Soho House & Co. stockholders voted to approve the merger agreement that takes the global members' club operator private again, ending a three-year public-market tenure that began with a $2.1B SPAC combination in July 2021. The transaction values the company at approximately $1.9B and appoints actor and venture investor Ashton Kutcher to the board as part of the new ownership structure. Final voting results are due May 4, when the proxy solicitation period closes.
The take-private is led by a consortium including founder Ron Burkle and existing institutional backers. Soho House went public through a Pershing Square Tontine Holdings merger at $14.00 per share; the stock closed its last trading session near $6.50, a 54% decline from debut pricing. The company operates 43 houses across 27 cities, targeting the creative class with annual memberships ranging from $2,400 to $4,800 depending on geography and access tier. Revenue for 2024 is estimated at $1.1B, up 12% year-over-year, but the company has not posted a profitable fiscal year since going public.
Kutcher's board appointment signals a strategic pivot toward tech-adjacent capital and Hollywood deal flow. He co-founded Sound Ventures, which has backed Uber, Airbnb, and Spotify; his involvement suggests Soho House intends to tighten its venture-studio positioning within the membership base. The company already hosts co-working spaces and facilitates introductions between venture allocators and founders—services that compete directly with stealth clubs like Zero Bond in New York and San Vicente Bungalows in Los Angeles. Kutcher's network overlaps cleanly with Soho's creative-class demographic, but his appointment also reflects the need for credible voices in a category where brand authenticity dictates pricing power.
The broader context is a decisive retreat from public hospitality equities. Five hotel and club operators have gone private since 2022, including Four Seasons Hotels and Resorts, which exited at $3.8B in 2023. Public investors underwrite earnings growth; private owners underwrite brand repositioning and asset-light expansion. Soho House's wellness pivot—described by CEO Andrew Carnie as replacing hedonism with two-sip martinis and IV drips—demands patient capital. The club expanded too quickly post-SPAC, opening 11 new houses in 18 months, diluting exclusivity and straining unit economics. Private ownership allows the operator to pause expansion, stabilize occupancy, and test premium tiers without quarterly guidance pressure.
Watch for three developments. First, membership churn data by house—if churn exceeds 12% annually in core markets like London and New York, the brand has a loyalty problem. Second, Kutcher's first board motion, likely within 90 days, will clarify whether this is a capital-raise play or a strategic repositioning. Third, any asset sales or house closures in secondary markets—Miami, Toronto, or Mumbai—would confirm the operator is tightening the perimeter rather than pursuing scale. Soho House's private-equity backers paid $44 per share equivalent in 2008; they are buying back in at $6.50. That arithmetic suggests conviction, not distress.
The transaction closes no later than Q3 2025. The company will no longer file quarterly reports, making it harder to track same-house revenue growth or membership additions. For family offices and hospitality developers, the signal is clear: club-based hospitality is a long-duration asset with unpredictable public-market returns. Private structures suit the category better.
The takeaway
Soho House exits public markets at **$1.9B**, down **54%** from SPAC debut, with Kutcher joining the board to tighten venture-studio positioning.
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