☒ | QUARTERLY REPORT |
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Common Stock $0.01 par value | PLAY | NASDAQ Stock Market LLC |
Large accelerated filer | ☒ | Accelerated filer | ☐ | |||
Non-accelerated filer | ☐ | Smaller reporting company | ☐ | |||
Emerging growth company | ☐ |
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PART I | ||||||
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Item 4. | 32 | |||||
PART II | ||||||
Item 1. | 32 | |||||
Item 1A. | 32 | |||||
Item 2. | 33 | |||||
Item 6. | 34 | |||||
35 |
Item 1. | Financial Statements |
October 29, | January 29, | |||||||
2017 | 2017 | |||||||
(unaudited) | (audited) | |||||||
ASSETS | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 15,258 | $ | 20,083 | ||||
Inventories | 26,107 | 21,860 | ||||||
Prepaid expenses | 18,221 | 15,828 | ||||||
Income taxes receivable | 1,611 | 5,901 | ||||||
Other current assets | 17,916 | 11,932 | ||||||
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Total current assets | 79,113 | 75,604 | ||||||
Property and equipment (net of $449,572 and $387,505 accumulated depreciation as of October 29, 2017 and January 29, 2017, respectively) | 686,858 | 606,865 | ||||||
Deferred tax assets | 3,926 | 2,446 | ||||||
Tradenames | 79,000 | 79,000 | ||||||
Goodwill | 272,600 | 272,629 | ||||||
Other assets and deferred charges | 15,700 | 16,189 | ||||||
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Total assets | $ | 1,137,197 | $ | 1,052,733 | ||||
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LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
Current liabilities: | ||||||||
Current installments of long-term debt | $ | 15,000 | $ | 7,500 | ||||
Accounts payable | 62,444 | 55,278 | ||||||
Accrued liabilities | 129,287 | 112,327 | ||||||
Income taxes payable | 396 | 2,692 | ||||||
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Total current liabilities | 207,127 | 177,797 | ||||||
Deferred income taxes | 12,978 | 14,497 | ||||||
Deferred occupancy costs | 170,579 | 147,592 | ||||||
Other liabilities | 21,023 | 16,767 | ||||||
Long-term debt, net | 299,940 | 256,628 | ||||||
Commitments and contingencies | ||||||||
Stockholders’ equity: | ||||||||
Common stock, par value $0.01; authorized: 400,000,000 shares; issued: 42,627,975 shares at October 29, 2017 and 42,469,570 shares at January 29, 2017; outstanding: 40,927,386 shares at October 29, 2017 and 42,204,587 shares at January 29, 2017 | 426 | 425 | ||||||
Preferred stock, 50,000,000 authorized; none issued | — | — | ||||||
Paid-in capital | 318,379 | 310,230 | ||||||
Treasury stock, 1,700,589 and 264,983 shares as of October 29, 2017 and January 29, 2017, respectively | (105,406 | ) | (14,817 | ) | ||||
Accumulated other comprehensive loss | (520 | ) | (723 | ) | ||||
Retained earnings | 212,671 | 144,337 | ||||||
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Total stockholders’ equity | 425,550 | 439,452 | ||||||
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Total liabilities and stockholders’ equity | $ | 1,137,197 | $ | 1,052,733 | ||||
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November 3, 2019 | February 3, 2019 | |||||||
(unaudited) | (audited) | |||||||
ASSETS | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 20,880 | $ | 21,585 | ||||
Inventories | 32,620 | 27,315 | ||||||
Prepaid expenses | 12,722 | 20,713 | ||||||
Income taxes receivable | 2,876 | 1,880 | ||||||
Other current assets | 2,511 | 19,600 | ||||||
Total current assets | 71,609 | 91,093 | ||||||
Property and equipment (net of $657,348 and $578,178 accumulated depreciation as of November 3, 2019 and February 3, 2019, respectively) | 878,203 | 805,337 | ||||||
Operating lease right of use assets | 967,697 | — | ||||||
Deferred tax assets | 8,934 | 6,736 | ||||||
Tradenames | 79,000 | 79,000 | ||||||
Goodwill | 272,628 | 272,625 | ||||||
Other assets and deferred charges | 20,116 | 18,396 | ||||||
Total assets | $ | 2,298,187 | $ | 1,273,187 | ||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
Current liabilities: | ||||||||
Current installments of long-term debt | $ | 15,000 | $ | 15,000 | ||||
Accounts payable | 65,538 | 60,427 | ||||||
Accrued liabilities | 199,125 | 157,164 | ||||||
Income taxes payable | 1,720 | 11,799 | ||||||
Total current liabilities | 281,383 | 244,390 | ||||||
Deferred income taxes | 19,287 | 14,634 | ||||||
Deferred occupancy costs | — | 223,678 | ||||||
Operating lease liabilities | 1,174,772 | — | ||||||
Other liabilities | 34,240 | 24,179 | ||||||
Long-term debt, net | 640,384 | 378,469 | ||||||
Commitments and contingencies | ||||||||
Stockholders’ equity: | ||||||||
Common stock, par value $0.01; authorized: 400,000,000 shares; issued: 43,350,485 shares at November 3, 2019 and 43,177,476 shares at February 3, 2019; outstanding: 30,566,973 shares at November 3, 2019 and 37,522,085 shares at February 3, 2019 | 434 | 432 | ||||||
Preferred stock, 50,000,000 authorized; NaN issued | — | — | ||||||
Paid-in capital | 337,510 | 331,255 | ||||||
Treasury stock, 12,783,512 and 5,655,391 shares as of November 3, 2019 and February 3, 2019, respectively | (595,041 | ) | (297,129 | ) | ||||
Accumulated other comprehensive loss | (8,156 | ) | (683 | ) | ||||
Retained earnings | 413,374 | 353,962 | ||||||
Total stockholders’ equity | 148,121 | 387,837 | ||||||
Total liabilities and stockholders’ equity | $ | 2,298,187 | $ | 1,273,187 | ||||
Thirteen Weeks | Thirteen Weeks | |||||||
Ended | Ended | |||||||
October 29, 2017 | October 30, 2016 | |||||||
Food and beverage revenues | $ | 107,690 | $ | 101,343 | ||||
Amusement and other revenues | 142,289 | 127,316 | ||||||
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Total revenues | 249,979 | 228,659 | ||||||
Cost of food and beverage | 28,387 | 26,560 | ||||||
Cost of amusement and other | 16,220 | 15,581 | ||||||
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Total cost of products | 44,607 | 42,141 | ||||||
Operating payroll and benefits | 57,967 | 55,034 | ||||||
Other store operating expenses | 82,766 | 71,888 | ||||||
General and administrative expenses | 13,432 | 13,506 | ||||||
Depreciation and amortization expense | 25,672 | 22,864 | ||||||
Pre-opening costs | 5,609 | 4,553 | ||||||
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Total operating costs | 230,053 | 209,986 | ||||||
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Operating income | 19,926 | 18,673 | ||||||
Interest expense, net | 2,156 | 1,578 | ||||||
Loss on debt refinancing | 718 | — | ||||||
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Income before provision for income taxes | 17,052 | 17,095 | ||||||
Provision for income taxes | 4,895 | 6,340 | ||||||
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Net income | 12,157 | 10,755 | ||||||
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Unrealized foreign currency translation loss | (225 | ) | (106 | ) | ||||
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Total comprehensive income | $ | 11,932 | $ | 10,649 | ||||
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Net income per share: | ||||||||
Basic | $ | 0.30 | $ | 0.26 | ||||
Diluted | $ | 0.29 | $ | 0.25 | ||||
Weighted average shares used in per share calculations: | ||||||||
Basic | 41,077,206 | 42,061,235 | ||||||
Diluted | 42,250,611 | 43,327,812 |
Thirteen Weeks Ended November 3, 2019 | Thirteen Weeks Ended November 4, 2018 | |||||||
Food and beverage revenues | $ | 124,637 | $ | 118,807 | ||||
Amusement and other revenues | 174,715 | 163,332 | ||||||
Total revenues | 299,352 | 282,139 | ||||||
Cost of food and beverage | 33,384 | 31,163 | ||||||
Cost of amusement and other | 18,796 | 17,571 | ||||||
Total cost of products | 52,180 | 48,734 | ||||||
Operating payroll and benefits | 76,165 | 71,309 | ||||||
Other store operating expenses | 110,713 | 96,267 | ||||||
General and administrative expenses | 16,210 | 15,043 | ||||||
Depreciation and amortization expense | 33,340 | 30,574 | ||||||
Pre-opening costs | 4,245 | 4,740 | ||||||
Total operating costs | 292,853 | 266,667 | ||||||
Operating income | 6,499 | 15,472 | ||||||
Interest expense, net | 6,110 | 3,321 | ||||||
Income before provision (benefit) for income taxes | 389 | 12,151 | ||||||
Provision (benefit) for income taxes | (93 | ) | 295 | |||||
Net income | 482 | 11,856 | ||||||
Unrealized foreign currency translation gain (loss) | 59 | (76 | ) | |||||
Unreali of derivatives, net of taxzed loss | (1,568 | ) | — | |||||
Total other comprehensive loss | (1,509 | ) | (76 | ) | ||||
Total comprehensive income (loss) | $ | (1,027 | ) | $ | 11,780 | |||
Net income per share: | ||||||||
Basic | $ | 0.02 | $ | 0.30 | ||||
Diluted | $ | 0.02 | $ | 0.30 | ||||
Weighted average shares used in per share calculations: | ||||||||
Basic | 30,980,878 | 38,892,288 | ||||||
Diluted | 31,515,454 | 39,855,648 |
Thirty-Nine Weeks | Thirty-Nine Weeks | |||||||
Ended | Ended | |||||||
October 29, 2017 | October 30, 2016 | |||||||
