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UNITED STATES Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING |
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Commission File Number 0-25858 |
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(Check one): |
x Form 10-K |
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o Form 20-F |
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o Form 11-K |
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o Form 10-Q |
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o Form 10-D |
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o Form N-SAR |
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o Form N-CSR |
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For Period Ended: |
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February 4, 2007 |
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o Transition Report on Form 10-K |
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o Transition Report on Form 20-F |
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o Transition Report on Form 11-K |
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o Transition Report on Form 10-Q |
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o Transition Report on Form N-SAR |
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For the Transition Period Ended: |
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Read Instructions (on back page) Before Preparing Form. Please Print or Type. Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates: |
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PART I — REGISTRANT INFORMATION |
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Dave & Buster’s, Inc. |
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Full Name of Registrant |
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Former Name if Applicable |
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2481 Manana Drive |
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Address of Principal Executive Office (Street and Number) |
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Dallas, Texas 75220 |
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City, State and Zip Code |
PART II — RULES 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)
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(a) |
The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense |
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(b) |
The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and |
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(c) |
The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable. |
PART III — NARRATIVE
State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
The registrant was acquired on March 8, 2006 by WS Midway Holdings, Inc., through a merger (the “Merger”) of the registrant with a newly formed subsidiary of WS Midway Holdings, Inc. The Merger is being accounted for in accordance with Statement of Financial Accounting Standards 141 (“Business Combinations”). As of the end of each fiscal quarter during the fiscal year ended February 4, 2007, and as disclosed in the registrant’s reports on Form 10-Q for the quarters ended July 30, 2006 and October 29, 2006, the Merger and the allocation of the purchase price paid in the Merger have been recorded based on preliminary valuation studies from independent valuation specialists and have been subject to change based, among other factors, on the completion of such studies. The registrant is unable to file the referenced Form 10-K in a timely manner because the registrant’s management and its independent public accountants require additional time (i) to complete the allocation process (due in part to delays in obtaining completed reports from these independent valuation specialists) and (ii) to reflect these changes in the audited financial statements to be contained in the referenced Form 10-K. The registrant is unable to eliminate the need for additional time without unreasonable effort or expense.
(Attach extra Sheets if Needed)
PART IV — OTHER INFORMATION
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(1) |
Name and telephone number of person to contact in regard to this notification |
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Jay L. Tobin |
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(214) |
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357-9588 |
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(Name) |
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(Area Code) |
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(Telephone Number) |
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(2) |
Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed ? If answer is no, identify report(s). |
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x Yes o No |
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(3) |
Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof? |
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o Yes x No |
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If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made. |
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Dave & Buster’s, Inc. |
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
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Date |
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April 30, 2007 |
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By |
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/s/ Jay L. Tobin |
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Printed Name: Jay L. Tobin |
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Title: Senior Vice President |
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INSTRUCTION: The form may be signed by an executive officer of the registrant or by any other duly authorized representative. The name and title of the person signing the form shall be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other than an executive officer), evidence of the representative’s authority to sign on behalf of the registrant shall be filed with the form.
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ATTENTION |
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Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001). |
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