UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Date of Report (Date of earliest event reported): September 8, 2005

DAVE & BUSTER’S, INC.

(Exact name of registrant as specified in its charter)

Missouri (State or other jurisdiction of incorporation)		0000943823 (Commission File Number)		43-1532756 (IRS Employer Identification Number)

2481 Manana Drive
Dallas Texas 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 in this Form 8-K, including the accompanying exhibit, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such filing.

     On September 8, 2005, Dave & Buster’s, Inc., a Missouri corporation (the “Company”), issued a press release announcing its earnings for its second quarter ended July 31, 2005. A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits

		Exhibit No.				Description
			99.1			Press release dated September 8, 2005, announcing the Company’s earnings for its second quarter ended July 31, 2005

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.
Date: September 8, 2005		By:		/s/ William C. Hammett, Jr.
				William C. Hammett, Jr.
				Chief Financial Officer

EXHIBIT INDEX

Exhibit No.		Description
99.1		Press release dated September 8, 2005, announcing the Company’s earnings for its second quarter ended July 31, 2005

243464.01

News Release

For further information contact:
Jeff Elliott or Geralyn DeBusk Halliburton Investor Relations 972-458-8000

DAVE & BUSTER’S, INC. REPORTS SECOND QUARTER 2005 RESULTS

DALLAS (September 8, 2005) Dallas - Dave & Buster’s, Inc. (NYSE:DAB), a leading operator of upscale restaurant/entertainment complexes, today announced results for its second quarter ended July 31, 2005. In a preliminary release Dave & Buster’s announced a change in its recently acquired Jillian’s stores strategy. Now most of the Jillian’s stores will be converted to the Dave & Buster’s brand.

Total revenue for the second quarter increased 23.4 percent, or $21.0 million, to $110.8 million from $89.8 million in the prior year’s comparable quarter. Food and beverage revenue increased 28.4 percent and amusement and other revenue increased 17.8 percent. Special event revenue on a comparable store basis was 13.5 percent of total revenue compared to 13.4 percent last year. Pre-opening expenses for the period were $0.8 million compared to $0.1 million last year. Operating loss for the period of $(0.3) million includes a pre-tax charge of $2.5 million for the previously announced closure of the underperforming Jillian’s location in Minneapolis. Excluding this charge, operating income decreased 51.5 percent to $2.2 million compared to $4.5 million last year. EBITDA decreased to $12.0 million, or 5.3 percent, from $12.7 million last year. Net loss for the quarter was $(1.3) million, or $(0.09) per basic share, compared to net income in the same period last year of $2.2 million, or $0.16 per diluted share. The estimated effect of the store closure charge is approximately $(0.12) per basic share.

During the quarter, revenues from the 33 comparable stores, all of which operate under the Dave & Buster’s brand, increased 0.2% as compared to the same period last year. The Dave & Buster’s core brand accounts for approximately 85% of consolidated revenues.

Total revenues for the 26-week period increased 22.6 percent to $226.6 million from $184.8 million for the comparable period last year. Food and beverage revenue increased 26.8 percent, and amusement and other revenue increased 18.1 percent. Special event revenue on a comparable store basis increased to 13.5 percent of total revenue from 13.1 percent in the prior year. Pre-opening expenses for the 26-week period were $0.9 million compared to $0.1 million last year. Operating income of $8.6 million includes the $2.5 million charge discussed above. Excluding this charge, operating income was $11.1 million compared to $11.4 million for the prior year. EBITDA increased to $30.7 million, or 10.3 percent, from $27.8 million last year. Net income was $3.3 million, or $0.24 per diluted share, compared to $5.8 million, or $0.40 per diluted share, in the prior year.

“We expect our first converted store to re-open as a Dave & Buster’s by early next month with three to four to follow prior to the end of the year,” said Buster Corley, the company’s CEO. “We believe, as we discussed on our last conference call, that the re-branding of the Jillian’s locations will enable us to improve the overall operating results at a faster pace,” continued Mr. Corley.

“Our new Dave & Buster’s stores are on schedule to open in Buffalo, New York on October 5 and Kansas City in November,” said Dave Corriveau, the company’s President. “As we have previously announced, we add the Jillian’s at Discover Mills Mall in metro Atlanta later this month,” continued Mr. Corriveau.

The company re-confirms annual guidance of $.64 to $.70 per diluted share. This revised estimate includes the approximate $3.0 million pretax charge associated with the store closure in Minneapolis.