Food and beverage revenues | $ | 356,190 | $ | 326,139 | ||||
Amusement and other revenues | 478,688 | 408,837 | ||||||
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Total revenues | 834,878 | 734,976 | ||||||
Cost of food and beverage | 91,562 | 83,772 | ||||||
Cost of amusement and other | 50,481 | 48,628 | ||||||
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Total cost of products | 142,043 | 132,400 | ||||||
Operating payroll and benefits | 187,610 | 166,614 | ||||||
Other store operating expenses | 247,663 | 214,487 | ||||||
General and administrative expenses | 45,172 | 40,131 | ||||||
Depreciation and amortization expense | 74,447 | 65,108 | ||||||
Pre-opening costs | 14,626 | 10,390 | ||||||
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Total operating costs | 711,561 | 629,130 | ||||||
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Operating income | 123,317 | 105,846 | ||||||
Interest expense, net | 6,073 | 5,573 | ||||||
Loss on debt refinancing | 718 | — | ||||||
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Income before provision for income taxes | 116,526 | 100,273 | ||||||
Provision for income taxes | 31,217 | 36,845 | ||||||
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Net income | 85,309 | 63,428 | ||||||
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Unrealized foreign currency translation gain | 203 | 180 | ||||||
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Total comprehensive income | $ | 85,512 | $ | 63,608 | ||||
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Net income per share: | ||||||||
Basic | $ | 2.05 | $ | 1.52 | ||||
Diluted | $ | 1.99 | $ | 1.47 | ||||
Weighted average shares used in per share calculations: | ||||||||
Basic | 41,521,802 | 41,863,932 | ||||||
Diluted | 42,888,659 | 43,234,767 |
Thirty-nine WeeksEnded November 3, 2019 | Thirty-nine WeeksEnded N ovember 4, 2018 | |||||||
Food and beverage revenues | $ | 410,779 | $ | 388,804 | ||||
Amusement and other revenues | 596,754 | 544,713 | ||||||
Total revenues | 1,007,533 | 933,517 | ||||||
Cost of food and beverage | 109,072 | 101,181 | ||||||
Cost of amusement and other | 64,456 | 60,248 | ||||||
Total cost of products | 173,528 | 161,429 | ||||||
Operating payroll and benefits | 239,965 | 217,939 | ||||||
Other store operating expenses | 321,334 | 284,432 | ||||||
General and administrative expenses | 49,047 | 45,461 | ||||||
Depreciation and amortization expense | 97,226 | 87,129 | ||||||
Pre-opening costs | 15,970 | 17,121 | ||||||
Total operating costs | 897,070 | 813,511 | ||||||
Operating income | 110,463 | 120,006 | ||||||
Interest expense, net | 14,771 | 9,406 | ||||||
Income before provision for income taxes | 95,692 | 110,600 | ||||||
Provision for income taxes | 20,411 | 22,815 | ||||||
Net income | 75,281 | 87,785 | ||||||
Unrealized foreign currency translation gain ( loss) | 2 | (438 | ) | |||||
Unrealized loss of derivatives, net of tax | (7,475 | ) | — | |||||
Total other comprehensive loss | (7,473 | ) | (438 | ) | ||||
Total comprehensive income | $ | 67,808 | $ | 87,347 | ||||
Net income per share: | ||||||||
Basic | $ | 2.19 | $ | 2.23 | ||||
Diluted | $ | 2.15 | $ | 2.18 | ||||
Weighted average shares used in per share calculations: | ||||||||
Basic | 34,405,503 | 39,314,271 | ||||||
Diluted | 35,042,311 | 40,257,231 |
(UNAUDITED)
Paid-In Capital | Accumulated Other Comprehensive Gain (Loss) | Retained Earnings | Total | |||||||||||||||||||||||||||||
Treasury Stock | ||||||||||||||||||||||||||||||||
Common Stock | At Cost | |||||||||||||||||||||||||||||||
Shares | Amt. | Shares | Amt. | |||||||||||||||||||||||||||||
Balance January 29, 2017 (audited) | 42,469,570 | $ | 425 | $ | 310,230 | 264,983 | $ | (14,817 | ) | $ | (723 | ) | $ | 144,337 | $ | 439,452 | ||||||||||||||||
Net income | — | — | — | — | — | — | 85,309 | 85,309 | ||||||||||||||||||||||||
Unrealized foreign currency translation gain | — | — | — | — | — | 203 | — | 203 | ||||||||||||||||||||||||
Share-based compensation | — | — | 7,006 | — | — | — | — | 7,006 | ||||||||||||||||||||||||
Cumulative effect of a change in accounting principle | — | — | — | — | — | — | 782 | 782 | ||||||||||||||||||||||||
Issuance of common stock | 158,405 | 1 | 1,143 | — | — | — | — | 1,144 | ||||||||||||||||||||||||
Repurchase of common stock | — | — | — | 1,778,484 | (109,988 | ) | — | — | (109,988 | ) | ||||||||||||||||||||||
Issuance of treasury stock | — | — | — | (342,878 | ) | 19,399 | — | (17,757 | ) | 1,642 | ||||||||||||||||||||||
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Balance October 29, 2017 (unaudited) | 42,627,975 | $ | 426 | $ | 318,379 | 1,700,589 | $ | (105,406 | ) | $ | (520 | ) | $ | 212,671 | $ | 425,550 | ||||||||||||||||
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Thirteen Weeks Ended November 3, 2019 | ||||||||||||||||||||||||||||||||
Common Stock | Paid-In Capital | Treasury Stock At Cost | Accumulated Other Comprehensive Loss | Retained Earnings | Total | |||||||||||||||||||||||||||
Shares | Amt. | Shares | Amt. | |||||||||||||||||||||||||||||
Balance August 4, 2019 | 43,337,125 | $ | 433 | $ | 335,599 | 10,358,291 | $ | (497,862 | ) | $ | (6,647 | ) | $ | 417,779 | $ | 249,302 | ||||||||||||||||
Net income | — | — | — | — | — | — | 482 | 482 | ||||||||||||||||||||||||
Unrealized foreign currency translation gain | — | — | — | — | — | 59 | — | 59 | ||||||||||||||||||||||||
Unrealized loss of derivatives, net of tax | — | — | — | — | — | (1,568 | ) | — | (1,568 | ) | ||||||||||||||||||||||
Share-based compensation | — | — | 1,747 | — | — | — | — | 1,747 | ||||||||||||||||||||||||
Issuance of common stock | 13,360 | 1 | 164 | — | — | — | — | 165 | ||||||||||||||||||||||||
Repurchase of common stock | — | — | 2,425,221 | (97,179 | ) | — | — | (97,179 | ) | |||||||||||||||||||||||
Dividends declared ($0.16 per share) | — | — | — | — | — | — | (4,887 | ) | (4,887 | ) | ||||||||||||||||||||||
Balance November 3, 2019 | 43,350,485 | $ | 434 | $ | 337,510 | 12,783,512 | $ | (595,041 | ) | $ | (8,156 | ) | $ | 413,374 | $ | 148,121 | ||||||||||||||||
Thirteen Weeks Ended November 4 , 2018 | ||||||||||||||||||||||||||||||||
Common Stock | Paid-In Capital | Treasury Stock At Cost | Accumulated Other Comprehensive Loss | Retained Earnings | Total | |||||||||||||||||||||||||||
Shares | Amt. | Shares | Amt. | |||||||||||||||||||||||||||||
Balance August 5, 2018 | 42,937,988 | $ | 429 | $ | 325,951 | 3,910,033 | $ | (209,084 | ) | $ | (611 | ) | $ | 324,240 | $ | 440,925 | ||||||||||||||||
Net income | — | — | — | — | — | — | 11,856 | 11,856 | ||||||||||||||||||||||||
Unrealized foreign currency translation | — | — | — | — | — | (76 | ) | — | (76 | ) | ||||||||||||||||||||||
Share-based compensation | — | — | 1,757 | — | — | — | — | 1,757 | ||||||||||||||||||||||||
Issuance of common stock | 199,988 | 2 | 1,686 | — | — | — | — | 1,688 | ||||||||||||||||||||||||
Repurchase of common stock | — | — | — | 436,706 | (24,997 | ) | — | — | (24,997 | ) | ||||||||||||||||||||||
Dividends declared ($0.15 per share) | — | — | — | — | — | — | (5,842 | ) | (5,842 | ) | ||||||||||||||||||||||
Balance November 4, 2018 | 43,137,976 | $ | 431 | $ | 329,394 | 4,346,739 | $ | (234,081 | ) | $ | (687 | ) | $ | 330,254 | $ | 425,311 | ||||||||||||||||
Thirty-Nine Weeks | Thirty-Nine Weeks | |||||||
Ended | Ended | |||||||
October 29,2017 | October 30, 2016 | |||||||
Cash flows from operating activities: | ||||||||
Net income | $ | 85,309 | $ | 63,428 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Depreciation and amortization expense | 74,447 | 65,108 | ||||||
Deferred taxes | (2,217 | ) | 4,445 | |||||
Excess income tax benefit related to share-based compensation plans | — | (9,124 | ) | |||||
Loss on debt refinancing | 718 | — | ||||||
Loss on disposal of fixed assets | 1,205 | 987 | ||||||
Share-based compensation | 7,006 | 4,665 | ||||||
Other, net | 1,034 | 1,261 | ||||||
Changes in assets and liabilities: | ||||||||
Inventories | (4,247 | ) | (1,028 | ) | ||||
Prepaid expenses | (2,393 | ) | (2,284 | ) | ||||
Income tax receivable | 4,290 | (3,284 | ) | |||||
Other current assets | (6,647 | ) | 10,056 | |||||
Other assets and deferred charges | (119 | ) | 1,194 | |||||
Accounts payable | 2,007 | 2,972 | ||||||
Accrued liabilities | 17,088 | 10,855 | ||||||
Income taxes payable | (2,296 | ) | 9,059 | |||||
Deferred occupancy costs | 23,249 | 14,071 | ||||||
Other liabilities | 2,629 | 2,169 | ||||||
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Net cash provided by operating activities | 201,063 | 174,550 | ||||||
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Cash flows from investing activities: | ||||||||
Capital expenditures | (150,278 | ) | (131,284 | ) | ||||
Proceeds from sales of property and equipment | 52 | 31 | ||||||
Collections of notes receivable | 3,200 | 800 | ||||||
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Net cash used in investing activities | (147,026 | ) | (130,453 | ) | ||||
