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 13, 2007

DAVE & BUSTER’S, INC.

(Exact name of registrant as specified in its charter)

Missouri

 

001-15007

 

43-1532756

(State of

 

(Commission File

 

(IRS Employer

incorporation)

 

Number)

 

Identification Number)

 

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 13, 2007, Dave & Buster’s, Inc. issued a press release announcing its first quarter fiscal 2007 results.  A copy of this Press Release is attached hereto as Exhibit 99.

Item 9.01.       Financial Statements and Exhibits.

(d)           Exhibits.

99                            Press release dated June 13, 2007.

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: June 15, 2007

By:

/s/ Jay L. Tobin

 

 

 

Jay L. Tobin

 

 

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 a 3.7 Percent Increase in Comparable Store Sales and a 24.7 Percent Increase in Adjusted EBITDA for its Fiscal 2007 First Quarter

DALLAS—June 13, 2007—Dave & Buster’s, Inc., a leading operator of upscale restaurant/entertainment complexes, today announced results for its 2007 first quarter ended May 6, 2007.

Total revenues increased 6.8% to $135.5 million in the first quarter of 2007, compared to $126.8 million in the first quarter of 2006.  This revenue growth was comprised primarily of a 3.7% increase in comparable store sales, which now includes the previously acquired Jillian’s stores.  Total Food and Beverage revenues increased 6.9%, while revenues from Amusements and Other increased 6.7%.

EBITDA (Modified) for the first quarter of 2007 of $18.8 million exceeded prior year EBITDA (Modified) of $14.7 million by 28.4%. Adjusted EBITDA, which excludes Startup costs and other non-recurring charges, increased 24.7% to $22.4 million, versus $18.0 million in the first quarter of fiscal 2006.

We are excited that our sales performance continued to outpace the industry trends during the first quarter,” stated Steve King, the Company’s Chief Executive Officer. “In addition, the operating initiatives that we put in place in the latter half of 2006 are gaining traction as evidenced by our margin improvement. I remain confident in our team’s ability to continue to build on this foundation throughout the coming 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 Wednesday June 13, 2007, 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 # 3942469. An archived replay of the teleconference will be available approximately two hours following the call. To access the replay call 800-642-1687 and reference the same confirmation code as listed above.

Celebrating over 24 years of operations, Dave & Buster’s was founded in 1982 and is one of the country’s leading upscale restaurant/entertainment concepts with 48 locations throughout the United States and in Canada. 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)

 

 

May 6, 2007

 

February 4, 2007

 

 

 

(unaudited)

 

(audited)

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

8,906

 

$

10,372

 

Other current assets

 

29,411

 

28,338

 

Total current assets

 

38,317

 

38,710

 

 

 

 

 

 

 

Property and equipment, net

 

307,612

 

316,840

 

 

 

 

 

 

 

Intangible and other assets, net

 

150,734

 

151,263

 

 

 

 

 

 

 

Total assets

 

$

496,663

 

$

506,813

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

Total current liabilities

 

$

56,779

 

$

70,140

 

 

 

 

 

 

 

Other long-term liabilities

 

86,209

 

86,593

 

 

 

 

 

 

 

Long-term debt, less current liabilities

 

257,125

 

253,375

 

 

 

 

 

 

 

Stockholders’ equity

 

96,550

 

96,705

 

 

 

 

 

 

 

Total liabilities and stockholders’ equity

 

$

496,663

 

$

506,813

 

 

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DAVE & BUSTER’S, INC.

Consolidated Statements of Operations

(dollars in thousands)

(unaudited)

 

 

13 Weeks Ended
May 6, 2007
(Successor)

 

13 Weeks Ended
April 30, 2006
(Combined)

 

 

 

 

 

 

 

 

 

 

 

Food and beverage revenues

 

$

73,824

 

54.5

%

$

69,064

 

54.4

%

Amusement and other revenues

 

61,638

 

45.5

%

57,779

 

45.6

%

Total revenues

 

135,462

 

100.0

%

126,843

 

100.0

%

 

 

 

 

 

 

 

 

 

 

Cost of products

 

26,637

 

19.7

%

25,877

 

20.4

%

Store operating expenses

 

77,884

 

57.5

%

74,495

 

58.7

%

General and administrative expenses

 

12,719

 

9.4

%

9,559

 

7.6

%

Depreciation and amortization

 

12,603

 

9.3

%

11,069

 

8.7

%

Startup costs

 

59

 

0.0

%

2,286

 

1.8

%

Total operating expenses

 

129,902

 

95.9

%

123,286

 

97.2

%

 

 

 

 

 

 

 

 

 

 

Operating income

 

5,560

 

4.1

%

3,557

 

2.8

%

Interest expense, net

 

7,574

 

5.6

%

5,893

 

4.6

%

 

 

 

 

 

 

 

 

 

 

Loss before provision for income taxes

 

(2,014

)

(1.5

)%

(2,336

)

(1.8

)%

Benefit for income taxes

 

(1,177

)

(0.9

)%

(794

)

(0.6

)%

Net loss

 

$

(837

)

(0.6

)%

$

(1,542

)

(1.2

)%

 

 

 

 

 

 

 

 

 

 

Other information:

 

 

 

 

 

 

 

 

 

Company operated stores open at end of period

 

48

 

 

 

47

 

 

 

 

The following table sets forth a reconciliation of net loss to EBITDA (Modified) and Adjusted EBIDTA for the periods shown:

Total Net loss

 

$

(837

)

 

 

$

(1,542

)

Add back:Benefit for income taxes

 

(1,177

)

 

 

(794

)

Interest expense, net

 

7,574

 

 

 

5,893

 

Depreciation and amortization

 

12,603

 

 

 

11,069

 

 Loss (gain) on asset disposal

 

184

 

 

 

(25

)

Stock-based compensation

 

484

 

 

 

61

 

EBITDA (Modified) (1)

 

18,831

 

 

 

14,662

 

Add back:Startup costs

 

59

 

 

 

2,286

 

Wellspring expense reimbursement

 

188

 

 

 

 

Non-recurring Expenses:

 

 

 

 

 

 

 

Transaction costs

 

 

 

 

517

 

Change in control expense

 

3,337

 

 

 

513

 

Adjusted EBITDA (1)

 

$

22,415

 

 

 

$

17,978

 

 

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NOTE

(1) 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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