction Costs | 76,000 | ||||||||||||||||
Jaguars [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Debt Instrument, Periodic Payment | 1,200,000 | ||||||||||||||||
Business Acquisition, Transaction Costs | 316,000 | ||||||||||||||||
Business Acquisitions Cost Of Acquired Entity Cash Paid | 3,500,000 | ||||||||||||||||
Reduction Amount | 2,400,000 | ||||||||||||||||
Debt Instrument, Periodic Payment, Principal | 2,400,000 | ||||||||||||||||
Jaguars [Member] | Notes Payable, Other Payables [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Acquisition Cost Of Acquired Entity Additional Cash Paid | 500,000 | ||||||||||||||||
Jaguars [Member] | Secured Debt [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.50% | ||||||||||||||||
Business Acquisitions Cost Of Acquired Entity Other Non Cash Consideration | 22,000,000 | ||||||||||||||||
Jaguars [Member] | Real Estate Agreement [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Business Acquisition, Purchase Price | 10,100,000 | ||||||||||||||||
Business Acquisition, Cost of Acquired Entity, Discounted Price | 9,600,000 | ||||||||||||||||
Payments to Acquire Businesses, Gross | 350,000 | ||||||||||||||||
Business Acquisitions, Purchase Price Allocation Notes Payable And Long Term Debt | 9,100,000 | ||||||||||||||||
Business Acquisition, Purchase Price Allocation One Time Payment In Twelve Years | 650,000 | ||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.50% | ||||||||||||||||
Debt Instrument, Unamortized Discount | 431,252 | ||||||||||||||||
Jaguars [Member] | Texas patron tax [Member] | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Reduction Amount | 6,000,000 | ||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $6,000,000 |
Quarterly_Results_of_Operation2
Quarterly Results of Operations (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 |
Quarterly Financial Information [Line Items] | |||||||||||||||
Revenues | $29,423 | $33,538 | $33,343 | $32,870 | $27,141 | $28,031 | $28,308 | $28,728 | $22,019 | $23,866 | $23,921 | $25,414 | $129,174 | $112,208 | $95,220 |
Gross Profit | 25,676 | 29,195 | 29,048 | 28,829 | 23,755 | 24,440 | 24,628 | 25,233 | 19,087 | 20,824 | 20,642 | 22,024 | |||
Net income | $2,404 | $4,423 | $691 | $3,722 | $2,647 | $1,604 | $2,195 | $2,745 | $2,185 | $1,453 | $1,823 | $2,117 | $11,240 | $9,191 | $7,578 |
Basic income (loss) per share: | |||||||||||||||
Net income (loss) (in dollars per share) | $0.25 | $0.44 | $0.07 | $0.39 | $0.28 | $0.17 | $0.23 | $0.29 | $0.23 | $0.15 | $0.19 | $0.22 | $1.15 | $0.97 | $0.78 |
Diluted income (loss) per share: | |||||||||||||||
Net income (loss) (in dollars per share) | $0.25 | $0.42 | $0.07 | $0.37 | $0.28 | $0.17 | $0.23 | $0.29 | $0.23 | $0.15 | $0.19 | $0.22 | $1.13 | $0.96 | $0.78 |
Weighted Average Number of Shares Outstanding, Basic, Total | 9,546 | 10,179 | 9,883 | 9,661 | 9,575 | 9,504 | 9,479 | 9,514 | 9,685 | 9,633 | 9,725 | 9,720 | 9,816 | 9,518 | 9,691 |
Weighted Average Number of Shares Outstanding, Diluted | 9,855 | 11,014 | 9,968 | 10,853 | 9,833 | 9,603 | 9,647 | 9,988 | 9,687 | 9,636 | 9,731 | 9,731 | 10,637 | 9,615 | 9,697 |
Impairment_of_Assets_Details
Impairment of Assets (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 |
Schedule Of Impairment Of Assets [Line Items] | |||
Current assets | $65 | ||
Property and equipment | 1,014 | ||
Definite lived intangibles | 53 | ||
Indefinite lived intangibles | 1,876 | ||
Patron tax payable | -670 | ||
Other current liabilities | -44 | ||
Total impairment | $2,294 | $0 | $0 |
Gain_on_Contractual_Debt_Reduc1
Gain on Contractual Debt Reduction (Details Textual) (Contractual Debt Reduction [Member], USD $) | Sep. 30, 2014 |
Contractual Debt Reduction [Member] | |
Schedule Of Contractual Debt Reduction [Line Items] | |
Club Note, Outstanding Principal | $1,200,000 |
Club Note, Maximum Reduction Amount | 6,000,000 |
Club Note, Reduction Amount, Per Person | 2 |
Club Note, Reduction Amount | 2,400,000 |
Club Note, Increase Decrease in Reduction Amount | 2,400,000 |
Club Note, Reduction Enforced Amount, Per Person | 5 |
Club Note, Reduction Enforced Amount | 6,000,000 |
Club Note, Gain Loss in Demanded Payments | $6,000,000 |
Restricted_Stock_Issuance_Deta
Restricted Stock Issuance (Details Textual) (USD $) | 12 Months Ended |
Sep. 30, 2014 | |
Restricted Assets Disclosure [Line Items] | |
Restricted Stock, Shares Issued Net of Shares for Tax Withholdings | 96,325 |
Restricted Stock, Value, Shares Issued Net of Tax Withholdings | $938,478 |
Unamortized Restricted Stock Issuance Cost | $860,543 |
Warrants_Issued_Details
Warrants Issued (Details) (Warrants Outstanding 147,683 [Member]) | 12 Months Ended |
Sep. 30, 2014 | |
Warrants Outstanding 147,683 [Member] | |
Class of Warrant or Right [Line Items] | |
Volatility | 31.50% |
Expected life | 1 year |
Expected dividend yield | 0.00% |
Risk free rate | 0.12% |
Warrants_Issued_Details_Textua
Warrants Issued (Details Textual) (USD $) | 1 Months Ended | 0 Months Ended | ||||
Feb. 28, 2014 | Oct. 15, 2013 | Sep. 30, 2014 | Aug. 24, 2013 | Jan. 24, 2013 | Jun. 25, 2010 | |
Class of Warrant or Right [Line Items] | ||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $11.77 | $12.50 | $8.70 | $10.25 | ||
Warrants Expired Description | two years | |||||
Class Of Warrant Or Right Fair Value | $147,683 | $105,318 | $61,735 | $38,256 | $434,571 | |
Warrants To Purchase Common Stock | 100,000 | 72,400 |
Subsequent_Events_Details_Text
Subsequent Events (Details Textual) (USD $) | 12 Months Ended | 1 Months Ended | 0 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | Oct. 30, 2014 | Oct. 16, 2014 | |
Subsequent Event [Line Items] | |||||
Impairment Charge on Reclassified Assets | $1,400,000 | ||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 0 | 100,000 | 0 | ||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned | 0 | 863,000 | 0 | ||
Subsequent Event [Member] | Robust [Member] | |||||
Subsequent Event [Line Items] | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 200,000 | ||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 200,000 | ||||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned | 5,000,000 | ||||
Noncontrolling Interest, Ownership Percentage by Parent | 51.00% | ||||
Common Stock Issuable | 50,000 | ||||
Minimum Net Income Required | 1,000,000 | ||||
Subsequent Event [Member] | Wholly Owned Properties [Member] | |||||
Subsequent Event [Line Items] | |||||
Proceeds from Sale of Interest in Partnership Unit | $250,000 |