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Cash flows from financing activities: | ||||||||
Proceeds from debt | 431,000 | 68,000 | ||||||
Payments of debt | (379,750 | ) | (127,625 | ) | ||||
Payment of debt issuance costs | (2,910 | ) | — | |||||
Proceeds from the exercise of stock options | 1,144 | 2,920 | ||||||
Proceeds from issuance of treasury stock | 1,642 | 77 | ||||||
Repurchase of common stock | (109,988 | ) | (7,364 | ) | ||||
Excess income tax benefit related to share-based compensation plans | — | 9,124 | ||||||
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Net cash used in financing activities | (58,862 | ) | (54,868 | ) | ||||
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Decrease in cash and cash equivalents | (4,825 | ) | (10,771 | ) | ||||
Beginning cash and cash equivalents | 20,083 | 25,495 | ||||||
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Ending cash and cash equivalents | $ | 15,258 | $ | 14,724 | ||||
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Supplemental disclosures of cash flow information: | ||||||||
Increase in fixed asset accounts payable | $ | 5,159 | $ | 18,978 | ||||
Cash paid for income taxes, net | $ | 31,439 | $ | 26,606 | ||||
Cash paid for interest, net | $ | 5,319 | $ | 5,083 |
thousands, except share amounts)
Thirty-nine Weeks Ended November 3, 2019 | ||||||||||||||||||||||||||||||||
Common Stock | Paid-In Capital | Treasury Stock At Cost | Accumulated Other Comprehensive Loss | Retained Earnings | Total | |||||||||||||||||||||||||||
Shares | Amt. | Shares | Amt. | |||||||||||||||||||||||||||||
Balance February 3, 2019 | 43,177,476 | $ | 432 | $ | 331,255 | 5,655,391 | $ | (297,129 | ) | $ | (683 | ) | $ | $ | 387,837 | |||||||||||||||||
Cumulative effect of a change in accounting principle, net of tax | — | — | — | — | — | — | (145 | ) | (145 | ) | ||||||||||||||||||||||
Net income | — | — | — | — | — | — | 75,281 | 75,281 | ||||||||||||||||||||||||
Unrealized foreign currency translation gain | — | — | — | — | — | 2 | — | 2 | ||||||||||||||||||||||||
Unrealized loss of derivatives, net of tax | — | — | — | — | — | (7,475 | ) | — | (7,475 | ) | ||||||||||||||||||||||
Share-based compensation | — | — | 5,479 | — | — | — | — | 5,479 | ||||||||||||||||||||||||
Issuance of common stock | 173,009 | 2 | 776 | — | — | — | — | 778 | ||||||||||||||||||||||||
Repurchase of common stock | — | — | 7,128,121 | (297,912 | ) | — | — | (297,912 | ) | |||||||||||||||||||||||
Dividends declared ($0.46 per share) | — | — | — | — | — | — | (15,724 | ) | (15,724 | ) | ||||||||||||||||||||||
Balance November 3, 2019 | 43,350,485 | $ | 434 | $ | 337,510 | 12,783,512 | $ | (595,041 | ) | $ | (8,156 | ) | $ | 413,374 | $ | 148,121 | ||||||||||||||||
Thirty-nine Weeks Ended November 4 , 2018 | ||||||||||||||||||||||||||||||||
Common Stock | Paid-In Capital | Treasury Stock At Cost | Accumulated Other Comprehensive Loss | Retained Earnings | Total | |||||||||||||||||||||||||||
Shares | Amt. | Shares | Amt. | |||||||||||||||||||||||||||||
Balance February 4, 2018 | 42,660,806 | $ | 427 | $ | 320,488 | 2,558,721 | $ | (147,331 | ) | $ | (249 | ) | $ | 248,311 | $ | 421,646 | ||||||||||||||||
Net income | — | — | — | — | — | — | 87,785 | 87,785 | ||||||||||||||||||||||||
Unrealized foreign currency translation loss | — | — | — | — | — | (438 | ) | — | (438 | ) | ||||||||||||||||||||||
Share-based compensation | — | — | 5,771 | — | — | — | — | 5,771 | ||||||||||||||||||||||||
Issuance of common stock | 477,170 | 4 | 3,135 | — | — | — | — | 3,139 | ||||||||||||||||||||||||
Repurchase of common stock | — | — | — | 1,788,018 | (86,750 | ) | — | — | (86,750 | ) | ||||||||||||||||||||||
Dividends declared ($0.15 per share) | — | — | — | — | — | — | (5,842 | ) | (5,842 | ) | ||||||||||||||||||||||
Balance November 4, 2018 | 43,137,976 | $ | 431 | $ | 329,394 | 4,346,739 | $ | (234,081 | ) | $ | (687 | ) | $ | 330,254 | $ | 425,311 | ||||||||||||||||
Thirty-nine WeeksEnded November 3, 2019 | Thirty-nine WeeksEnded November 4, 2018 | |||||||
Cash flows from operating activities: | ||||||||
Net income | $ | 75,281 | $ | 87,785 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Depreciation and amortization expense | 97,226 | 87,129 | ||||||
Deferred taxes | 5,309 | 8,067 | ||||||
Loss on disposal of fixed assets | 1,284 | 813 | ||||||
Share-based compensation | 5,479 | 5,771 | ||||||
Other, net | 928 | 847 | ||||||
Changes in assets and liabilities: | ||||||||
Inventories | (5,305 | ) | (170 | ) | ||||
Prepaid expenses | (615 | ) | (1,436 | ) | ||||
Income tax receivable | (996 | ) | 1,940 | |||||
Other current assets | 6,050 | (6,610 | ) | |||||
Other assets and deferred charges | (1,775 | ) | (1,020 | ) | ||||
Accounts payable | 5,422 | 5,512 | ||||||
Accrued liabilities | 37,671 | 14,260 | ||||||
Income taxes payable | (10,079 | ) | 1,081 | |||||
Deferred occupancy costs | — | 31,155 | ||||||
Other liabilities | 1,909 | 1,876 | ||||||
Net cash provided by operating activities | 217,789 | 237,000 | ||||||
Cash flows from investing activities: | ||||||||
Capital expenditures | (172,888 | ) | (163,745 | ) | ||||
Proceeds from sales of property and equipment | 615 | 263 | ||||||
Proceeds from insurance | — | 107 | ||||||
Net cash used in investing activities | (172,273 | ) | (163,375 | ) | ||||
Cash flows from financing activities: | ||||||||
Proceeds from debt | 366,000 | 191,000 | ||||||
Payments of debt | (104,250 | ) | (174,250 | ) | ||||
Proceeds from the exercise of stock options | 778 | 3,139 | ||||||
Repurchase of common stock under share repurchase program | (297,317 | ) | (86,077 | ) | ||||
Dividends paid | (10,837 | ) | (5,842 | ) | ||||
Repurchases of common stock to satisfy employee withholding tax obligations | (595 | ) | (673 | ) | ||||
Net cash used in financing activities | (46,221 | ) | (72,703 | ) | ||||
Increase (decrease) in cash and cash equivalents | (705 | ) | 922 | |||||
Beginning cash and cash equivalents | 21,585 | 18,795 | ||||||
Ending cash and cash equivalents | $ | 20,880 | $ | 19,717 | ||||
Supplemental disclosures of cash flow information: | ||||||||
Decrease in fixed asset accounts payable | $ | (311 | ) | $ | (474 | ) | ||
Cash paid for income taxes, net | $ | 26,086 | $ | 11,661 | ||||
Cash paid for interest, net | $ | 13,920 | $ | 8,853 | ||||
Dividend declared, not paid | $ | 4,887 | $ | — |
weeks.
Other current assets— The balance includes construction allowance receivables of $8,685 and $7,021 as of October 29, 2017 and January 29, 2017, respectively, related to our new store openings.
Provision for income taxes— The provision for income taxes includes a credit for the tax effect of recognizing excess tax benefits on share-based payments of $11,419 and $0 for the thirty-nine weeks ended October 29, 2017 and October 30, 2016, respectively.
Our financial instruments consist
The fair value of the Company’s interest rate swap is determined based upon Level Two inputs which includes valuation models as reported by our counterparties. These valuation models are based on the present value of expected cash flows using forward rate curves.
Share repurchase program
Fair Value | ||||||||
Balance Sheet Location | November 3, 2019 | |||||||
Derivatives designated as hedging instruments: | ||||||||
Interest rate swaps | Accrued liabilities | $ | (3,202 | ) | ||||
Interest rate swaps | Other liabilities | (7,083 | ) | |||||
Total derivatives | $ | (10,285 | ) | |||||
�� | ||||||||
Thirteen Weeks Ended November 3, 2019 | Thirty-nine Weeks Ended November 3, 2019 | |||||||
Loss recognized in accumulated other comprehensive loss | $ | (2,483 | ) | $ | (10,623 | ) | ||
Loss reclassified from accumulated other comprehensive loss into net earnings (1) | $ | 326 | $ | 338 | ||||
Income tax benefit of interest rate swaps in accumulated other comprehensive loss | $ | 589 | $ | 2,810 |
(1) | Amounts reclassified into net earnings are included in “Interest expense, net” in the Consolidated Statements of Comprehensive Income. |
In March 2016, the FASB issued ASU2016-09, Improvements to Employee Share-Based Payment Accounting (Topic 718), which simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, as well as classification in the statement of cash flows. The Company adopted the new guidance in the first quarter of fiscal 2017. The ASU’s income tax aspects also impact the calculation of diluted earnings per share by excluding excess tax benefits from the calculation of assumed proceeds available to repurchase shares under the treasury-stock method. The impact of the new guidance was as follows:
In July 2015, the FASB issued ASU2015-11, Simplifying the Measurement of Inventory (Topic 330), which changes the subsequent measurement of inventory from lower of cost or market to lower of cost and net realizable value. The Company adopted this standard prospectively, beginning January 30, 2017. The adoption did not have a material impact on the Company’s consolidated results of operations and financial condition.