Non-GAAP Financial Measures

A reconciliation of 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 second quarter results on Thursday, September 8, 2005, at 11:30 a.m. Eastern Time (10:30 a.m. Central Time). The call will be Webcast by CCBN and can be accessed at Dave & Buster’s Web site, www.daveandbusters.com. Individual investors can listen to the call through CCBN’s individual investor center, www.companyboardroom.com. In addition, investors can access the call by visiting any of the investor sites in the CCBN Individual Investor Network. Institutional investors can access the call via CCBN’s password-protected event management site, www.streetevents.com.

The Webcast will be archived on the company’s Web site and available for replay through September 23, 2005.

Celebrating over 22 years of operations, Dave & Buster’s was founded in 1982 and is one of the country’s leading upscale, restaurant/entertainment concepts with 43 locations throughout the United States and in Canada. More information on the company, including the latest investor presentation is available on the company’s Website, www.daveandbusters.com.

“Safe Harbor” Statements Under the Private Securities Litigation Reform Act of 1995

Certain information contained in this press release includes forward-looking statements. Forward-looking statements include statements regarding our expectations, beliefs, intentions, plans, projections, objectives, goals, strategies, future events or performance and underlying assumptions and other statements which are other than statements of historical facts. These statements may be identified, without limitations, by the use of forward-looking terminology such as “may,” “will,” “anticipates,” “expects,” “projects,” “believes,” “intends,” “should,” or comparable terms or the negative thereof. All forward-looking statements included in this press release are based on information available to us on the date hereof. Such statements speak only

as of the date hereof. These statements involve risks and uncertainties that could cause actual results to differ materially from those described in the statements. These risks and uncertainties include, but are not limited to, the following: our ability to open new high-volume restaurant/entertainment complexes; our ability to raise and access sufficient capital in the future; changes in consumer preferences, general economic conditions or consumer discretionary spending; the outbreak or continuation of war or other hostilities involving the United States; potential fluctuation in our quarterly operating result due to seasonality and other factors; the continued service of key management personnel; our ability to attract, motivate and retain qualified personnel; the impact of federal, state or local government regulations relating to our personnel or the sale of food or alcoholic beverages; the impact of litigation; the effect of competition in our industry; additional costs associated with compliance with the Sarbanes-Oxley Act and related regulations and requirements; and other risk factors described from time to time in our reports filed with the SEC.

DAVE & BUSTER’S, INC.

Condensed Consolidated Balance Sheets
(in thousands)
(unaudited)

		July 31, 2005				January 30, 2005
ASSETS
Current assets:
Cash and cash equivalents		$	6,786			$	7,624
Other current assets			43,942				34,581
Total current assets			50,728				42,205
Property and equipment, net			335,074				331,478
Other assets and deferred charges			21,045				23,725
Total assets		$	406,847			$	397,408
LIABILITIES AND STOCKHOLDERS’ EQUITY
Total current liabilities		$	56,376			$	49,861
Other long-term liabilities			73,176				70,251
Long-term debt			74,823				80,351
Stockholders’ equity:
Common stock			136				135
Paid-in capital			124,190				122,173
Restricted stock awards			1,815				1,454
Accumulated other comprehensive income			67				225
Retained earnings			78,110				74,804
			204,318				198,791
Less: treasury stock			1,846				1,846
Total stockholders’ equity			202,472				196,945
Total liabilities and stockholders’ equity		$	406,847			$	397,408

DAVE & BUSTER’S, INC.

Consolidated Statements of Income
(dollars in thousands, except per share amounts)
(unaudited)

		13 Weeks Ended								13 Weeks Ended
		July 31, 2005								August 1, 2004
										(as restated)
Food and beverage revenues		$	60,378				54.5	%		$	47,030				52.3	%
Amusement and other revenues			50,451				45.5	%			42,814				47.7	%
Total revenues			110,829				100.0	%			89,844				100.0	%
Cost of products			21,196				19.1	%			17,283				19.2	%
Operating payroll and benefits			32,259				29.1	%			25,545				28.4	%
Other store operating expenses			37,365				33.7	%			28,401				31.6	%
General and administrative expenses			7,204				6.5	%			5,800				6.5	%
Depreciation and amortization			12,317				11.1	%			8,175				9.1	%
Preopening costs			804				0.8	%			136				0.2	%
Total operating expenses 95.0%			111,145								100.3	%			85,340
Operating income (loss)			(316	)			(0.3	)%			4,504				5.0	%
Interest expense, net			1,661				1.5	%			1,102				1.2	%
Income (loss) before provision for income taxes			(1,977	)			(1.8	)%			3,402				3.8	%
Provision (benefit) for income taxes			(721	)			(0.7	)%			1,200				1.3	%
Net income (loss)		$	(1,256	)			(1.1	)%		$	2,202				2.5	%
Net income (loss) per share
Basic		$	(0.09	)						$	0.17
Diluted		$	(0.09	)						$	0.16
Weighted average shares outstanding
Basic weighted average shares outstanding			13,559								13,319
Diluted weighted average shares outstanding			13,559								16,486
Other information:
Company operated stores open			44								33
EBITDA, which is earnings before interest, taxes, depreciation and amortization, is used by management, bankers and investors to evaluate a company’s ability to repay debt and for compliance of certain debt covenants.
Total net income (loss)		$	(1,256	)						$	2,202
Add back: depreciation and amortization			12,317								8,175
interest expense, net			1,661								1,102
provision for income taxes			(721	)							1,200
		$	12,001							$	12,679

