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): September 4, 2003 DAVE & BUSTER'S, INC. (Exact name of registrant as specified in its charter) MISSOURI 0000943823 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
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits. The following are filed as Exhibits to this Report. 99.1 Dave & Buster's, Inc. Press Release dated September 4, 2003 ITEM 9. REGULATION FD DISCLOSURE. On September 4, 2003, we issued a news release regarding the results of our second quarter ended August 3, 2003. A copy of the news release is furnished herewith as Exhibit 99.1. Limitation on Incorporation by Reference: In accordance with general instruction B.2 of Form 8-K, the information in this report is furnished under Item 9 and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liability of that section. 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, 2003 By: /s/ W. C. Hammett, Jr. ----------------------- W.C. Hammett, Jr., Chief Financial Officer 2
EXHIBIT 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE For more information contact: Jeff Elliott or Geralyn DeBusk Halliburton Investor Relation 972-458-8000 DAVE & BUSTER'S , INC. REPORTS SECOND QUARTER EARNINGS INCREASE DALLAS--September 4, 2003--Dave & Buster's Inc. (NYSE: DAB), a leading operator of upscale restaurant/entertainment complexes, announced earnings for its second quarter and 26 weeks ended August 3, 2003. Net income for the quarter was $1.5 million, or $0.11 per diluted share, compared to $0.9 million, or $0.07 per diluted share for the same period last year. Operating income for the quarter was $4.0 million compared to $3.2 million in the prior year. Total revenues decreased 4.2 percent to $88.3 million from $92.2 million in the prior year's comparable quarter. The decrease was due to softness in the amusement portion of the business, which declined just over 7.0 percent for the quarter. Food and beverage revenue for the period declined slightly more than 1 percent compared to last year's second quarter. Revenues from comparable stores decreased 6.3 percent from the prior year. During the quarter we incurred costs related to our efficiency studies and our proxy contest totaling $.8 million, or $0.04 per diluted share. In the same period last year, one-time charges related to the proposed merger were $1.2 million, or $0.06 per diluted share. Without these charges, operating income would have been $4.7 million compared to $4.4 million in the prior year. Net income would have been $2.0 million, or $0.15 per diluted share compared to $1.7 million, or $0.13 per diluted share. For the 26 weeks ended August 3, 2003, net income was $4.5 million, or $0.34 per diluted share, compared to a net loss in the same period last year of $(3.3) million, or $(0.24) per diluted share. The Company applied the new standards on accounting for goodwill and other intangible assets during the first quarter of 2002, which resulted in a one-time charge of $(7.1) million, or $(0.53) per diluted share. Without the effect of the accounting change, net income for the same period last year was $3.8 million, or $0.29 per diluted share. Total revenues for the 26-week period decreased 5.0 percent to $179.9 million from $189.4 million for the comparable period last year. Revenues from the amusement portion of the business decreased 8.4 percent, while revenues from the food and beverage portion declined 1.7 percent. Revenues from comparable stores decreased 6.9 percent from the prior year. Operating income was $10.6 million compared to $9.8 million for the 2002 period. "We believe these results indicate that our strategic cost reduction initiatives are continuing to yield results," stated Buster Corley, CEO of Dave & Buster's. "Even in this challenging economic environment, we have continued to improve our bottom line. We are moving forward with our acquisition of our Canadian licensee, which we anticipate will close during the third quarter and will contribute approximately $0.02 to $0.04 per diluted share in its first full year of operations." "We believe the amusements revenue decline has begun to slow as the economy has slightly improved and as we continue to aggressively roll out new amusement game products," stated Dave Corriveau, Dave & Buster's President. 1
"As we previously announced, after the end of the second quarter, we closed a $30 million private placement of 5.0 percent convertible subordinated notes," said W.C. Hammett, CFO of Dave & Buster's. "The $27.8 million in net proceeds from the offering were to be used to reduce outstanding debt and to complete the purchase of the Canadian licensee. We expect to announce an amendment to our bank credit agreement within a few days which will give us more flexibility to add new entertainment complexes beginning in 2004." The Company will hold a conference call on Thursday, September 4 at 4:15 p.m. CDT. Interested parties may listen to the call over the Internet through Dave & Buster's Web site, www.daveandbusters.com. To listen to the live call, please access the Web site at least fifteen minutes before the call to register, download, and install any necessary audio software. For those who cannot listen to the live broadcast, a replay will be available on the Web site shortly after the call. The archived call will be available for two weeks. Celebrating over 20 years of operations, Dave & Buster's was founded in 1982 and is one of the country's leading upscale, restaurant/entertainment concepts with 32 locations throughout the United States. Additionally, Dave & Buster's has international agreements for the Pacific Rim, Canada, the Middle East and Mexico. "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. 2
DAVE & BUSTER'S, INC. Consolidated Balance Sheet (in thousands) (unaudited)
DAVE & BUSTER'S, INC. Consolidated Statements of Income (dollars in thousands, except per share amounts) (unaudited)
DAVE & BUSTER'S, INC. Consolidated Statements of Income (dollars in thousands, except per share amounts) (unaudited)