SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
Current
Report Pursuant to Section 13 or 15(d) of
the
Securities Exchange Act of 1934
Date of Report (Date of earliest
event reported): June 11, 2009
DAVE
& BUSTER’S, INC.
(Exact
name of registrant as specified in its charter)
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Missouri
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001-15007
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43-1532756
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(State
of
incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
Number)
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2481
Manana Drive
Dallas
TX 75220
(Address
of principal executive offices)
Registrant’s
telephone number, including area code: (214) 357-9588
Check the
appropriate box if the Form 8-K filing is intended to simultaneously satisfy the
reporting obligation of the registrant under any of the following
provisions:
o Written
communications pursuant to Rule 425 under the Securities Act
o Soliciting
material pursuant to Rule 14a-12 of the Exchange Act
o Pre-commencement
communications pursuant to Rule 14d-2(b) Exchange Act
o Pre-commencement
communications pursuant to Rule 13e-4(c) Exchange Act
Item
2.02. Results
of Operations and Financial Condition.
The information contained in Item 2.02
of this Current Report on Form 8-K, including the Exhibit attached hereto, is
being furnished and shall not deemed to be “filed” for the purposes of Section
18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to
the liabilities of that Section. Furthermore, the information
contained in Item 2.02 of this Current Report on Form 8-K shall not be deemed to
be incorporated by reference into any registration statement or other document
filed pursuant to the Securities Act of 1933, as amended.
On June 11, 2009, Dave & Buster’s,
Inc. issued a press release announcing its first quarter fiscal 2009
results. A copy of this Press Release is attached hereto as Exhibit
99.
Item
9.01. Financial
Statements and Exhibits.
(d) Exhibits.
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99
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Press
release dated June 11, 2009.
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SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned hereunto duly
authorized.
| DAVE & BUSTER’S, INC. | |||
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Date:
June 15, 2009
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By:
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/s/ Jay L. Tobin | |
| Jay L. Tobin | |||
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Senior
Vice President, General Counsel and Secretary
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EXHIBIT
99
News
Release
For
further information contact:
Jeff
Elliott or Geralyn DeBusk
Halliburton
Investor Relations
972-458-8000
Dave
& Buster’s, Inc. Reports Financial Results for its Fiscal 2009 First
Quarter
DALLAS—June
11, 2009—Dave & Buster's, Inc., a leading operator of high volume
entertainment/dining complexes, today announced results for its first quarter
ended May 3, 2009.
Total
revenues decreased 2.8% to $138.4 million in the first quarter of 2009, compared
to $142.5 million in the first quarter of 2008. This revenue decline
was comprised primarily of a 7.9% decrease in comparable store sales offset by a
$7.1 million increase in revenues from non-comparable
operations. Total Food and Beverage revenues decreased 4.9%, while
revenues from Amusements and Other decreased 0.5%.
EBITDA
(Modified) for the first quarter of 2009 of $25.9 million was less than prior
year EBITDA (Modified) of $27.2 million by 4.7%. Adjusted EBITDA, which excludes
Startup costs, Wellspring expense reimbursements and non-recurring charges,
decreased 1.4% to $27.3 million versus $27.7 million in the first quarter of
fiscal 2008.
" We continue to manage through a
very difficult sales environment, one that is especially challenging for our
special events business. I am encouraged by our ability to improve
margins during this period of sales decline." said Steve King, Chief Executive
Officer. " Through a combination of continued margin
performance and new store openings, we have maintained our adjusted EBITDA
performance versus prior year."
Non-GAAP
Financial Measures
A reconciliation of EBITDA (Modified)
and Adjusted EBITDA to net income, the most directly comparable financial
measure presented in accordance with GAAP, is set forth in the attachment to
this release.
The Company will hold a conference call
to discuss first quarter results on Thursday, June 11, at 10:00 a.m. Central
Time (11:00 a.m. Eastern Time). To participate in the
conference call, please dial (866) 765-2661 a few minutes prior to the start
time and reference code # 13289977. Additionally, a live and archived
webcast of the conference call will be available on the Company's Web site,
www.daveandbusters.com.
Celebrating over 25 years of operations,
Dave & Buster's was founded in 1982 and is one of the country's premier
entertainment/dining concepts in the United States and in Canada. The Company is proud to
announce the upcoming (June 15, 2009), opening of a new large format store,
which is located in Indianapolis, Indiana. The Indianapolis location will be the 54th
Company–operated store in North America and the second Dave & Buster’s new
store opening in Fiscal 2009. More information on the Company is
available on the Company's Web site, www.daveandbusters.com.
The
statements contained in this release that are not historical facts are
forward-looking statements. These forward-looking statements involve risks and
uncertainties and, consequently, could be affected by our level of indebtedness,
general business and economic conditions, the impact of competition, the
seasonality of the company’s business, adverse weather conditions, future
commodity prices, guest and employee complaints and litigation, fuel and utility
costs, labor costs and availability, changes in consumer spending, changes in
demographic trends, unfavorable publicity, our ability to open new complexes,
acts of God, and governmental regulations.
DAVE
& BUSTER’S, INC.
