Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Jan. 29, 2023 | Mar. 17, 2023 | Jul. 31, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Jan. 29, 2023 | ||
Current Fiscal Year End Date | --01-29 | ||
Document Transition Report | false | ||
Entity File Number | 001-35664 | ||
Entity Registrant Name | Dave & Buster’s Entertainment, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 35-2382255 | ||
Entity Address, Address Line One | 1221 Beltline Rd | ||
Entity Address, Address Line Two | Suite 500 | ||
Entity Address, City or Town | Coppell | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 75019 | ||
City Area Code | 214 | ||
Local Phone Number | 357-9588 | ||
Security12bTitle | Common Stock $0.01 par value | ||
Trading Symbol | PLAY | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1.8 | ||
Entity Common Stock, Shares Outstanding | 48,412,664 | ||
Documents Incorporated by Reference | Portions of the definitive Proxy Statement for the registrant’s 2023 Annual Meeting of Shareholders have been incorporated by reference into Part III of this Annual Report on Form 10-K. | ||
Entity Central Index Key | 0001525769 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Audit Information
Audit Information | 12 Months Ended |
Jan. 29, 2023 | |
Audit Information [Abstract] | |
Auditor Firm ID | 185 |
Auditor Location | Dallas, Texas |
Auditor Name | KPMG LLP |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jan. 29, 2023 | Jan. 30, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 181,591 | $ 25,910 |
Inventories | 45,421 | 40,319 |
Prepaid expenses | 19,469 | 11,316 |
Income taxes receivable | 25,526 | 64,921 |
Other current assets | 21,700 | 3,105 |
Total current assets | 293,707 | 145,571 |
Property and equipment (net of $1,043,732 and $908,536 accumulated depreciation as of January 29, 2023 and January 30, 2022, respectively) | 1,180,231 | 778,597 |
Operating lease right of use assets, net | 1,333,596 | 1,037,197 |
Deferred tax assets | 526 | 9,961 |
Tradenames | 178,200 | 79,000 |
Goodwill | 744,480 | 272,597 |
Other assets and deferred charges | 30,253 | 22,867 |
Total assets | 3,760,993 | 2,345,790 |
Current liabilities: | ||
Current installments of long-term debt | 8,500 | 0 |
Accounts payable | 84,696 | 62,493 |
Accrued liabilities | 342,892 | 248,493 |
Income taxes payable | 1,949 | 529 |
Total current liabilities | 438,037 | 311,515 |
Deferred income taxes | 66,246 | 12,012 |
Operating lease liabilities | 1,567,794 | 1,277,539 |
Other liabilities | 55,670 | 37,869 |
Long-term debt, net | 1,222,711 | 431,395 |
Commitments and contingencies (Note 12) | ||
Stockholders’ equity: | ||
Common stock, par value $0.01; authorized: 400,000,000 shares; issued: 62,422,441 shares at January 29, 2023 and 61,563,613 shares at January 30, 2022; outstanding: 48,410,234 shares at January 29, 2023 and 48,489,935 shares at January 30, 2022 | 624 | 616 |
Preferred stock, 50,000,000 authorized; none issued | 0 | 0 |
Paid-in capital | 577,481 | 548,776 |
Treasury stock, 14,012,207 and 13,073,678 shares as of January 29, 2023 and January 30, 2022, respectively | (638,976) | (605,435) |
Accumulated other comprehensive loss | (860) | (3,628) |
Retained earnings | 472,266 | 335,131 |
Total stockholders’ equity | 410,535 | 275,460 |
Total liabilities and stockholders’ equity | $ 3,760,993 | $ 2,345,790 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jan. 29, 2023 | Jan. 30, 2022 |
Statement of Financial Position [Abstract] | ||
Property and equipment, accumulated depreciation | $ 1,043,732 | $ 908,536 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares issued (in shares) | 62,422,441 | 61,563,613 |
Common stock, shares outstanding (in shares) | 48,410,234 | 48,489,935 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Treasury stock, common, shares (in shares) | 14,012,207 | 13,073,678 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 29, 2023 | Jan. 30, 2022 | Jan. 31, 2021 | |
Total revenues | $ 1,964,427 | $ 1,304,056 | $ 436,512 |
Total cost of products | 308,864 | 204,971 | 74,905 |
Operating payroll and benefits | 470,729 | 287,263 | 117,475 |
Other store operating expenses | 600,568 | 402,661 | 299,464 |
General and administrative expenses | 137,837 | 75,501 | 47,215 |
Depreciation and amortization expense | 169,302 | 138,329 | 138,789 |
Pre-opening costs | 14,619 | 8,150 | 11,276 |
Total operating costs | 1,701,919 | 1,116,875 | 689,124 |
Operating income (loss) | 262,508 | 187,181 | (252,612) |
Interest expense, net | 87,363 | 53,910 | 36,890 |
Loss on debt extinguishment / refinance | 1,479 | 5,617 | 904 |
Income (loss) before provision (benefit) for income taxes | 173,666 | 127,654 | (290,406) |
Provision (benefit) for income taxes | 36,531 | 19,014 | (83,432) |
Net income (loss) | 137,135 | 108,640 | (206,974) |
Unrealized foreign currency translation gain (loss) | (251) | (28) | 119 |
Unrealized gain (loss) on derivatives, net of tax | 3,019 | 5,485 | (835) |
Total other comprehensive gain (loss) | 2,768 | 5,457 | (716) |
Total comprehensive income (loss) | $ 139,903 | $ 114,097 | $ (207,690) |
Net income (loss) per share: | |||
Net income (loss) per share, basic (in shares) | $ 2.83 | $ 2.26 | $ (4.75) |
Net income (loss) per share, diluted (in shares) | $ 2.79 | $ 2.21 | $ (4.75) |
Weighted average shares used in per share calculations: | |||
Weighted average shares used in per share calculations, basic (in shares) | 48,498,053 | 48,142,090 | 43,549,887 |
Weighted average shares used in per share calculations, diluted (in shares) | 49,176,977 | 49,263,720 | 43,549,887 |
Amusement and Other Revenues | |||
Total revenues | $ 1,286,094 | $ 867,419 | $ 277,011 |
Cost of amusement and other | 115,122 | 85,848 | 29,698 |
Food and Beverage | |||
Total revenues | 678,333 | 436,637 | 159,501 |
