Soho House completes £2b take-private deal

Soho House has completed its £2b ($2.7b) deal to merge with parent company EH Parent and EH MergerSub and become a private company.

 

The move, which de-lists the firm from the New York Stock Exchange, was described as a “positive step” by CEO Andrew Carnie in an email to members. “It gives us the freedom to focus on what Soho House has always been about: looking after our members,” he wrote.

 

Soho House first announced its intention to move back to private ownership in August 2025 after four years trading on the New York Stock Exchange. It was to enter into a multibillion-pound deal with a group of investors, including MCR Hotels and actor Ashton Kutcher.

 

However, at the beginning of this year MCR Hotels pulled out of a $200m (£149m) funding commitment, putting the deal at risk.

 

The private members’ club subsequently secured the financing by entering into a $50m (£37m) equity commitment with Morse Ventures, owned by Tyler Morse, the chairman and chief executive of MCR Hotels affiliate MCR Investors.

 

MCR Hotels itself also committed a further $50m (£37m), taking its financing to $100m (£75m) – half of its original $200m figure.

 

To raise the rest of the funding, Soho House’s debt financiers Apollo Capital Management and Goldman Sachs (GS Principal Investors) agreed to increase the members’ club’s unsecured notes facility from $150m (£112m) to $220m (£164m). Apollo also agreed to reduce its existing $50m equity commitment to $30m (£22m).

 

Completing the financing measures, Soho House amended its existing rollover and support agreements with a number of shareholders, including Ivy Collection boss Richard Caring, who agreed to roll over additional shares rather than cash them out at the deal’s $9 (£7) a share price. This reduced the funds required to close the transaction by approximately $50m.

 

MCR Hotels, the third-largest hotel owner-operator in the US and the owner of London’s BT Tower, agreed to pay $9 a share to acquire Soho House, which the company said represented an 83% premium to the price before the expression of investor interest in December 2024.

 

Soho House was founded by Nick Jones in London in 1995 to act as a hub for people working in the creative industries. It now runs 50 clubs globally.

 

MCR operates 150 hotels across the US, including the TWA hotel at John F Kennedy International Airport in New York.