In May 2014, the FASB issued guidance in ASU2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes most current revenue recognition guidance and outlines a single comprehensive model for entities to use in accounting for revenue. In August 2015, the FASB issued ASU2015-14 delaying the effective date for adoption. The update is now effective for interim and annual periods beginning after December 15, 2017. The guidance provides a five step framework to recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration it expects to be entitled to receive in exchange for those goods or services. We intend to apply the guidance retrospectively with the cumulative effect recognized as of the date of adoption. We do not believe that the new revenue recognition standard will have a material impact on our recognition of revenues.
In February 2016, the FASB issued ASU2016-02, Leases (Topic 842). The new guidance requires the present value of committed operating lease payments to be recorded asright-of-use lease assets and lease liabilities on the balance sheet. As of October 29, 2017, the Company had an estimated $1,400,000 in undiscounted future minimum lease commitments. Enhanced disclosures will also be required to give financial statement users the ability to assess the amount, timing and uncertainty of cash flows arising from leases. The guidance is effective for interim and annual periods beginning after December 15, 2018, using a modified retrospective adoption method and early adoption is permitted. We are currently evaluating the impact of the updated guidance on ourits consolidated financial statements. We expect the adoption
October 29, 2017 | January 29, 2017 | |||||||
Deferred amusement revenue | $ | 30,708 | $ | 28,305 | ||||
Compensation and benefits | 19,840 | 20,886 | ||||||
Amusement redemption liability | 17,599 | 15,431 | ||||||
Rent | 16,233 | 14,260 | ||||||
Property taxes | 7,650 | 4,650 | ||||||
Customer deposits | 5,804 | 3,003 | ||||||
Deferred gift card revenue | 5,173 | 6,957 | ||||||
Current portion of long-term insurance | 4,070 | 4,460 | ||||||
Sales and use taxes | 3,376 | 3,872 | ||||||
Utilities | 3,332 | 2,969 | ||||||
Inventory liabilities | 4,070 | 2,659 | ||||||
Other (refer to Note 4) | 11,432 | 4,875 | ||||||
|
|
|
| |||||
Total accrued liabilities | $ | 129,287 | $ | 112,327 | ||||
|
|
|
|
of the end of each period:
November 3, 2019 | February 3, 2019 | |||||||
Current portion of operating lease liabilities, net (refer to Note 4) | $ | 44,666 | $ | — | ||||
Current portion of deferred occupancy costs | — | 15,737 | ||||||
Deferred amusement revenue | 50,331 | 44,232 | ||||||
Amusement redemption liability | 20,341 | 19,911 | ||||||
Compensation and benefits | 19,928 | 24,280 | ||||||
Property taxes | 10,513 | 7,278 | ||||||
Customer deposits | 8,713 | 3,731 | ||||||
Deferred gift card revenue | 8,127 | 9,450 | ||||||
Current portion of long-term insurance | 5,600 | 5,900 | ||||||
Dividend payable | 4,887 | — | ||||||
Utilities | 4,103 | 4,032 | ||||||
Sales and use taxes | 4,037 | 5,226 | ||||||
Inventory liabilities | 3,798 | 2,876 | ||||||
Current portion of derivatives | 3,202 | — | ||||||
Variable rent liabilities | 1,931 | 2,245 | ||||||
Other (refer to Note 5) | 8,948 | 12,266 | ||||||
Total accrued liabilities | $ | 199,125 | $ | 157,164 |
October 29, 2017 | January 29, 2017 | |||||||
Credit facility - term | $ | 300,000 | $ | 138,750 | ||||
Credit facility - revolver | 16,000 | 126,000 | ||||||
|
|
|
| |||||
Total debt outstanding | 316,000 | 264,750 | ||||||
Less: | ||||||||
Current installments - term | (15,000 | ) | (7,500 | ) | ||||
Debt issuance costs - term | (1,060 | ) | (622 | ) | ||||
|
|
|
| |||||
Long-term debt, net | $ | 299,940 | $ | 256,628 | ||||
|
|
|
|
November 3, 2019 | February 3, 2019 | |||||||
Credit facility - term | $ | 270,000 | $ | 281,250 | ||||
Credit facility - revolver | 386,000 | 113,000 | ||||||
Total debt outstanding | 656,000 | 394,250 | ||||||
Less: | ||||||||
Current installments - term | (15,000 | ) | (15,000 | ) | ||||
Debt issuance costs - term | (616 | ) | (781 | ) | ||||
Long-term debt, net | $ | 640,384 | $ | 378,469 | ||||
The majority of the proceeds of this senior secured credit facility were used to refinance in full the May 15, 2015 credit facility (of which $291,000 was outstanding) and to pay related interest and expenses. In connection with the new credit facility we incurred debt costs of $2,910, of which $397 was expensed as a loss on debt refinancing. The remaining debt costs incurred of $1,826 and $687 are included in Other assets and deferred charges and Long-term debt, net, respectively, in the Consolidated Balance Sheets. Total loss on debt refinancing, including the write off of a portion of unamortized debt costs, totaled $718 during the thirteen weeks ended October 29, 2017.
Future debt obligations— The following table sets forthand financial ratio covenants of our future debt principal payment obligations as of October 29, 2017 by fiscal year:
2017 | $ | 3,750 | ||
2018 | 15,000 | |||
2019 | 15,000 | |||
2020 | 15,000 | |||
2021 | 15,000 | |||
2022 | 252,250 | |||
|
| |||
Total future payments | $ | 316,000 | ||
|
|
credit facility.
Thirteen Weeks | Thirteen Weeks | |||||||
Ended | Ended | |||||||
October 29, 2017 | October 30, 2016 | |||||||
Interest expense on credit facilities | $ | 2,252 | $ | 1,582 | ||||
Amortization of issuance cost | 195 | 168 | ||||||
Interest income | (31 | ) | (58 | ) | ||||
Less: capitalized interest | (250 | ) | (112 | ) | ||||
Change in fair value of interest rate cap | (10 | ) | (2 | ) | ||||
|
|
|
| |||||
Total interest expense, net | $ | 2,156 | $ | 1,578 | ||||
|
|
|
| |||||
Thirty-nine Weeks | Thirty-nine Weeks | |||||||
Ended | Ended | |||||||
October 29, 2017 | October 30, 2016 | |||||||
Interest expense on credit facilities | $ | 5,959 | $ | 5,216 | ||||
Amortization of issuance cost | 528 | 506 | ||||||
Interest income | (166 | ) | (184 | ) | ||||
Less: capitalized interest | (507 | ) | (322 | ) | ||||
Change in fair value of interest rate cap | 259 | 357 | ||||||
|
|
|
| |||||
Total interest expense, net | $ | 6,073 | $ | 5,573 | ||||
|
|
|
|
Thirteen Weeks Ended November 3, 2019 | Thirteen Weeks Ended November 4, 2018 | |||||||
Interest expense on credit facilities | $ | 6,095 | $ | 3,358 | ||||
Amortization of issuance cost | 198 | 198 | ||||||
Interest income | (24 | ) | (27 | ) | ||||
Capitalized interest | (159 | ) | (192 | ) | ||||
Change in fair value of interest rate cap | — | (16 | ) | |||||
Total interest expense, net | $ | 6,110 | $ | 3,321 | ||||
Thirty-nine WeeksEnded November 3, 2019 | Thirty-nine WeeksEnded November 4, 2018 | |||||||
Interest expense on credit facilities | $ | 15,010 | $ | 9,637 | ||||
Amortization of issuance cost | 594 | 594 | ||||||
Interest income | (75 | ) | (83 | ) | ||||
Capitalized interest | (758 | ) | (720 | ) | ||||
Change in fair value of interest rate cap | — | (22 | ) | |||||
Total interest expense, net | $ | 14,771 | $ | 9,406 | ||||
Thirteen Weeks Ended November 3, 2019 | Thirty-nine WeeksEnded November 3, 2019 | |||||||
Operating | $ | 31,489 | $ | 91,729 | ||||
Variable | 88 | 2,080 | ||||||
Short-term | 108 | 324 | ||||||
Total | $ | 31,685 | $ | 94,133 | ||||
November 3, 2019 | ||||
Cash paid for amounts included in the measurement of lease liabi li ties | ||||
Operating cash flows from operating leases | $ | 91,595 | ||
ROU assets obtained in exchange for new operating lease liabilities | $ | 157,873 | ||
Weighted-average remaining lease term - operating leases (in years) | 15.8 | |||
Weighted-average discount rate - operating leases | 5.9 | % |
Remainder of 2019 | $ | 22,491 | ||
2020 | 132,635 | |||
2021 | 127,769 | |||
2022 | 119,779 | |||
2023 | 116,224 | |||
Thereafter | 1,436,809 | |||
Total | $ | 1,955,707 | ||
Less: Interest | 730,362 | |||
Total discounted operating lease liabilities | $ | 1,225,345 | ||
2019 | $ | 122,501 | ||
2020 | 117,908 | |||
2021 | 111,642 | |||
2022 | 104,195 | |||
2023 | 100,779 | |||
Thereafter | 1,229,803 | |||
Total | $ | 1,786,828 | ||
We lease certain property and equipment under variousnon-cancelable operating leases.employment related claims (the “California Cases”). Some of the leases include options for renewalCalifornia Cases purport or extension on various terms. Mostmay be determined to be class actions or Private Attorneys General Act representative actions and seek substantial damages and penalties. With respect to these California Cases, where the Company has determined that a loss is reasonably possible but not probable, the Company is unable to estimate the amount or range of the leases require usreasonably possible loss due to pay property taxes, insurance and maintenancethe inherent difficulties of predicting the leased assets. Certain leases also have provisions for additional contingent rentalsoutcome of uncertainties regarding legal proceedings. The Company’s assessments are based on revenues.