Cost of food and beverage | $ 193,742 | $ 119,123 | $ 45,207 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Paid-In Capital | Treasury Stock At Cost | Accumulated Other Comprehensive Income (loss) | Retained Earnings |
Beginning balance (in shares) at Feb. 02, 2020 | 43,386,852 | 12,783,512 | ||||
Beginning balance at Feb. 02, 2020 | $ 169,650 | $ 434 | $ 339,161 | $ (595,041) | $ (8,369) | $ 433,465 |
Net income (loss) | (206,974) | (206,974) | ||||
Unrealized foreign currency translation loss | 119 | 119 | ||||
Unrealized loss on derivatives, net of tax | (835) | (835) | ||||
Share-based compensation | 6,985 | 6,985 | ||||
Issuance of common stock ( in shares) | 17,101,981 | |||||
Issuance of common stock | 185,216 | $ 171 | 185,045 | |||
Repurchase of common stock (in shares) | 58,715 | |||||
Repurchase of common stock | (929) | $ (929) | ||||
Ending balance (in shares) at Jan. 31, 2021 | 60,488,833 | 12,842,227 | ||||
Ending balance at Jan. 31, 2021 | 153,232 | $ 605 | 531,191 | $ (595,970) | (9,085) | 226,491 |
Net income (loss) | 108,640 | 108,640 | ||||
Unrealized foreign currency translation loss | (28) | (28) | ||||
Unrealized loss on derivatives, net of tax | 5,485 | 5,485 | ||||
Share-based compensation | 12,472 | 12,472 | ||||
Issuance of common stock ( in shares) | 1,074,780 | |||||
Issuance of common stock | 5,124 | $ 11 | 5,113 | |||
Repurchase of common stock (in shares) | 231,451 | |||||
Repurchase of common stock | (9,465) | $ (9,465) | ||||
Ending balance (in shares) at Jan. 30, 2022 | 61,563,613 | 13,073,678 | ||||
Ending balance at Jan. 30, 2022 | 275,460 | $ 616 | 548,776 | $ (605,435) | (3,628) | 335,131 |
Net income (loss) | 137,135 | 137,135 | ||||
Unrealized foreign currency translation loss | (251) | (251) | ||||
Unrealized loss on derivatives, net of tax | 3,019 | 3,019 | ||||
Share-based compensation | 19,994 | 19,994 | ||||
Issuance of common stock ( in shares) | 858,828 | |||||
Issuance of common stock | 8,719 | $ 8 | 8,711 | |||
Repurchase of common stock (in shares) | 938,529 | |||||
Repurchase of common stock | (33,541) | $ (33,541) | ||||
Ending balance (in shares) at Jan. 29, 2023 | 62,422,441 | 14,012,207 | ||||
Ending balance at Jan. 29, 2023 | $ 410,535 | $ 624 | $ 577,481 | $ (638,976) | $ (860) | $ 472,266 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 29, 2023 | Jan. 30, 2022 | Jan. 31, 2021 | |
Operating activities: | |||
Net income (loss) | $ 137,135 | $ 108,640 | $ (206,974) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |||
Depreciation and amortization expense | 169,302 | 138,329 | 138,789 |
Non-cash interest expense | 8,456 | 7,547 | 5,974 |
Impairment of long-lived assets | 1,841 | 912 | 12,248 |
Deferred income taxes | 27,630 | (7,795) | (3,365) |
Loss on debt extinguishment / refinance | 1,479 | 5,617 | 904 |
Loss on disposal of fixed assets | 769 | 1,392 | 577 |
Share-based compensation | 19,994 | 12,472 | 6,985 |
Other, net | 4,703 | 4,201 | 2,033 |
Changes in assets and liabilities, net of assets and liabilities acquired: | |||
Inventories | (176) | (16,512) | 10,670 |
Prepaid expenses | (5,523) | 562 | 2,993 |
Income tax receivable | 39,395 | 5,143 | (67,733) |
Other current assets | (9,331) | (1,874) | 2,014 |
Other assets and deferred charges | 259 | (63) | 484 |
Accounts payable | 1,203 | 14,286 | (9,576) |
Accrued liabilities | 42,190 | 20,223 | 56,757 |
Income taxes payable | 782 | 83 | (2,608) |
Other liabilities | 4,360 | (10,035) | 604 |
Net cash provided by (used in) operating activities | 444,468 | 283,128 | (49,224) |
Investing activities: | |||
Capital expenditures | (234,224) | (92,197) | (83,016) |
Acquisition of a business, net of cash acquired | (818,666) | 0 | 0 |
Proceeds from insurance | 0 | 0 | 595 |
Proceeds from sales of property and equipment | 1,297 | 729 | 461 |
Financing activities: | (1,051,593) | (91,468) | (81,960) |
Financing activities: | |||
Proceeds from debt | 821,500 | 83,000 | 732,000 |
Payments of debt | (16,125) | (253,000) | (770,250) |
Debt issuance costs and prepayment premiums | (17,748) | (3,300) | (20,209) |
Net proceeds from the issuance of common stock | 0 | 0 | 182,207 |
Repurchase of common stock under share repurchase program | (25,015) | 0 | 0 |
Repurchases of common stock to satisfy employee withholding tax obligations | (8,525) | (9,465) | (929) |
Dividends paid | 0 | 0 | (4,891) |
Proceeds from the exercise of stock options | 8,719 | 5,124 | 492 |
Net cash provided by (used in) financing activities | 762,806 | (177,641) | 118,420 |
Increase (decrease) in cash and cash equivalents | 155,681 | 14,019 | (12,764) |
Beginning cash and cash equivalents | 25,910 | 11,891 | 24,655 |
Ending cash and cash equivalents | 181,591 | 25,910 | 11,891 |
Supplemental disclosures of cash flow information: | |||
Increase (decrease) for capital expenditures in accounts payable | 882 | 11,807 | (19,383) |
Cash paid (received) for income taxes, net | (30,442) | 21,549 | (9,352) |
Cash paid for interest, net | $ 68,656 | $ 44,545 | $ 17,916 |
Description of the Business and
Description of the Business and Summary of Significant Accounting Policies | 12 Months Ended |
Jan. 29, 2023 | |
Accounting Policies [Abstract] | |
