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,
2008
DAVE
& BUSTER’S, INC.
(Exact
name of registrant as specified in its charter)
|
Missouri
(State
of
incorporation)
|
001-15007
(Commission
File
Number)
|
43-1532756
(IRS
Employer
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
11, 2008, Dave & Buster’s, Inc. issued a press release announcing its first
quarter fiscal 2008 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 11, 2008.
|
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 13, 2008 | By: | /s/ Jay L. Tobin |
|
Jay L. Tobin |
||
|
Senior
Vice President, General Counsel
and
Secretary
|
||
2
|
News
Release
|
EXHIBIT
99
|
|
For
further information contact:
Jeff
Elliott or Geralyn DeBusk
Halliburton
Investor Relations
972-458-8000
|
Dave
& Buster’s, Inc. Reports a 3.8 Percent Increase in Comparable Store Sales
and a 23.6 Percent Increase in Adjusted EBITDA for its Fiscal 2008 First Quarter
DALLAS—June
11, 2008—Dave & Buster's, Inc., a
leading
operator of high volume entertainment/dining complexes,
today
announced results for its first quarter ended May 4, 2008.
Total
revenues increased 5.2% to $142.5 million in the first quarter of 2008, compared
to $135.5 million in the first quarter of 2007. This revenue growth was
comprised primarily of a 3.8% increase in comparable store sales. Total Food
and
Beverage revenues increased 1.1%, while revenues from Amusements and Other
increased 10.0%.
EBITDA
(Modified) for the first quarter of 2008 increased to $27.2 million from $18.8
million in the first quarter of 2007. Adjusted EBITDA, which excludes
non-recurring charges, increased 23.6% to $27.7 million versus $22.4 million
in
the first quarter of 2007.
“We
are
excited that the sales growth and margin momentum from last year continued
through the first quarter of 2008,” said Steve King, Chief Executive Officer.
“We are particularly encouraged by our exceptionally strong amusement sales.”
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 11, 2008, 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 conference ID # 50814879. 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 with 49 locations
throughout the United States and in Canada. More information on the Company
is
available on the Company's website, 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)
|
ASSETS
|
May
4, 2008
|
February
3, 2008
|
|||||
|
|
(unaudited)
|
(audited)
|
|
||||
|
Current
assets:
|
|||||||
|
Cash
and cash equivalents
|
$
|
17,911
|
$
|
19,046
|
|||
|
Other
current assets
|
32,217
|
31,494
|
|||||
|
Total
current assets
|
50,128
|
50,540
|
|||||
|
Property
and equipment, net
|
292,590
|
296,974
|
|||||
|
Intangible
and other assets, net
|
148,055
|
148,689
|
|||||
|
Total
assets
|
$
|
490,773
|
$
|
496,203
|
|||
|
LIABILITIES
AND STOCKHOLDERS’ EQUITY
|
|||||||
|
Total
current liabilities
|
$
|
70,787
|
$
|
81,206
|
|||
|
Other
long-term liabilities
|
82,063
|
81,866
|
|||||
|
Long-term
debt, less current liabilities
|
242,125
|
242,375
|
|||||
|
Stockholders’
equity
|
95,798
|
90,756
|
|||||
|
Total
liabilities and stockholders’ equity
|
$
|
490,733
|
$
|
496,203
|
2
DAVE
& BUSTER’S, INC.
Consolidated
Statements of Operations
(dollars
in thousands)
(unaudited)
|
13
Weeks Ended
May
4, 2008
|
13
Weeks Ended
May
6, 2007
|
||||||||||||
|
Food
and beverage revenues
|
$
|
74,665
|
52.4
|
%
|
$
|
73,824
|
54.5
|
%
|
|||||
|
Amusement
and other revenues
|
67,798
|
47.6
|
%
|
61,638
|
45.5
|
%
|
|||||||
|
Total
revenues
|
142,463
|
100.0
|
%
|
135,462
|
100.0
|
%
|
|||||||
|
Cost
of products
|
27,095
|
19.0
|
%
|
26,637
|
19.7
|
%
|
|||||||
|
Store
operating expenses
|
80,051
|
56.2
|
%
|
77,884
|
57.5
|
%
|
|||||||
|
General
and administrative expenses
|
8,482
|
6.0
|
%
|
12,719
|
9.4
|
%
|
|||||||
|
Depreciation
and amortization
|
12,439
|
8.7
|
%
|
12,603
|
9.3
|
%
|
|||||||
|
Startup
costs
|
282
|
0.2
|
%
|
59
|
0.0
|
%
|
|||||||
|
Total
operating expenses
|
128,349
|
90.1
|
%
|
129,902
|
95.9
|
%
|
|||||||
|
Operating
income
|
14,114
|
9.9
|
%
|
5,560
|
4.1
|
%
|
|||||||
|
Interest
expense, net
|
6,146
|
4.3
|
%
|
7,574
|
5.6
|
%
|
|||||||
|
Income
(loss) before provision for income taxes
|
7,968
|
5.6
|
%
|
(2,014
|
)
|
(1.5
|
)%
|
||||||
|
Provision
(benefit) for income taxes
|
2,958
|
2.1
|
%
|
(1,177
|
)
|
(0.9)%
|
|||||||
|
Net
income (loss)
|
$
|
5,010
|
3.5
|
%
|
$
|
(837
|
)
|
(0.6)%
|
|||||
|
Other
information:
|
|||||||||||||
|
Company
operated stores open at end of period
|
49
|
48
|
|||||||||||
|
The
following table sets forth a reconciliation of net loss to EBITDA
(Modified) and Adjusted EBITDA for the periods shown:
|
|||||||||||||
|
Total
net income (loss)
|
$
|
5,010
|
$
|
(837
|
)
|
||||||||
|
Add
back: Provision
(benefit) for income taxes
|
2,958
|
(1,177
|
)
|
||||||||||
|
Interest
expense, net
|
6,146
|
7,574
|
|||||||||||
|
Depreciation
and amortization
|
12,439
|
12,603
|
|||||||||||
|
Loss
on asset disposal
|
382
|
184
|
|||||||||||
|
Stock-based
compensation
|
295
|
484
|
|||||||||||
|
EBITDA
(Modified) (1)
|
27,230
|
18,831
|
|||||||||||
|
Add
back: Startup
costs
|
282
|
59
|
|||||||||||
|
Wellspring
expense reimbursement
|
188
|
188
|
|||||||||||
|
Non-recurring
Expenses:
|
|||||||||||||
|
Change
in control expense
|
-
|
3,337
|
|||||||||||
|
Adjusted
EBITDA (1)
|
$
|
27,700
|
$
|
22,415
|
|||||||||
3
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.
4