The following table sets forth our lease commitments asestimates and assumptions that have been deemed reasonable by management, but that may prove to be incomplete or inaccurate, and unanticipated events and circumstances may occur that might cause the Company to change those estimates and assumptions. Management’s assessment of October 29, 2017:
1 year or less | $ | 100,701 | ||
2 years | 99,749 | |||
3 years | 93,456 | |||
4 years | 88,142 | |||
5 years | 79,860 | |||
Thereafter | 941,902 | |||
|
| |||
Total future payments | $ | 1,403,810 | ||
|
|
Asthese California Cases could change because of October 29, 2017, we have signed operating lease agreements for ten future sites which are expected to open indeterminations or the last quarterdiscovery of fiscal 2017 and early fiscal 2018. The landlord has fulfilled the obligations to commit us to the lease terms under these agreements and therefore, the future obligations related to these locations are included in the table above.
As of October 29, 2017, we have signed nineteen additional operating lease agreements for future sites. Our commitments under these agreements are contingent, upon among other things, the landlord’s delivery of access to the premises for construction. Future obligations related to these agreementsfacts that are not included inpresently known. Accordingly, the table above.
November 3, 2019 and November 4, 2018, respectively.
(in thousands, except share and per share data) | Thirteen Weeks Ended October 29, 2017 | Thirteen Weeks Ended October 30, 2016 | ||||||
Numerator: | ||||||||
Net income | $ | 12,157 | $ | 10,755 | ||||
Denominator: | ||||||||
Weighted average number of common shares outstanding (basic) | 41,077,206 | 42,061,235 | ||||||
Weighted average dilutive impact of equity-based awards | 1,173,405 | 1,266,577 | ||||||
Weighted average number of common and common equivalent shares outstanding (diluted) | 42,250,611 | 43,327,812 | ||||||
Net income per share: | ||||||||
Basic | $ | 0.30 | $ | 0.26 | ||||
Diluted | $ | 0.29 | $ | 0.25 | ||||
(in thousands, except share and per share data) | Thirty-nine Weeks Ended October 29, 2017 | Thirty-nine Weeks Ended October 30, 2016 | ||||||
Numerator: | ||||||||
Net income | $ | 85,309 | $ | 63,428 | ||||
Denominator: | ||||||||
Weighted average number of common shares outstanding (basic) | 41,521,802 | 41,863,932 | ||||||
Weighted average dilutive impact of equity-based awards | 1,366,857 | 1,370,835 | ||||||
Weighted average number of common and common equivalent shares outstanding (diluted) | 42,888,659 | 43,234,767 | ||||||
Net income per share: | ||||||||
Basic | $ | 2.05 | $ | 1.52 | ||||
Diluted | $ | 1.99 | $ | 1.47 |
Thirteen Weeks Ended November 3, 2019 | Thirteen Weeks Ended November 4, 2018 | |||||||
Numerator: | ||||||||
Net income | $ | 482 | $ | 11,856 | ||||
Denominator: | ||||||||
Weighted average number of common shares outstanding (basic) | 30,980,878 | 38,892,288 | ||||||
Weighted average dilutive impact of equity-based awards | 534,576 | 963,360 | ||||||
Weighted average number of common and common equivalent shares outstanding (diluted) | 31,515,454 | 39,855,648 | ||||||
Net income per share: | ||||||||
Basic | $ | 0.02 | $ | 0.30 | ||||
Diluted | $ | 0.02 | $ | 0.30 | ||||
Thirty-nine WeeksEnded November 3, 2019 | Thirty-nine WeeksEnded November 4, 2018 | |||||||
Numerator: | ||||||||
Net income | $ | 75,281 | $ | 87,785 | ||||
Denominator: | ||||||||
Weighted average number of common shares outstanding (basic) | 34,405,503 | 39,314,271 | ||||||
Weighted average dilutive impact of equity-based awards | 636,808 | 942,960 | ||||||
Weighted average number of common and common equivalent shares outstanding (diluted) | 35,042,311 | 40,257,231 | ||||||
Net income per share: | ||||||||
Basic | $ | 2.19 | $ | 2.23 | ||||
Diluted | $ | 2.15 | $ | 2.18 |
Thirteen Weeks Ended | Thirty-nine Weeks Ended | |||||||||||||||
October 29, 2017 | October 30, 2016 | October 29, 2017 | October 30, 2016 | |||||||||||||
Stock options | $ | 1,584 | $ | 1,088 | $ | 4,240 | $ | 3,138 | ||||||||
RSU’s and restricted stock | 973 | 580 | 2,766 | 1,527 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Total share-based compensation expense | $ | 2,557 | $ | 1,668 | $ | 7,006 | $ | 4,665 | ||||||||
|
|
|
|
|
|
|
|
Thirteen Weeks Ended | Thirty-Nine Weeks Ended | |||||||||||||||
November 3, 2019 | November 4, 2018 | November 3, 2019 | November 4, 2018 | |||||||||||||
Stock options | $ | 731 | 631 | $ | 2,294 | $ | 2,649 | |||||||||
RSU’s and restricted stock | 1,016 | 1,126 | 3,185 | 3,122 | ||||||||||||
Total share-based compensation expense | $ | 1,747 | $ | 1,757 | $ | 5,479 | $ | 5,771 | ||||||||
2014 Stock Incentive Plan | 2010 Stock Incentive Plan | |||||||||||||||
Weighted | Weighted | |||||||||||||||
Average | Average | |||||||||||||||
Number | Exercise | Number | Exercise | |||||||||||||
of Options | Price | of Options | Price | |||||||||||||
Outstanding at January 29, 2017 | 833,499 | $ | 26.93 | 1,225,053 | $ | 5.35 | ||||||||||
Granted | 190,379 | 57.74 | — | — | ||||||||||||
Exercised | (16,522 | ) | 34.81 | (483,008 | ) | 4.58 | ||||||||||
Forfeited | (4,631 | ) | 47.33 | — | — | |||||||||||
|
|
|
|
|
|
|
| |||||||||
Outstanding at October 29, 2017 | 1,002,725 | $ | 32.56 | 742,045 | $ | 5.86 | ||||||||||
|
|
|
|
|
|
|
| |||||||||
Exercisable at October 29, 2017 | 421,687 | $ | 26.48 | 688,249 | $ | 5.66 | ||||||||||
|
|
|
|
|
|
|
|
2014 Stock Incentive Plan | 2010 Stock Incentive Plan | |||||||||||||||
Number of Options | Weighted Average Exercise Price | Number of Options | Weighted Average Exercise Price | |||||||||||||
Outstanding at February 3, 2019 | 1,134,218 | $ | 34.22 | 359,984 | $ | 6.48 | ||||||||||
Granted | 222,266 | 52.04 | — | — | ||||||||||||
Exercised | (12,220 | ) | 36.30 | (58,384 | ) | 5.73 | ||||||||||
Forfeited | (11,824 | ) | 49.29 | — | — | |||||||||||
Outstanding at November 3, 2019 | 1,332,440 | $ | 37.04 | 301,600 | $ | 6.63 | ||||||||||
Exercisable at November 3, 2019 | 927,447 | $ | 31.57 | 301,600 | $ | 6.63 | ||||||||||
Weighted | ||||||||
Average | ||||||||
Shares | Fair Value | |||||||
Outstanding at January 29, 2017 | 128,088 | $ | 37.19 | |||||
Granted | 70,357 | 58.78 | ||||||
Vested | (10,485 | ) | 40.68 | |||||
Forfeited | (3,395 | ) | 51.65 | |||||
|
|
|
| |||||
Outstanding at October 29, 2017 | 184,565 | $ | 44.96 | |||||
|
|
|
|
Shares | Weighted Average Fair Value | |||||||
Outstanding at February 3, 2019 | 220,830 | $ | 47.79 | |||||
Granted | 72,768 | 52.09 | ||||||
Change in units based on performance | 27,372 | 39.10 | ||||||
Vested | (102,405 | ) | 40.08 | |||||
Forfeited | (4,244 | ) | 49.58 | |||||
Outstanding at November 3, 2019 | 214,321 | $ | 51.79 | |||||
Ourentertainment-oriented dining areas. This cutting-edge visual technology, which has been deployed across 37 stores at the end of the third quarter of fiscal 2019, is designed to drive greater traffic and food and beverage penetration. We will continue to invest in food, beverage, amusement and viewing innovations to enhance our offerings and the guest experience.
We intend for new store expansion to be a key growth driver. Our long-term plan is to open new stores at an annual rate of at least 10% of our existing stores.and portfolio over the long term. During the first thirty-nine weeks of fiscal 2017,2019, the Company opened ninefourteen new stores, compared to seventwelve new store openings in the comparable 20162018 period. As of October 29, 2017, there were 101 stores in the United States and Canada. To increase comparable store sales we plan to provide our customers with the latest exciting games, leverage the D&B Sports concept by building awareness through national cable advertising and drive customer frequency by enhancing customer experience through providing new product offerings in each of the “Eat, Drink, Play and Watch” components of our business. We currently anticipate opening fourteensixteen new stores in fiscal 2017.