Description of the Business and Summary of Significant Accounting Policies | Description of the Business and Summary of Significant Accounting Policies Description of the business — Dave & Buster’s Entertainment, Inc. (“D&B Entertainment”) is a Delaware corporation formed in June 2010. References to the “Company”, “we”, “us”, and “our” refers to D&B Entertainment, any predecessor companies, and its wholly-owned subsidiaries, Dave & Buster’s Holdings, Inc. (“D&B Holdings”), a holding company which owns 100% of the outstanding common stock of Dave & Buster’s, Inc. (“D&B Inc”), the operating company. The Company, headquartered in Coppell, Texas, is a leading operator of high-volume entertainment and dining venues (“stores”) in North America for adults and families. The Company operates its business as two operating segments based on its major brands, Dave & Buster's and Main Event. The Company has one reportable segment as both brands provide similar products and services to a similar customer base, are managed together by a single management team and share similar economic characteristics. On June 29, 2022 (the “Closing Date”), the Company completed its previously announced acquisition of 100% of the equity interests of Ardent Leisure US Holding Inc. (“Ardent US”), pursuant to that certain Agreement and Plan of Merger (the “Merger Agreement”), dated April 6, 2022, by and among the Company, Ardent US, Delta Bravo Merger Sub, Inc, the Company’s wholly-owned subsidiary formed for the purpose of completing the transactions set forth in the Merger Agreement, for the limited purposes set forth therein, Ardent Leisure Group Limited (“Ardent”), and, for the limited purposes set forth therein, RB ME LP (“RedBird”) and RB ME Blocker, LLC, REB ME Series 2019 Investor Aggregator LP and RedBird Series 2019 GP Co-Invest, LP. Refer to Note 2, Business Combinations , for further discussion of the Main Event Acquisition. During fiscal 2022, we acquired 52 stores as a result of the Main Event Acquisition and opened eight additional stores. During fiscal 2021, we opened five new stores, including one store in Cary, North Carolina that was closed and relocated during the fourth quarter. At January 29, 2023, we owned and operated 204 stores located in 42 states, Puerto Rico and one Canadian province. The Company’s two stores located in the Canadian province of Ontario generated revenues of approximately $24,122, $6,858, and $2,896 in fiscal 2022, 2021 and 2020, respectively. At January 29, 2023, less than 1% of our long-lived assets were located outside of the United States. Principles of consolidation — The accompanying consolidated financial statements include the accounts of D&B Entertainment and its wholly owned subsidiaries and have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). The results of acquired subsidiaries are included in the consolidated financial statements from their dates of acquisition. All intercompany accounts and transactions have been eliminated in consolidation. Fiscal year — The Company’s fiscal year consists of 52 or 53 weeks ending on the Sunday after the Saturday closest to January 30. Fiscal years 2022, 2021 and 2020, which ended on January 29, 2023, January 30, 2022, and January 31, 2021, respectively, each contained 52 weeks. Each quarterly period has 13 weeks, except in a 53-week year when the fourth quarter has 14 weeks. Use of estimates — The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and related disclosure of contingent assets and liabilities at the date of the consolidated financial statements and for the period then ended. Actual results could differ from those estimates. Cash and cash equivalents — We consider transaction settlements in process from credit card companies and all highly-liquid investments with original maturities of three months or less to be cash equivalents. Our cash management system provides for the daily funding of all major bank disbursement accounts as checks are presented for payment. Under this system, outstanding checks in excess of the cash balances at certain banks create book overdrafts. Book overdrafts of $16,673 were presented in “Accounts payable” in the Consolidated Balance Sheet as of January 30, 2022. There were no such overdrafts as of January 29, 2023. Changes in the book overdraft position are presented within “Net cash provided by operating activities” within the Consolidated Statements of Cash Flows. At the end of fiscal 2022 and fiscal 2021, the Company had no restricted cash. Cash and cash equivalents are maintained with multiple financial institutions. Generally, these deposits may be redeemed upon demand and are maintained with financial institutions with reputable credit and therefore bear minimal credit risk. The Company maintains cash and cash equivalent balances that exceed federally insured limits with a number of financial institutions. Inventories — Inventories consist of food, beverages, amusement merchandise and other supplies and are stated at the lower of cost (first-in, first-out method) or net realizable value. We record inventory reserves for obsolete and slow-moving inventory. See Note 3 for a summary of inventory balances. Cloud-based computing arrangements — The Company defers application development stage costs for cloud-based computing arrangements and amortizes those costs over the related license subscription term. The unamortized cost is included in “Prepaid expenses” in the Consolidated Balance Sheets. Long-lived assets — Property and equipment are carried at cost less accumulated depreciation. Depreciation is computed on the straight-line method. Estimated depreciable lives for the categories of property and equipment follows: Estimated Depreciable Lives Building and building improvements (1) 5-40 Leasehold improvements (1) 5-20 Furniture, fixtures and equipment 3-10 Games 3-20 (1) Buildings and building improvements and leasehold improvements related to leased properties are depreciated over the lesser of the lease term, inclusive of reasonably certain renewal periods, or the useful life of the asset. Expenditures that extend the life, increase capacity of or improve the safety or the efficiency of the property and equipment are capitalized, whereas costs incurred to maintain the appearance and functionality of such assets are charged to repair and maintenance expense. Application development stage costs for internally