Nightcap, the recently formed bar and late-night group, has secured its second acquisition with an agreement to buy Adventure Bar Group, the operator of Bar Elba, Blame Gloria, Luna Springs and Tonight Josephine.

The acquisition comprises an maximum total consideration of £2.5m, payable in new Nightcap shares on completion, and dependent upon the financial performance of Adventure Bar Group post acquisition.

Nightcap will also be taking over Adventure Bar Group’s bank debt of £4.3m, of which a minimum of £1.3m will be paid off on completion.

The listed group is also seeking to raise approximately £4m through the placing of new shares with investors to fund the UK roll out of the Tonight Josephine, Bar Elba and Luna Springs brands to expand Adventure Bar Group nationwide.

The deal will see Nightcap work with Adventure founders Thomas Kidd and Tobias Jackson on growing the nine-site business to up to 40 sites, in key cities across the UK.

Nightcap CEO Sarah Willingham said: “We are thrilled to have secured our second acquisition and to have the opportunity to back such an exciting business and two very talented operators in Tom and Toby. They have built a great company and team, and have a very special business, and we’re really excited to be working with them. We look forward to supporting them as they continue to grow during a time where the opportunity to acquire first-class sites at attractive rates is unmatched by anything I have seen during my 25 years in hospitality.

“For Nightcap this acquisition expands the opportunity to take on different types of properties, particularly with the Bar Elba and Luna Springs concepts trading as large outdoor venues, benefitting significantly when trade is restricted indoors and during the summer period.

“In addition, this acquisition will provide Nightcap with opportunities for purchasing synergies across the enlarged group and allow us to benefit from bringing new areas of excellence onboard, and I could not be more delighted to welcome Adventure Bar Group to the Nightcap family.”

Adventure Bar Group recently expanded out of its London heartland, opening a large outdoor bar, food and entertainment venue, Luna Springs, in Digbeth, Birmingham. It will open a second venue in Birmingham city centre – Tonight Josephine – later this month.

Thomas Kidd, CEO of Adventure Bar Group, said: “We are delighted to be working with Sarah, Michael [Toxvaerd, co-founder] , Toby [Rolph, Nightcap CFO] and the team at Nightcap. We have been looking at growth funding options for some time and this is the perfect outcome for us; the experience and knowledge of the senior Nightcap team will be a huge asset to the business as we look to scale and to share our brands like Tonight Josephine with more people around the UK.”

The acquisition of Adventure Bar Group is Nightcap’s second deal after buying The London Cocktail Club (LCC), the 10-strong cocktail bar business, in January 2021. The deal coincided with Nightcap’s listing on the Aim market at the beginning of 2021.

With a background in the sector and strong track record as an investor, Willingham established Nightcap with Toxvaerd to help bar and late-night entrepreneurs and businesses recapitalise balance sheets, and to access growth funding as the UK hospitality and leisure sector emerges from the pandemic, and guests return to venues.

She added: “Our mission and the reason for establishing Nightcap has not changed. We want to grow The London Cocktail Club and Adventure Bar Group, especially beyond London. Our immediate focus will be on supporting these businesses and helping them thrive. We will also look to find more great businesses with strong and motivated leadership teams, which we can help to release their growth potential.”