We believe that in addition to the growth potential that exists in North America, the Dave & Buster’s brand can also have significant appeal in certain international markets. We have signed a seven store agreement for licensed development in six countries in the Middle East, and2019. As part of this strategy, we are targetingactively evaluating new initiatives related to store format. Our efforts include rightsizing the square footage of new stores to match market sales potential and evaluating the pace of new store openings to enhance focus on both new stores and existing store revitalization.
total share repurchase authorization to $800 million and executed additional share repurchases totaling $297,317. We believe that we are well positioned for growth with a corporate infrastructure and national marketing platform that can support a larger store base than we currently have, and thatalso declared dividends totaling $15,724 during the same period.
For further information about our growth strategies and outlook, see the section entitled “Business – Our Growth Strategies” in our Annual Report on Form10-K filed with the SEC.
ongoing strategic planning process.
November 3, 2019.
stores, nine of which were in new markets.
Liquidity and Cash Flows
The primary source of cash flow is from our operating activities and availability under the revolving credit facility.
We also expect seasonality
November 4, 2018
Thirteen Weeks Ended | Thirteen Weeks Ended | |||||||||||||||
October 29, 2017 | October 30, 2016 | |||||||||||||||
Food and beverage revenues | $ | 107,690 | 43.1 | % | $ | 101,343 | 44.3 | % | ||||||||
Amusement and other revenues | 142,289 | 56.9 | 127,316 | 55.7 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Total revenues | 249,979 | 100.0 | 228,659 | 100.0 | ||||||||||||
Cost of food and beverage (as a percentage of food and beverage revenues) | 28,387 | 26.4 | 26,560 | 26.2 | ||||||||||||
Cost of amusement and other (as a percentage of amusement and other revenues) | 16,220 | 11.4 | 15,581 | 12.2 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Total cost of products | 44,607 | 17.8 | 42,141 | 18.4 | ||||||||||||
Operating payroll and benefits | 57,967 | 23.2 | 55,034 | 24.1 | ||||||||||||
Other store operating expenses | 82,766 | 33.1 | 71,888 | 31.4 | ||||||||||||
General and administrative expenses | 13,432 | 5.4 | 13,506 | 5.9 | ||||||||||||
Depreciation and amortization expense | 25,672 | 10.3 | 22,864 | 10.0 | ||||||||||||
Pre-opening costs | 5,609 | 2.2 | 4,553 | 2.0 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Total operating costs | 230,053 | 92.0 | 209,986 | 91.8 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Operating income | 19,926 | 8.0 | 18,673 | 8.2 | ||||||||||||
Interest expense, net | 2,156 | 0.9 | 1,578 | 0.7 | ||||||||||||
Loss on debt refinancing | 718 | 0.3 | — | — | ||||||||||||
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|
|
| |||||||||
Income before provision for income taxes | 17,052 | 6.8 | 17,095 | 7.5 | ||||||||||||
Provision for income taxes | 4,895 | 1.9 | 6,340 | 2.8 | ||||||||||||
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| |||||||||
Net income | $ | 12,157 | 4.9 | % | $ | 10,755 | 4.7 | % | ||||||||
|
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| |||||||||
Change in comparable store sales | (1.3 | )% | 5.9 | % | ||||||||||||
Company-owned stores open at end of period | 101 | 88 | ||||||||||||||
Comparable stores open at end of period | 76 | 66 |
Thirteen Weeks Ended | Thirteen Weeks Ended | |||||||||||||||
November 3, 2019 | November 4, 2018 | |||||||||||||||
Food and beverage revenues | $ | 124,637 | 41.6 | % | $ | 118,807 | 42.1 | % | ||||||||
Amusement and other revenues | 174,715 | 58.4 | 163,332 | 57.9 | ||||||||||||
Total revenues | 299,352 | 100.0 | 282,139 | 100.0 | ||||||||||||
Cost of food and beverage (as a percentage of food and beverage revenues) | 33,384 | 26.8 | 31,163 | 26.2 | ||||||||||||
Cost of amusement and other (as a percentage of amusement and other revenues) | 18,796 | 10.8 | 17,571 | 10.8 | ||||||||||||
Total cost of products | 52,180 | 17.4 | 48,734 | 17.3 | ||||||||||||
Operating payroll and benefits | 76,165 | 25.4 | 71,309 | 25.3 | ||||||||||||
Other store operating expenses | 110,713 | 37.1 | 96,267 | 34.1 | ||||||||||||
General and administrative expenses | 16,210 | 5.4 | 15,043 | 5.3 | ||||||||||||
Depreciation and amortization expense | 33,340 | 11.1 | 30,574 | 10.8 | ||||||||||||
Pre-opening costs | 4,245 | 1.4 | 4,740 | 1.7 | ||||||||||||
Total operating costs | 292,853 | 97.8 | 266,667 | 94.5 | ||||||||||||
Operating income | 6,499 | 2.2 | 15,472 | 5.5 | ||||||||||||
Interest expense, net | 6,110 | 2.1 | 3,321 | 1.2 | ||||||||||||
Income before provision (benefit) for income taxes | 389 | 0.1 | 12,151 | 4.3 | ||||||||||||
Provision (benefit) for income taxes | (93 | ) | (0.1 | ) | 295 | 0.1 | ||||||||||
Net income | $ | 482 | 0.2 | % | $ | 11,856 | 4.2 | % | ||||||||
Change in comparable store sales (1) | (4.1 | )% | (1.3 | )% | ||||||||||||
Company-owned stores open at end of period (1) | 134 | 118 | ||||||||||||||
Comparable stores open at end of period (1) | 99 | 86 |
(1) | Our store in Duluth (Atlanta), Georgia permanently closed on March 3, 2019 as we did not exercise the renewal option and has been excluded from fiscal 2019 store counts and comparable store sales. |
Thirteen Weeks | Thirteen Weeks | |||||||
Ended | Ended | |||||||
October 29, 2017 | October 30, 2016 | |||||||
Net income | $ | 12,157 | $ | 10,755 | ||||
Interest expense, net | 2,156 | 1,578 | ||||||
Loss on debt refinancing | 718 | — | ||||||
Provision for income taxes | 4,895 | 6,340 | ||||||
Depreciation and amortization expense | 25,672 | 22,864 | ||||||
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| |||||
EBITDA | 45,598 | 41,537 | ||||||
Loss on asset disposal | 321 | 514 | ||||||
Share-based compensation | 2,557 | 1,668 | ||||||
Pre-opening costs | 5,609 | 4,553 | ||||||
Other costs(1) | 46 | (5 | ) | |||||
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Adjusted EBITDA(2) | $ | 54,131 | $ | 48,267 | ||||
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Adjusted EBITDA Margin(2) | 21.7 | % | 21.1 | % |
Thirteen Weeks | Thirteen Weeks | |||||||||||||||
Ended | Ended | |||||||||||||||
November 3, 2019 | November 4, 2018 | |||||||||||||||
Net income | $ | 482 | 0.2 | % | $ | 11,856 | 4.2 | % | ||||||||
Interest expense, net | 6,110 | 3,321 | ||||||||||||||
Provision (benefit) for income taxes | (93 | ) | 295 | |||||||||||||
Depreciation and amortization expense | 33,340 | 30,574 | ||||||||||||||
EBITDA | 39,839 | 13.3 | % | 46,046 | 16.3 | % | ||||||||||
Loss on asset disposal | 458 | 120 | ||||||||||||||
Share-based compensation | 1,747 | 1,757 | ||||||||||||||
Pre-opening costs | 4,245 | 4,740 | ||||||||||||||
Other costs (1) | 1 | 6 | ||||||||||||||
Adjusted EBITDA | $ | 46,290 | 15.5 | % | $ | 52,669 | 18.7 | % | ||||||||
(1) | Primarily represents costs related to currency transaction (gains) or losses. |
Thirteen Weeks Ended Operating income General and administrative expenses Depreciation and amortization expense Pre-opening costs Store Operating Income Before Depreciation and Amortization Store Operating Income Before Depreciation and Amortization Margin New store Operating initiatives, including remodels Games Maintenance Capital Total capital additions Payments from landlords Thirteen Weeks
Ended October 29, 2017 October 30, 2016 $ 19,926 $ 18,673 13,432 13,506 25,672 22,864 5,609 4,553 $ 64,639 $ 59,596 25.9 % 26.1 % $ % $ % $ % $ % following table represents totalbelow reflects accrual-based additions to property and equipment. Total capital additions. Capital additions do not include any reductions for accrual-based tenantleasehold improvement allowances (“Paymentsincentives or proceeds from sale-leaseback transactions (collectively, “Payments form landlords”). Thirteen Weeks Thirteen Weeks Ended Ended October 29, 2017 October 30, 2016 $ 51,232 $ 49,115 2,762 3,258 2,229 348 4,912 4,667 $ 61,135 $ 57,388 $ 2,618 $ 6,118 $ $ $ $ $ $
Comparable stores | $ | (2,496 | ) | |
Non-comparable stores | 22,916 | |||
Other | 900 | |||
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| |||
Total | $ | 21,320 | ||
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Comparable stores | $ | (9,718 | ) | |
Non-comparable stores | 26,230 | |||
Other | 701 | |||
Total | $ | 17,213 | ||
2018.
RFID power card in the first quarter of fiscal 2019.
costs as a percentage of revenue was primarily driven by increased poultry costs in the current year due to additional weeks featuring our “All You Can Eat” wings and higher costs due to our shift to fresh juices at the bar.
WIN!.
prior year.
2018.