developed software projects are capitalized and amortized as part of furniture, fixtures, and equipment. Interest cost on funds used during the acquisition period of significant capital assets are capitalized as part of the asset and depreciated. Gains and losses related to store property and equipment disposals are recorded in “Other store operating expenses” in the Consolidated Statements of Comprehensive Income (Loss). We assess the potential impairment of our long-lived assets related to each store to be held and used in business, including property and equipment and right-of-use (“ROU”) assets, on an annual basis or whenever events or changes in circumstances indicate that the carrying values of these assets may not be recoverable. In determining the recoverability of the asset value, an analysis is performed at the individual store level, since this is the lowest level of identifiable cash flows and primarily includes an assessment of historical cash flows and other relevant factors and circumstances, including the maturity of the store, changes in the economic environment, unfavorable changes in legal factors or business climate and future operating plans. The more significant inputs used in determining our estimate of the projected undiscounted cash flows included future revenue growth and projected margins as well as the estimate of the remaining useful life of the assets. If the carrying amount is not recoverable, we record an impairment charge equal to the excess of the carrying amount over the fair value, which is estimated based on discounted projected future operating cash flows of the store over the remaining service life using a risk adjusted discount rate that is commensurate with the inherent risk. During fiscal 2022, the Company recorded an impairment charge for its ROU assets of $1,841 related to the abandonment of Main Event's former corporate office lease subsequent to the Main Event Acquisition and prior to the end of the respective lease agreement. During fiscal 2021, the Company recorded an impairment charge for its long-lived assets, including ROU assets, of $912, related to the abandonment of its former corporate office and adjacent warehouse lease prior to the end of the respective lease agreement. During fiscal 2020, the Company recorded an impairment charge for its long-lived assets, including ROU assets, of $6,746, primarily driven by the expected impact of the COVID-19 pandemic on future cash flows of specific stores. The Company also recorded an impairment loss and related contract termination costs of $6,981 related to potential new store projects that were in the early stage of development at that same time. Goodwill and tradenames — Goodwill and tradenames which have an indefinite useful life, are not subject to amortization, and are evaluated for impairment annually or more frequently if an event occurs or circumstances change that would indicate that impairment may exist. We consider our Dave & Buster's and Main Event brands to be both our operating segments and reporting units. Goodwill and tradenames are evaluated at the level of these two operating segments. When evaluating goodwill and tradenames for impairment, the Company first performs a qualitative assessment to determine whether it is more likely than not that its reporting unit or tradenames are impaired. For fiscal years 2022, 2021 and 2020, there was no impairment to our goodwill or tradenames. Other assets and deferred charges, net — Other assets and deferred charges, net consist primarily of intangible assets related to transferable liquor licenses and intellectual property licenses associated with some of our proprietary amusement offerings, and assets related to various deposits, the employee deferred compensation plan, and unamortized debt issuance costs on the revolving portion of our credit facility. The balance of transferable liquor licenses was $6,268 and $5,162 at the end of fiscal 2022 and fiscal 2021, respectively. The costs of purchasing transferable liquor licenses through open markets in jurisdictions with a limited number of authorized liquor licenses are capitalized as indefinite-lived intangible assets and are tested for impairment annually by comparing the estimated fair value of each asset with their carrying amount. The Company capitalizes certain costs incurred in connection with borrowings or establishment of credit facilities, and these costs are amortized as interest expense over the life of the borrowing or life of the related debt facility. Debt issuance costs on the revolving portion of our credit facility were $6,224 and $3,971 at the end of fiscal 2022 and fiscal 2021, respectively, and are recorded in "Other assets and deferred charges" on the Consolidated Balance Sheets. Debt issuance costs on the term loan and senior secured notes are reported as a direct reduction from "Long-term debt, net" on the Consolidated Balance Sheets. Fair value of financial instruments — Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. In determining fair value, the accounting standards establish a three-level hierarchy for inputs used in measuring fair value as follows: Level One inputs are quoted prices available for identical assets or liabilities in active markets; Level Two inputs are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; and Level Three inputs are unobservable and reflect management’s own assumptions. The carrying amounts of cash and cash equivalents, accounts and notes receivable, accounts payable and other current liabilities approximate fair value because of their short-term nature. 