DAVE & BUSTER’S, INC.

Consolidated Statements of Income
(dollars in thousands, except per share amounts)
(unaudited)

		26 Weeks Ended								26 Weeks Ended
		July 31, 2005								August 1, 2004
										(as restated)
Food and beverage revenues		$	121,769				53.7	%		$	96,051				52.0	%
Amusement and other revenues			104,795				46.3	%			88,759				48.0	%
Total revenues			226,564				100.0	%			184,810				100.0	%
Cost of products			42,203				18.6	%			35,004				18.9	%
Operating payroll and benefits			64,984				28.7	%			52,473				28.4	%
Other store operating expenses			72,900				32.2	%			57,269				31.0	%
General and administrative expenses			14,896				6.6	%			12,099				6.5	%
Depreciation and amortization			22,058				9.7	%			16,395				8.9	%
Preopening costs			882				0.4	%			136				0.1	%
Total operating expenses			217,923				96.2	%			173,376				93.8	%
Operating income			8,641				3.8	%			11,434				6.2	%
Interest expense, net			3,434				1.5	%			2,580				1.4	%
Income before provision for income taxes			5,207				2.3	%			8,854				4.8	%
Provision for income taxes			1,901				0.8	%			3,052				1.7	%
Net income		$	3,306				1.5	%		$	5,802				3.1	%
Net income per share
Basic		$	0.25							$	0.44
Diluted		$	0.24							$	0.40
Weighted average shares outstanding
Basic weighted average shares outstanding			13,515								13,262
Diluted weighted average shares outstanding			16,626								16,376
Other information:
Company operated stores open			44								33
EBITDA, which is earnings before interest, taxes, depreciation and amortization, is used by management, bankers and investors to evaluate a company’s ability to repay debt and for compliance of certain debt covenants.
Total net income		$	3,306							$	5,802
Add back: depreciation and amortization			22,058								16,395
interest expense, net			3,434								2,580
provision for income taxes			1,901								3,052
		$	30,699							$	27,829

DAVE & BUSTER’S, INC.

Consolidates Statements of Cash Flow
(dollars in thousands)
(unaudited)

		26 Weeks Ended				26 Weeks Ended
		July 31, 2005				August 1, 2004
						(as restated)
Cash flows from operating activities:
Income		$	3,306			$	5,802
Adjustments to reconcile income to net cash provided by operating activities:
Depreciation and amortization			22,058				16,395
Deferred income tax benefit			81				(2,024	)
Tax benefit related to stock option exercises			619				493
Amortization of restricted stock awards			361				219
Warrants related to convertible debt			128				128
Other, net			(227	)			(48	)
Changes in operating assets and liabilities Inventories			(43	)			(167	)
Prepaid expenses			(9,399	)			(1,582	)
Other current assets			81				871
Other assets and deferred charges			3,158				(1,066	)
Accounts payable			5,823				507
Accrued liabilities			677				929
Income taxes payable			(4,527	)			(2,007	)
Deferred rent liability			815				(962	)
Other liabilities			2,037				1,002
Net cash provided by operating activities			24,948				18,490
Cash flows from investing activities:
Capital expenditures			(22,556	)			(16,580	)
Proceeds from sales of property and equipment			111				390
Net cash used in investing activities			(22,445	)			(16,190	)
Cash flows from financing activities:
Borrowings under long-term debt			6,500				3,250
Repayments of long-term debt			(11,240	)			(6,417	)
Proceeds from exercises of stock options			1,399				2,007
Net cash provided by (used in) financing activities			(3,341	)			(1,160	)
Increase (decrease) in cash and cash equivalents			(838	)			1,140
Beginning cash and cash equivalents			7,624				3,897
Ending cash and cash equivalents		$	6,786			$	5,037