2018
Loss on debt refinancing
In connection with the August 17, 2017 debt refinancing (see Note 3,Debt,
Provision for income taxes
2019 was driven primarily by a reduction in our estimated annual effective tax rate. The lower estimated effective income tax rate decreased to 28.7% foris driven by the thirteen weeks ended October 29, 2017 compared to 37.1% inimpact of lower projected state tax expense and the thirteen weeks ended October 30, 2016. The decrease infavorable rate impact of tax credits. During the third quarter of fiscal 2018, the effective tax rate primarily reflects a favorable 7.5% impact from the recognition of 2.4% was favorably impacted by excess tax benefits on share-based payments through income tax expense. Refer to Note 1,Summary of Significant Accounting Policies, of Notes to Unaudited Consolidated Financial Statements, for information with respect to the tax impacts associated with share-based awards as a result of adoption of new accounting guidancecompensation, which had little impact in the firstthird quarter of fiscal 2017.
2019.
November 4, 2018
Thirty-nine Weeks | Thirty-nine Weeks | |||||||||||||||
Ended | Ended | |||||||||||||||
October 29, 2017 | October 30, 2016 | |||||||||||||||
Food and beverage revenues | $ | 356,190 | 42.7 | % | $ | 326,139 | 44.4 | % | ||||||||
Amusement and other revenues | 478,688 | 57.3 | 408,837 | 55.6 | ||||||||||||
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| |||||||||
Total revenues | 834,878 | 100.0 | 734,976 | 100.0 | ||||||||||||
Cost of food and beverage (as a percentage of food and beverage revenues) | 91,562 | 25.7 | 83,772 | 25.7 | ||||||||||||
Cost of amusement and other (as a percentage of amusement and other revenues) | 50,481 | 10.5 | 48,628 | 11.9 | ||||||||||||
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Total cost of products | 142,043 | 17.0 | 132,400 | 18.0 | ||||||||||||
Operating payroll and benefits | 187,610 | 22.5 | 166,614 | 22.7 | ||||||||||||
Other store operating expenses | 247,663 | 29.6 | 214,487 | 29.1 | ||||||||||||
General and administrative expenses | 45,172 | 5.4 | 40,131 | 5.5 | ||||||||||||
Depreciation and amortization expense | 74,447 | 8.9 | 65,108 | 8.9 | ||||||||||||
Pre-opening costs | 14,626 | 1.8 | 10,390 | 1.4 | ||||||||||||
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| |||||||||
Total operating costs | 711,561 | 85.2 | 629,130 | 85.6 | ||||||||||||
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| |||||||||
Operating income | 123,317 | 14.8 | 105,846 | 14.4 | ||||||||||||
Interest expense, net | 6,073 | 0.7 | 5,573 | 0.8 | ||||||||||||
Loss on debt refinancing | 718 | 0.1 | — | — | ||||||||||||
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| |||||||||
Income before provision for income taxes | 116,526 | 14.0 | 100,273 | 13.6 | ||||||||||||
Provision for income taxes | 31,217 | 3.8 | 36,845 | 5.0 | ||||||||||||
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Net income | $ | 85,309 | 10.2 | % | $ | 63,428 | 8.6 | % | ||||||||
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| |||||||||
Change in comparable store sales | 0.8 | % | 3.4 | % | ||||||||||||
Company owned stores open at end of period | 101 | 88 | ||||||||||||||
Comparable stores open at end of period | 76 | 66 |
Thirty-nine Weeks Ended | Thirty-nine Weeks Ended | |||||||||||||||
November 3, 2019 | November 4, 2018 | |||||||||||||||
Food and beverage revenues | $ | 410,779 | 40.8 | % | $ | 388,804 | 41.6 | % | ||||||||
Amusement and other revenues | 596,754 | 59.2 | 544,713 | 58.4 | ||||||||||||
Total revenues | 1,007,533 | 100.0 | 933,517 | 100.0 | ||||||||||||
Cost of food and beverage (as a percentage of food and beverage revenues) | 109,072 | 26.6 | 101,181 | 26.0 | ||||||||||||
Cost of amusement and other (as a percentage of amusement and other revenues) | 64,456 | 10.8 | 60,248 | 11.1 | ||||||||||||
Total cost of products | 173,528 | 17.2 | 161,429 | 17.3 | ||||||||||||
Operating payroll and benefits | 239,965 | 23.8 | 217,939 | 23.3 | ||||||||||||
Other store operating expenses | 321,334 | 31.9 | 284,432 | 30.5 | ||||||||||||
General and administrative expenses | 49,047 | 4.9 | 45,461 | 4.9 | ||||||||||||
Depreciation and amortization expense | 97,226 | 9.6 | 87,129 | 9.3 | ||||||||||||
Pre-opening costs | 15,970 | 1.6 | 17,121 | 1.8 | ||||||||||||
Total operating costs | 897,070 | 89.0 | 813,511 | 87.1 | ||||||||||||
Operating income | 110,463 | 11.0 | 120,006 | 12.9 | ||||||||||||
Interest expense, net | 14,771 | 1.5 | 9,406 | 1.1 | ||||||||||||
Income before provision for income taxes | 95,692 | 9.5 | 110,600 | 11.8 | ||||||||||||
Provision for income taxes | 20,411 | 2.0 | 22,815 | 2.4 | ||||||||||||
Net income | $ | 75,281 | 7.5 | % | $ | 87,785 | 9.4 | % | ||||||||
Change in comparable store sales (1) | (1.9 | )% | (3.0 | )% | ||||||||||||
Company-owned stores open at end of period (1) | 134 | 118 | ||||||||||||||
Comparable stores open at end of period (1) | 99 | 86 |
(1) | Our store in Duluth (Atlanta), Georgia permanently closed on March 3, 2019 as we did not exercise the renewal option and has been excluded from fiscal 2019 store counts and comparable store sales. |
Thirty-nine Weeks | Thirty-nine Weeks | |||||||
Ended | Ended | |||||||
October 29, 2017 | October 30, 2016 | |||||||
Net income | $ | 85,309 | $ | 63,428 | ||||
Interest expense, net | 6,073 | 5,573 | ||||||
Loss on debt refinancing | 718 | — | ||||||
Provision for income taxes | 31,217 | 36,845 | ||||||
Depreciation and amortization expense | 74,447 | 65,108 | ||||||
|
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| |||||
EBITDA | 197,764 | 170,954 | ||||||
Loss on asset disposal | 1,205 | 987 | ||||||
Share-based compensation | 7,006 | 4,665 | ||||||
Pre-opening costs | 14,626 | 10,390 | ||||||
Other costs(1) | (329 | ) | 68 | |||||
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| |||||
Adjusted EBITDA(2) | $ | 220,272 | $ | 187,064 | ||||
|
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| |||||
Adjusted EBITDA Margin(2) | 26.4 | % | 25.5 | % |
Thirty-nine Weeks | Thirty-nine Weeks | |||||||||||||||
Ended | Ended | |||||||||||||||
November 3, 2019 | November 4, 2018 | |||||||||||||||
Net income | $ | 75,281 | 7.5 | % | $ | 87,785 | 9.4 | % | ||||||||
Interest expense, net | 14,771 | 9,406 | ||||||||||||||
Provision for income taxes | 20,411 | 22,815 | ||||||||||||||
Depreciation and amortization expense | 97,226 | 87,129 | ||||||||||||||
EBITDA | 207,689 | 20.6 | % | 207,135 | 22.2 | % | ||||||||||
Loss on asset disposal | 1,284 | 813 | ||||||||||||||
Share-based compensation | 5,479 | 5,771 | ||||||||||||||
Pre-opening costs | 15,970 | 17,121 | ||||||||||||||
Other costs (1) | 34 | 127 | ||||||||||||||
Adjusted EBITDA | $ | 230,456 | 22.9 | % | $ | 230,967 | 24.7 | % | ||||||||
(1) | Primarily represents costs related to currency transaction (gains) or losses. |
Operating income General and administrative expenses Depreciaton and amortization expense Pre-opening costs Store Operating Income Before Depreciation and Amortization Store Operating Income Before Depreciation and Amortization Margin New store Operating initiatives, including remodels Games Maintenance capital Total capital additions Payments from landlords Thirty-nine Weeks Thirty-nine Weeks Ended Ended October 29, 2017 October 30, 2016 $ 123,317 $ 105,846 45,172 40,131 74,447 65,108 14,626 10,390 $ 257,562 $ 221,475 30.9 % 30.1 % $ % $ % $ % $ % following table represents totalbelow reflects accrual-based additions to property and equipment. Total capital additions. Capital additions do not include any reductions for Payments from landlords. Thirty-nine Weeks Thirty-nine Weeks Ended Ended October 29, 2017 October 30, 2016 $ 119,638 $ 106,134 14,830 17,890 10,521 15,180 10,448 11,058 $ 155,437 $ 150,262 $ 24,292 $ 16,779 $ $ $ $ $ $
Comparable stores | $ | 5,453 | ||
Non-comparable stores | 93,550 | |||
Other | 899 | |||
|
| |||
Total | $ | 99,902 | ||
|
|
Comparable stores | $ | (15,520 | ) | |
Non-comparable stores | 88,451 | |||
Other | 1,085 | |||
Total | $ | 74,016 | ||
similar period in fiscal 2018.
RFID power card.
group, were partially offset by declines in seafood costs and increases in food and beverage prices.
sales.
hurricane-related business interruption proceeds recorded in the prior year and incremental legal and sports viewing costs.
November 3, 2019 and November 4, 2018.
Interest expense, net
Interest expense, net increased by $500 to $6,073$9,406 in the thirty-nine week period ended October 29, 2017November 4, 2018 due primarily to an increase in average outstanding debt and to a lesser extent, higher interest rates.
Loss on debt refinancing
In connection with the August 17, 2017 debt refinancing (see Note 3,Debt, of Notes to Unaudited Consolidated Financial Statements for further discussion), the Company recorded a charge of $718 during the third quarter of fiscal 2017.