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 and third-party valuation specialists. The fair value of the Company’s debt is determined based on traded price data as of the measurement date, which we classify as a Level Two input within the fair value hierarchy. The fair value of the Company's debt was as follows as of the periods indicated: January 29, 2023 January 30, 2022 Revolving credit facility $ — — Term loan 864,484 — Senior secured notes 441,800 456,204 $ 1,306,284 $ 456,204 Interest rate swaps — Effective February 28, 2019, the Company entered into three interest rate swap agreements to manage our exposure to interest rate movements on our variable rate credit facility. The agreements entitle the Company to receive at specified intervals, a variable rate of interest based on one-month LIBOR in exchange for the payment of a fixed rate of interest throughout the life of the agreements. Prior to April 14, 2020, changes in the fair values of the interest rate swaps were recorded as a component of other comprehensive loss until the interest payments being hedged were recorded as interest expense, at which time the amounts in accumulated other comprehensive loss were reclassified as an adjustment to interest expense. Cash flows related to the interest rate swaps were included as a component of interest expense and in operating activities. Effective April 14, 2020, the Company amended its existing credit facility agreement to obtain relief from its financial covenants, and as a result, the variable interest rate terms were modified to create an interest rate floor of 1.00%. Accordingly, and as a result of the then current forward interest rate curve, the Company discontinued the hedging relationship as of April 14, 2020 (de-designation date). Given the continued existence of the hedged interest payments, the Company reclassified its accumulated other comprehensive loss of $17,609 as of the de-designation date into “Interest expense, net” using a straight-line approach over the remaining life of the originally designated hedging relationship. Effective with the de-designation, any gain or loss on the derivatives was recognized in earnings in the period in which the change occurs. During fiscal 2022 and fiscal 2021, a gain of $843 and a loss of $550, respectively, was recognized, which is included in “Other store operating expenses” in the Consolidated Statements of Comprehensive Income (Loss). The following derivative instruments were outstanding as of January 30, 2022 (none were outstanding as of January 29, 2023): Balance Sheet January 30, 2022 Derivatives designated as hedging instruments Interest rate swaps Accrued liabilities $ 3,823 Total derivative liability $ 3,823 The following table presents the activity in accumulated other comprehensive loss resulting from our derivative instruments for the fiscal years ended: January 29, 2023 January 30, 2022 January 31, 2021 Loss recognized in accumulated other comprehensive income $ — $ — $ (7,602) Loss reclassified or amortized into interest expense $ 4,088 $ 7,547 $ 6,453 Income tax effect $ (1,068) $ (2,062) $ 314 Revenue recognition — Food and beverage revenues are recognized when payment is tendered at the point of sale as the performance obligation has been satisfied. Beginning in fiscal 2021, we began to offer our customers delivery services, which are fulfilled by third-party service providers. We recognize revenues at the gross amount, and delivery fees are included in “Other store operating expenses” in the Consolidated Statements of Comprehensive Income (Loss). Amusement revenues are primarily recognized upon utilization of game play credits on gaming cards purchased and used by customers to activate video and redemption games. Redemption games allow customers to earn tickets, which may be redeemed for prizes. We have deferred a portion of amusement revenues for the estimated unfulfilled performance obligations based on an estimated rate of future use by customers of unused game play credits and the material right provided to customers to redeem tickets in the future for prizes. We estimate the amount of deferred revenue based upon credits and tickets remaining on gaming cards, historic game play credit and ticket utilization patterns and estimates of the standalone selling prices of game play credits and the customer material right. The standalone selling price of the customer material right is estimated using an equivalent chip cost plus margin approach. For purposes of recognizing revenue, the total amount collected from each customer is then allocated between the two performance obligations based on the relative standalone selling price of each obligation. Total deferred amusement revenue is included in “Accrued liabilities” in our Consolidated Balance Sheets. During the fiscal year ended January 29, 2023, we recognized revenue of approximately $42,800 related to the amount in deferred amusement revenue as of the end of fiscal 2021. During the fiscal year ended January 30, 2022, we recognized revenue of approximately $49,700 related to the amount in deferred amusement revenue as of the end of fiscal 2020. We sell gift cards, which do not have expiration dates, and we do not deduct non-usage fees from outstanding gift card balances. The Company recognizes revenue from gift cards upon redemption by the customer. For unredeemed gift cards that the Company expects to be entitled to breakage and for which there is not a legal obligation to remit the unredeemed gift card balances to the relevant jurisdictions, the Company recognizes expected breakage as revenue in proportion to the pattern of redemption by the customers. The determination of the gift card breakage is based on the Company’s specific historical redemption patterns. Recognized gift card breakage revenue is included in “Amusements and other revenues” in the Consolidated Statements of Comprehensive Income (Loss). The contract liability related to our gift cards is included in “Accrued