Condensed
Consolidated Balance Sheets
(in
thousands)
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ASSETS
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May 3, 2009
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February 1, 2009
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||||||
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(unaudited)
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(audited)
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|||||||
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Current
assets:
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||||||||
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Cash and cash
equivalents
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$ | 9,135 | $ | 8,534 | ||||
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Other current
assets
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30,933 | 30,619 | ||||||
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Total current
assets
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40,068 | 39,153 | ||||||
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Property
and equipment,
net
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292,478 | 296,805 | ||||||
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Intangible
and other assets,
net
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144,356 | 144,978 | ||||||
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Total
assets
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$ | 476,902 | $ | 480,936 | ||||
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LIABILITIES
AND STOCKHOLDERS’ EQUITY
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Total
current
liabilities
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$ | 70,562 | $ | 74,349 | ||||
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Other
long-term
liabilities
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81,991 | 85,314 | ||||||
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Long-term
debt, less current
installments
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227,125 | 229,250 | ||||||
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Stockholders’
equity
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97,224 | 92,023 | ||||||
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Total
liabilities and stockholders’
equity
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$ | 476,902 | $ | 480,936 | ||||
DAVE
& BUSTER’S, INC.
Consolidated
Statements of Operations
(dollars
in thousands)
(unaudited)
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13
Weeks Ended
May
3, 2009
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13
Weeks Ended
May
4, 2008
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Food
and beverage revenues
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$ | 71,000 | 51.3 | % | $ | 74,665 | 52.4 | % | ||||||||
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Amusement
and other revenues
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67,426 | 48.7 | % | 67,798 | 47.6 | % | ||||||||||
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Total revenues
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138,426 | 100.0 | % | 142,463 | 100.0 | % | ||||||||||
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Cost
of products
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26,955 | 19.5 | % | 27,095 | 19.0 | % | ||||||||||
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Store
operating expenses
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77,136 | 55.7 | % | 80,051 | 56.2 | % | ||||||||||
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General
and administrative expenses
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7,405 | 5.4 | % | 8,482 | 6.0 | % | ||||||||||
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Depreciation
and amortization
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12,733 | 9.2 | % | 12,439 | 8.7 | % | ||||||||||
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Startup
costs
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1,146 | 0.8 | % | 282 | 0.2 | % | ||||||||||
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Total operating
expenses
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125,375 | 90.6 | % | 128,349 | 90.1 | % | ||||||||||
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Operating income
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13,051 | 9.4 | % | 14,114 | 9.9 | % | ||||||||||
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Interest
expense, net
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5,549 | 4.0 | % | 6,146 | 4.3 | % | ||||||||||
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Income before provision for
income taxes
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7,502 | 5.4 | % | 7,968 | 5.6 | % | ||||||||||
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Provision
for income taxes
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2,335 | 1.7 | % | 2,958 | 2.1 | % | ||||||||||
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Net income
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$ | 5,167 | 3.7 | % | $ | 5,010 | 3.5 | % | ||||||||
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Other
information:
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||||||||||||||||
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Company operated stores open at
end of period
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53 | 49 | ||||||||||||||
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The
following table sets forth a reconciliation of net loss to EBITDA
(Modified) and Adjusted EBITDA for the periods shown:
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Total
net income
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$ | 5,167 | $ | 5,010 | ||||||||||||
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Add
back: Provision for income taxes
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2,335 | 2,958 | ||||||||||||||
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Interest
expense, net
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5,549 | 6,146 | ||||||||||||||
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Depreciation
and amortization
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12,733 | 12,439 | ||||||||||||||
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Loss
(gain) on asset disposal
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173 | 382 | ||||||||||||||
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Share-based
compensation
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9 | 295 | ||||||||||||||
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Currency
transaction (gain)
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(24 | ) | - | |||||||||||||
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EBITDA
(Modified) (1)
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25,942 | 27,230 | ||||||||||||||
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Add
back: Startup costs
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1,146 | 282 | ||||||||||||||
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Wellspring
expense reimbursement
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188 | 188 | ||||||||||||||
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Severance
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31 | - | ||||||||||||||
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Adjusted
EBITDA (1)
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$ | 27,307 | $ | 27,700 |
NOTE
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(1)
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EBITDA
(Modified), a non-GAAP measure, is defined as net income (loss) before
income tax expense (benefit), interest expense (net), depreciation,
amortization, loss (gain) on asset disposal and stock-based compensation
expense. Adjusted EBITDA, also a non-GAAP measure, is defined
as EBITDA (Modified) plus startup costs, Wellspring expense reimbursement,
non-cash and non-recurring charges. The company believes that
EBITDA (Modified) and Adjusted EBITDA (collectively, “EBITDA – Based
Measures”) provide useful information to debt holders regarding the
Company’s operating performance and its capacity to incur and service debt
and fund capital expenditures. The Company believes that the
EBITDA – Based Measures are used by many investors, analysts and rating
agencies as a measure of performance. In addition, Adjusted EBITDA is
approximately equal to “Consolidated EBITDA” as defined in our Senior
Credit Facility and indentures relating to the Company’s senior
notes. Neither of the EBITDA – Based Measures is defined by
GAAP and neither should be considered in isolation or as an alternative to
other financial data prepared in accordance with GAAP or as an indicator
of the Company’s operating performance. EBITDA (Modified) and
Adjusted EBITDA as defined in this release may differ from similarly
titled measures presented by other
companies.
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