Provision for income taxes
November 4, 2018. The effective income tax rate decreased to 26.8% for the thirty-nine weeks ended October 29, 2017 compared to 36.7% in the thirty-nine weeks ended October 30, 2016. The decrease in the effective tax rateincrease primarily reflects a favorable 9.8% impact from the recognition oflower excess tax benefits on share-based payments through income tax expense. Refer to Note 1,Summary of Significant Accounting Policies, of Notes to Unaudited Consolidated Financial Statements, for information with respect to the tax impacts associated with share-based awards ascompensation, partially offset by higher tax credits and a result of adoption of new accounting guidancefavorable change in the first quartermix of fiscal 2017.
jurisdictional earnings.
Overview
We finance our activities through cash flow from operations
We currently have, and anticipate that in the future we may continue to have, negative working capital balances.$209,774. We are able to operate with a working capital deficit because cash from sales is usually received before related liabilities for product, supplies, labor and services become due. Funds available from salesOur operations do not needed immediately to pay forrequire significant inventory or receivables, and we continually invest in our business through the growth of stores and operating expenses have typically been used for capital expendituresimprovement additions, which are reflected as noncurrent assets and paymentnot a part of long-term debt obligations.
Short-term liquidity requirements. We generally consider our short-term liquidity requirements to consistworking capital.
As of October 29, 2017, we expect our short-term liquidity requirements to include approximately (a) $190,000 to $200,000 of capital additions (net of tenant improvement allowances and other paymentsexpected cash flows from landlords), (b) lease obligation payments of $101,000, (c) estimated cash income tax payments of $61,000, (d) scheduled debt service payments (see “Contractual Obligations and Commercial Commitments”) and (e) the repurchase of our common stock.
Long-term liquidity requirements. We generally consider our long-term liquidity requirements to consist of those items that are expected to be incurred beyond the next twelve months and believe these requirements consist primarily of funds necessary for new store development and construction, replacement of games and equipment, performance-necessary renovations and othernon-recurring capital expenditures that need to be made periodically to our stores, principal and interest payments on our outstanding term loan and scheduled lease obligation payments. We intend to satisfy our long-term liquidity requirements through various sources of capital, including our existing cash on hand, cash provided by operations, andavailable borrowings under the revolving portion of our credit facility and expected payments from landlords should be sufficient not only for our operating requirements but also to enable us, in the aggregate, to finance our capital allocation strategy, including capital expenditures, share repurchases, cash dividends and any required debt payments through at least the next twelve months and the foreseeable future.
Availability under the revolving credit facility is reduced by outstanding letters of credit, which are used to support our self-insurance programs. At November 3, 2019, we had net availability for borrowings of $105,853 based on an outstanding revolver balance of $386,000 and $8,147 in standby letters of credit. We had total outstanding debt obligation of $656,000 under the existing term loan and revolving credit facility, which matures in August 2022. At November 3, 2019, the Company was in compliance with all our covenants contained in our existing credit facility, and none are expected to impact our liquidity or capital resources.
Based on our current business plan, we believe the cash flows from operations, together with our existing cash balances and availability of borrowings under the revolving portion of our credit facility will be sufficient to meet our anticipated cash needs for working capital, capital expenditures, debt service needs, and share repurchases in the foreseeable future. Our ability to make scheduled principal and interest payments, or to refinance our indebtedness, or to fund planned capital expenditures and share repurchases, will depend on future performance, which is subject to general economic conditions, competitive environment and other factors.
Borrowing Capacity
Our existing credit facility provides a $300,000 term loan facility and a $500,000 revolving credit facility and has a maturity date of August 17, 2022. The $500,000 revolving credit facility includes a $35,000 letter of creditsub-facility and a $15,000 swing loansub-facility. The revolving facility was established to provide financing for general purposes. Principal payments on the term loan facility of $3,750 per quarter are required beginning December 31, 2017 through maturity, when the remaining balance is due. Our credit facility is secured by the assets of Dave & Buster’s, Inc. and is unconditionally guaranteed by Dave & Buster’s Holdings, Inc. and each of its direct and indirect domestic wholly-owned subsidiaries.
As of October 29, 2017, we had letters of credit outstanding of $4,971 and $479,029 of borrowing available under our credit facility. The interest rates per annum applicable to loans, other than swing loans, under our credit facility are currently set based on a defined LIBOR rate plus an applicable margin. Swing loans bear interest at a base rate plus an applicable margin. The loans bear
interest subject to a pricing grid based on a total leveraged ratio, at LIBOR plus a spread ranging from 1.25% to 2.00% for the term loans and the revolving loans. The stated weighted average interest rate on our credit facility at October 29, 2017 was 2.49%. Theyear-to-date weighted average effective interest rate incurred on our borrowings under our credit facility was 3.06%. The weighted average effective rate includes amortization of debt issuance costs, commitment and other fees.
The following table presents a summary of our net cash provided by (used in) operating, investing and financing activities:
Thirty-nine Weeks | Thirty-nine Weeks | |||||||
Ended October 29, 2017 | Ended October 30, 2016 | |||||||
Net cash provided by (used in): | ||||||||
Operating activities | $ | 201,063 | $ | 174,550 | ||||
Investing activities | (147,026 | ) | (130,453 | ) | ||||
Financing activities | (58,862 | ) | (54,868 | ) |
Flow Summary
Netactivities is also subject to changes in working capital. Working capital at any specific point in time is subject to many variables, including seasonality, the timing of cash receipts and payments, and vendor payment terms.
Net cash used in financing activities increased by $3,994 to $58,862 in the thirty-nine weeks ended October 29, 2017 compared to $54,868 in the same period of fiscal 2016. The increase in cash used in financing activities was primarily due to increased repurchases of common stock of $102,624 offset by net borrowings of debt of $51,250 in the thirty-nine weeks ended October 29, 2017 compared to net repayments of $59,625 in the thirty-nine weeks ended October 30, 2016.
We plan on financing future growth through existing cash on hand, future operating cash flows, debt facilities and tenant improvement allowances from landlords. We expect to spend between $231,000 and $236,000 ($195,000 to $200,000 net of tenant improvement allowances) in capital additions during fiscal 2017. The fiscal 2017 additions are expected to include approximately $195,000 to $200,000 ($159,000 to $164,000 net of tenant improvement allowances) for new store construction and operating improvement initiatives, including four store remodels, $16,000$12,000 for game refreshment and $20,000 in$15,000 for maintenance capital. A portion
financing activities primarily reflected approximately $297,000 of share repurchases and approximately $11,000 of cash dividends paid, partially offset by $261,750 of net proceeds from borrowings of debt in the thirty-nine weeks ended November 3, 2019. In the thirty-nine weeks ended November 4, 2018, cash used in financing activities primarily reflected approximately $86,000 of share repurchases and approximately $6,000 of cash dividends paid, partially offset by $17,000 of net proceeds from borrowings.
The following table sets forth
Total | 1 Year | 2-3 Years | 4-5 Years | After 5 Years | ||||||||||||||||
Credit Facility(1) | $ | 316,000 | $ | 15,000 | $ | 30,000 | $ | 271,000 | $ | — | ||||||||||
Interest requirements(2) | 33,969 | 7,920 | 14,406 | 11,643 | — | |||||||||||||||
Operating leases(3) | 1,403,810 | 100,701 | 193,205 | 168,002 | 941,902 | |||||||||||||||
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| |||||||||||
Total | $ | 1,753,779 | $ | 123,621 | $ | 237,611 | $ | 450,645 | $ | 941,902 | ||||||||||
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reported on Form
April 2, 2019.
pronouncements
significant changes in our internal control over financial reporting (as defined in the Exchange ActRulesthirteen weeksthird quarter ended October 29, 2017,November 3, 2019, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.ITEMItem 1.LEGAL PROCEEDINGSLegal Proceedings
April 2, 2019.
Period (1) | Total Number of Shares Repurchased | Average Price Paid per Share | Total Number of Shares Repurchased as Part of Publicly Announced Plan (2) | Approximate Dollar Value of Shares That May Yet Be Repurchased Under the Plan (2) | ||||||||||||
July 31, 2017 – August 27, 2017 | — | $ | — | — | $ | 72,889 | ||||||||||
August 28, 2017 - October 1, 2017 | 75,000 | $ | 50.31 | 75,000 | $ | 169,116 | ||||||||||
October 2, 2017 - October 29, 2017 | 165,342 | $ | 47.95 | 165,342 | $ | 161,188 |
Period (1) | Total Number of Shares Repurchased | Average Price Paid per Share | Total Number of Shares Repurchased as Part of Publicly Announced Plan (2) | Approximate Dollar Value of Shares That May Yet Be Repurchased Under the Plan (3) | ||||||||||||
August 5, 2019 – September 1, 2019 | 2,000,000 | $ | 39.65 | 2,000,000 | $ | 190,683 | ||||||||||
September 2, 2019 – October 6, 2019 | 425,021 | $ | 42.03 | 425,021 | $ | 172,820 | ||||||||||
October 7, 2019 – November 3, 2019 | — | $ | — | — | $ | 172,820 |
(1) | Monthly information is presented by reference to our fiscal periods during the thirteen weeks ended |
(2) | Our Board of Directors approved a share repurchase program, under which the Company may repurchase shares on the open market, through privately negotiated transactions, and through trading plans designed to comply with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. The share repurchase program may be modified, suspended or discontinued at any time. |
(3) | Based on total share repurchase authorization |
DAVE & BUSTER’S ENTERTAINMENT, INC., a Delaware corporation | ||||||
Date: December | By: | /s/ | ||||
Brian A. Jenkins | ||||||
Chief Executive Officer | ||||||
Date: December | By: | /s/ | ||||
Scott J. Bowman | ||||||
Chief Financial Officer |
33