liabilities” in our Consolidated Balance Sheets. During the fiscal year ended January 29, 2023, we recognized revenue of approximately $6,300 related to the amount in deferred gift card revenue as of the end of fiscal 2021, of which approximately $2,410 was gift card breakage revenue. During the fiscal year ended January 30, 2022, we recognized revenue of approximately $3,900 related to the amount in deferred gift card revenue as of the end of fiscal 2020, of which approximately $1,390 was gift card breakage revenue. Revenues are reported net of sales-related taxes collected from customers to be remitted to governmental taxing authorities. Sales tax collected is included in “Accrued liabilities” until the taxes are remitted to the appropriate taxing authorities. Historically, certain of our promotional programs include multiple performance obligations that are discounted from the standalone selling prices. We allocate the entire discount to the amusement performance obligation. During fiscal 2021, the Company launched an enhanced loyalty program, wherein eligible customers who enroll in the program generally earn rewards based on the level of chips played. Earned rewards generally expire one to two months after they are issued. We defer revenue associated with the estimated selling prices of rewards earned, net of rewards we do not expect to be redeemed. Advertising costs — Advertising production costs are expensed in the period when the advertising first takes place. Other advertising costs are expensed as incurred. Advertising costs expensed were $57,615, $32,184, and $21,107, in fiscal 2022, 2021 and 2020, respectively. Advertising costs are included in “Other store operating expenses” in the Consolidated Statements of Comprehensive Income (Loss). Leases — Our operating leases consist of facility leases at our stores and our store support center and certain equipment leases that have a term in excess of one year. At contract inception, we determine whether a contract is, or contains, a lease by determining whether it conveys the right to control the use of the identified asset for a period of time. We recognize a lease liability representing the present value of lease payments not yet paid and a corresponding ROU asset as of the lease commencement date. Operating lease ROU assets are initially and subsequently measured throughout the lease term at the carrying amount of the lease liability adjusted for lease incentives, initial direct costs, prepayments or accrued lease payments and impairment of ROU assets, if any. We assess lease classification at commencement and reassess lease classification subsequent to commencement upon a change to the expected lease term or modification of the contract. Generally, the Company’s lease contracts do not provide a readily determinable implicit rate, and therefore, the Company uses an estimated incremental borrowing rate as of the commencement date in determining the present value of lease payments. The Company uses judgment in determining its incremental borrowing rate, which includes selecting a yield curve based on a hypothetical credit rating. Our leases typically have initial terms ranging from ten Tenant incentives used to fund leasehold improvements are recognized when earned and reduce our ROU asset related to the lease. Tenant incentives are amortized through the ROU asset as reductions of expense over the lease term. The balance of leasehold improvement incentive receivables is reflected as a reduction of the current portion of operating lease liabilities. We consider the concentration of credit risk for tenant improvement allowance receivables from landlords to be minimal due to the payment histories and general financial condition of our landlords. Operating leases are included within the “Operating lease right of use assets”, “Accrued liabilities” and “Operating lease liabilities” in the Consolidated Balance Sheets. Operating lease payments are classified as cash flows from operating activities with ROU asset amortization and the change in the lease liability combined within “Other liabilities” in the reconciliation of net income to cash flows provided by operating activities in the Consolidated Statements of Cash Flows. Lease Deferrals — The Company entered into rent relief agreements during fiscal 2020 and fiscal 2021 generally seeking to delay contractual payment terms as a result of the COVID-19 pandemic. In April 2020, the FASB staff released guidance indicating that in response to the COVID-19 pandemic, an entity would not have to analyze each contract to determine whether enforceable rights and obligations for concessions exist in the contract and could elect to apply or not apply the lease modification guidance in ASC Topic 842, Leases to those contracts. The election is available for concessions related to the effects of the COVID-19 pandemic that do not result in a substantial increase in the rights of the lessor or the obligations of the lessee. The Company elected to adopt this practical expedient and accrued the amounts payable under the rent relief agreements. The short term balance of $6,820 and $19,164 as of January 29, 2023, and January 30, 2022, respectively, is included in “Accrued liabilities” in the Consolidated Balance Sheets (see Note 6). The long term balance of $3,831 and $8,434 as of January 29, 2023, and January 30, 2022, respectively, is included in “Other liabilities” in the Consolidated Balance Sheets. Self-insurance programs — The Company utilizes a self-insurance plan for health, general liability and workers’ compensation coverage. To limit our exposure to losses, we maintain stop-loss coverage on our health coverage and excess liability policies on our general liability and workers' compensation coverage through third-party insurers. Losses