Membership Collective Group Completes Transition to Private Ownership

Membership Collective US5860011098

The Membership Collective Group, the parent company of the exclusive Soho House club network, has finalized its departure from public markets. The company's shares ceased trading on the New York Stock Exchange (NYSE) effective immediately, concluding a merger transaction that returns full control to its founding partners and a core group of strategic investors.

The merger was formally completed on January 29. As part of the process, all publicly held Class A common shares were acquired. Shareholders of record are entitled to receive a cash consideration of $9.00 per share. The company has requested the deregistration of its securities, marking the official end of its status as a publicly traded entity.

Long-standing key stakeholders, including founder Nick Jones, Executive Chairman Ron Burkle, and entrepreneur Richard Caring, retain majority control. A new voting agreement consolidates 100% of the outstanding equity within this group and the new financial backers.

$200 Million Capital Injection Secures Deal

The move to private ownership was facilitated by approximately $200 million in fresh capital. Momentum Solutions II, an entity controlled by George Popstefanov, contributed $100 million. An additional $100 million was provided by units of the hotel group MCR and its CEO, Tyler Morse.

Notably, several major insiders opted to forgo the cash payout, instead rolling their equity stakes into the newly private company. Richard Caring, for instance, will hold nearly 40 million Class B shares as "rollover shares." Goldman Sachs also participated in this rollover structure, though it reduced its position to accommodate the incoming investor capital.

Strategic Rationale and Future Governance

Management has cited increased strategic flexibility as a primary motive for delisting. Freed from the demands of quarterly public reporting, the leadership aims to pursue its global expansion strategy with a longer-term focus. A newly constituted board of directors, featuring Ron Burkle, Richard Caring, Tyler Morse, and Ashton Kutcher, among others, will now guide the company's strategic direction.

• Current Status: Privatization finalized; delisting complete.
• Acquisition Price: $9.00 per share in cash.
• New Capital Raised: Approximately $200 million.
• Core Controlling Owners: Nick Jones, Ron Burkle, and Richard Caring maintain majority ownership.