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):
February
16, 2011
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DAVE
& BUSTERS, INC.
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|
(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
or other jurisdiction
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(Commission
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(IRS
Employer
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|
of
incorporation)
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File
Number)
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Identification
No.)
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2481
Manana Drive
Dallas,
TX 75220
(Address
of Principal Executive Offices)
(Zip
Code)
Registrant’s
telephone number, including area code: (214) 357-9588
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02 Results of Operations and Financial
Condition.
The information set forth below under
Item 7.01 “Regulation FD Disclosure” is hereby incorporated by reference into
this Item 2.02.
Item
7.01 Regulation FD
Disclosure
On February 16, 2011, Dave &
Buster’s, Inc. (the “Company”) issued a press release announcing the Company’s
expectations for its comparable store sales performance for the fourth quarter
of fiscal 2010 versus the same period in fiscal 2009, and that there were no
outstanding borrowings under the revolving credit portion of its senior secured
credit facility as of January 31, 2011. A copy of the press release
is furnished as Exhibit 99.1 hereto and is incorporated herein by
reference.
The information furnished in Items 2.02
and 7.01 of this Current Report on Form 8-K shall not be 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 furnished in Items 2.02 and
7.01 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.
Item
8.01 Other
Events
On February 16, 2011, the Company
issued a press release to announce that its indirect parent company, Dave &
Buster’s Parent, Inc. (“Parent”), intends to offer 12.25% Senior Discount Notes
due 2016 generating gross proceeds of approximately $100 million. Parent intends
to use all of the net proceeds of the offering to pay a dividend to, or
repurchase a portion of Parent’s common stock owned by, its stockholders and to
pay related fees and expenses. A copy of the press
release is attached hereto as Exhibit 99.2 and is incorporated herein by
reference.
Item
9.01 Exhibits
(d) Exhibits
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Exhibit
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Description
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99.1
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Press
release dated February 16, 2011.
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99.2
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Press
release dated February 16, 2011.
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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.
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DAVE
& BUSTER’S, INC.
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|||
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Date: February
16, 2011
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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
99.1
Dave
& Buster’s Inc. Reports Comparable Store Sales and Other Information for
its
Fiscal 2010 Fourth Quarter
DALLAS—February
15, 2011—Dave & Buster’s Inc. (the “Company”), a leading operator of high
volume entertainment/dining complexes, today announced that for the fourth
quarter of fiscal 2010 ended January 30, 2011, the Company estimates that its
comparable store sales increased 1.2% versus the same period in fiscal
2009. Additionally, the Company announced that as of January 30,
2011, there were no outstanding borrowings under the revolving credit facility
portion of its senior secured credit facility.
In May
2010, Oak Hill Capital Partners and the Dave & Buster's management team
formed a partnership to acquire Dave & Buster's. Oak Hill Capital
Partners is a private equity firm with more than $8 billion of committed capital
from leading entrepreneurs, endowments, foundations, corporations, pension funds
and global financial institutions. Over a period of more than 24 years, the
professionals at Oak Hill Capital Partners and its predecessors have invested in
more than 60 significant private equity transactions. Oak Hill
Capital Partners is one of several Oak Hill partnerships, each of which has a
dedicated and independent management team. These Oak Hill
partnerships comprise over $30 billion of investment capital across multiple
asset classes. For more information about Oak Hill Capital Partners,
visit www.oakhillcapital.com.
Founded
in 1982 and headquartered in Dallas, Texas, Dave & Buster’s is the premier
national owner and operator of 57 high-volume venues that offer interactive
entertainment options for adults and families, such as skill/sports-oriented
redemption games and technologically advanced video and simulation games,
combined with a full menu of high quality food and beverages. Dave
& Buster’s currently has stores in 24 states and Canada. For
additional information on Dave & Buster’s, please visit
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 and corporate spending, changes in demographic trends, changes in
governmental regulations, unfavorable publicity, our ability to open new stores
and acts of God.
Exhibit
99.2
Dave
& Buster’s Inc. Announces Offering
of 12.25%
Senior Discount Notes due 2016
DALLAS—February
16, 2011—Dave & Buster’s Inc., a leading operator of high volume
entertainment/dining complexes, today announced that its indirect parent holding
company, Dave & Buster’s Parent, Inc. (“Parent”), intends to offer 12.25%
Senior Discount Notes due 2016 (the “Notes”) generating gross proceeds of
approximately $100 million. Parent intends to use all of the net
proceeds of the offering to pay a dividend to, or repurchase a portion of
Parent’s common stock owned by, its stockholders and to pay related fees and
expenses.
The Notes
have not been registered under the Securities Act of 1933, as amended (the
“Securities Act”), and, unless so registered, may not be offered or sold in the
United States absent registration or an applicable exemption from, or in a
transaction not subject to, the registration requirements of the Securities Act
and other applicable laws.
This
press release shall not constitute an offer to sell or the solicitation of an
offer to buy, nor shall there be any sale of the Notes in any jurisdiction in
which such offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such
jurisdiction.
In May
2010, Oak Hill Capital Partners and the Dave & Buster's management team
formed a partnership to acquire Dave & Buster's. Oak Hill Capital
Partners is a private equity firm with more than $8 billion of committed capital
from leading entrepreneurs, endowments, foundations, corporations, pension funds
and global financial institutions. Over a period of more than 24 years, the
professionals at Oak Hill Capital Partners and its predecessors have invested in
more than 60 significant private equity transactions. Oak Hill
Capital Partners is one of several Oak Hill partnerships, each of which has a
dedicated and independent management team. These Oak Hill
partnerships comprise over $30 billion of investment capital across multiple
asset classes. For more information about Oak Hill Capital Partners,
visit www.oakhillcapital.com.
Founded
in 1982 and headquartered in Dallas, Texas, Dave & Buster’s is the premier
national owner and operator of 57 high-volume venues that offer interactive
entertainment options for adults and families, such as skill/sports-oriented
redemption games and technologically advanced video and simulation games,
combined with a full menu of high quality food and beverages. Dave
& Buster’s currently has stores in 24 states and Canada. For
additional information on Dave & Buster’s, please visit
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 and corporate spending, changes in demographic trends, changes in
governmental regulations, unfavorable publicity, our ability to open new stores
and acts of God.