are accrued based on the Company’s historical claims experience and case losses, assisted by independent third-party actuaries. The estimated cost to settle reported claims and incurred but unreported claims is included in “Accrued liabilities” and “Other liabilities” in the Consolidated Balance Sheets. Pre-opening costs — Pre-opening costs include costs associated with the opening and organizing of new stores, including the cost of pre-opening rent, training, relocation, recruiting and travel costs for team members engaged in such pre-opening activities. All pre-opening costs are expensed as incurred. Income taxes — Deferred tax assets and liabilities are recognized based upon anticipated future tax consequences attributable to differences between the financial statement carrying value of assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using current enacted tax rates expected to apply to taxable income in the years in which we expect the temporary differences to reverse. The effect of a change in tax rates on deferred taxes is recognized in income in the period that includes the enactment date. We routinely evaluate the likelihood of realizing the benefit of our deferred tax assets and may record a valuation allowance if, based on all available evidence, we determine that it is more likely than not that some portion of the tax benefit will not be realized. The calculation of tax liabilities involves judgment and evaluation of uncertainties in the interpretation of federal and state tax regulations. We evaluate our exposures associated with our various tax filing positions and recognize a tax benefit from an uncertain tax position only if it is more likely than not that the position will be sustained on examination by the taxing authorities based on the technical merits of the position. For uncertain tax positions that do not meet this threshold, we have established accruals for taxes that may become payable in future years as a result of audits by tax authorities. Tax accruals are adjusted as events occur that affect the potential liability for taxes such as the expiration of statutes of limitations, conclusion of tax audits, identification of additional exposure based on current calculations, identification of new issues, or the issuance of statutory or administrative guidance or rendering of a court decision affecting a certain issue. Foreign currency — Foreign currency translation adjustments represent the unrealized impact of translating the financial statements of our Canadian stores from their respective functional currency (Canadian dollars) to U.S. dollars and are reported as a component of comprehensive income and recorded in “Accumulated other comprehensive loss” on our Consolidated Balance Sheets. Gains and losses from foreign currency transactions are recognized in “Other store operating expenses” in the Consolidated Statements of Comprehensive Income (Loss). Earnings per share — Basic net income (loss) per share is computed by dividing net income (loss) available to common shareholders by the basic weighted average number of common shares outstanding for the reporting period. Diluted net income (loss) per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. For the calculation of diluted net income (loss) per share, the basic weighted average shares outstanding is increased by the dilutive effect of stock options and restricted share awards. Stock options and restricted share awards with an anti-dilutive effect are not included in the diluted net income (loss) per share calculation. For fiscal 2022, 2021 and fiscal 2020, we excluded approximately 210,000, 170,000, and 1,200,000 anti-dilutive awards from the calculation. Basic weighted average shares outstanding are reconciled to diluted weighted average shares outstanding as follows: January 29, 2023 January 30, 2022 January 31, 2021 Basic weighted average shares outstanding 48,498,053 48,142,090 43,549,887 Weighted average dilutive impact of awards (1) 678,924 1,121,630 — Diluted weighted average shares outstanding 49,176,977 49,263,720 43,549,887 (1) Amounts exclude all potential common and common equivalent shares for fiscal 2020, which had a net loss, as those shares would have been anti-dilutive. Acquisitions — The Company accounts for acquisitions under the acquisition method of accounting, which requires the acquired assets and liabilities, including contingencies, be recorded at fair value determined on the acquisition date and changes thereafter reflected in income. For significant acquisitions, the Company obtains independent third-party valuation studies for certain of the assets acquired and liabilities assumed to assist the Company in determining fair value. The estimation of the fair values of the assets acquired and liabilities assumed involves a number of estimates and assumptions that could differ materially from the actual amounts realized. The Company provides assumptions, including both quantitative and qualitative information, about the specified asset or liability to the third-party valuation firms so they can assist in determining the fair value of assets and liabilities acquired. The Company then records acquired assets and liabilities at their estimated fair value based on the information provided. The third-party valuation firms are supervised by |
Business Combination _ Acquisit
Business Combination — Acquisition of Main Event | 12 Months Ended |
Jan. 29, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combination — Acquisition of Main Event | Business Combination — Acquisition of Main Event On June 29, 2022, the Company acquired Main Event for approximately $832,472 in net cash and contingent consideration. Main Event, which debuted in 1998, is also focused on food, drinks, and amusements, including games, bowling and laser tag, largely for the demographic target of families with young children. The acquisition is expected to put the Company in a strategic position for accelerated, profitable growth in both brands as well as create cost synergies with our Dave & Buster’s brand. The Main Event Acquisition was made at a price above the determined fair value of the acquired identifiable net assets, resulting in goodwill, primarily due to expectations of the synergies that will be realized by combining the businesses and the benefits that will be gained from the assembled workforce. These synergies include the elimination of redundant facilities, functions, and staffing. None of the goodwill recorded from this business combination is expected to be tax deductible. The acquisition has been accounted for using the acquisition method of accounting (see Acquisitions in Note 1) with assets acquired and liabilities assumed recorded at fair value, and the results of Main Event have been included in the accompanying financial statements from June 29, 2022, the date of acquisition. Acquisition transaction costs totaling approximately $12,626 were recorded in general and administrative expenses as incurred. The following summarizes the purchase consideration paid, which consisted of cash consideration of $835,000 (adjusted for cash on hand, payment of certain Ardent US liabilities and other normal closing adjustments), resulting in gross cash consideration paid of $853,219. The final cash consideration was subject to normal post-closing adjustments and was settled in the third quarter of 2022. The preliminary allocation of the purchase price for the Acquisition was based on estimates of the fair value of the net assets acquired and are subject to adjustment for up to one year upon finalization, largely with respect to acquired property and equipment; lease assets and liabilities; deferred taxes; and contingent consideration. Measurements of these items inherently require significant estimates and assumptions considered to be Level Three fair value estimates. The fair values of property and equipment were determined using a cost approach that utilized the Replacement Cost New and Reproduction Cost New methodologies. Key inputs and assumptions include current cost estimates, inflation rates, historical cost, normal useful life, and functional and economic obsolescence. The fair values of the real estate leases were determined using a market approach that utilized the Above-Below Regression methodology. Key inputs and assumptions include mean rental rates (based on metrics such as rent/revenue and operating cash flow/revenue) and discount rate. The fair value of the Main Event tradename was determined using an income approach that utilized the Relief from Royalty methodology. Key inputs and assumptions include the Company’s projected future revenues, earnings before income tax, royalty rates, discount rate, and long-term growth rate. The components of the purchase price and net assets acquired in the Main Event Acquisition are as follows: January 29, 2023 Gross cash consideration $ 853,219 Contingent consideration (1) 13,794 Less: cash acquired (34,541) Total consideration $ 832,472 Assets: Current assets $ 16,820 Property and equipment 338,275 Operating lease right of use assets 293,924 Tradenames 99,200 Other assets and deferred charges 5,841 Less Liabilities: Accounts payable 20,118 Current portion of operating lease liabilities 11,651 Accrued liabilities 41,196 Operating lease liabilities 279,213 Deferred tax liabilities 34,975 Other liabilities 6,273 Net assets acquired, excluding goodwill $ 360,634 Goodwill $ 471,838 (1) The Company has an obligation to pay, in cash, an aggregate amount equal to any “Transaction Tax Benefits,” with respect to any taxable year of the Company after the Closing Date ending on or before December 31, 2028, including the current taxable year. Transaction Tax Benefits are generally defined as any reduction in the Company’s liabilities for U.S. federal and state income taxes due to the use of net operating losses generated prior to the Closing Date. The contingent consideration could range from $0 (if no Transaction Tax Benefits are achieved) to a cap, as defined in the Merger Agreement, of approximately $14,600 (undiscounted) and will be paid to the selling shareholders in cash. The contingent consideration was initially valued based on the present value of the maximum amount provided in the Merger Agreement pending completion of the valuation analysis. Taxes – The preliminary allocation of the purchase price consideration is based on preliminary valuations performed to determine the fair value of the net assets as of the Closing Date. The Company has conducted a preliminary assessment of the valuations and has recognized provisional deferred income tax amounts in its preliminary allocation for the identified assets and liabilities. However, the Company is continuing its procedures to identify information pertaining to these matters during the measurement period. If new information is obtained about facts and circumstances that existed at the Closing Date, the Company will either adjust its measurement of provisional deferred income tax amounts or recognize and measure assets and liabilities not previously identified. Unaudited Pro Forma Information – To reflect the Acquisition as if it had occurred on February 1, 2021, the unaudited pro forma results include adjustments to reflect, among other things, the interest expense from debt financings obtained to partially fund the cash consideration transferred. Pro forma adjustments were tax effected at the Company’s historical statutory rates in effect for the respective periods. The unaudited pro forma amounts are not necessarily indicative of the combined results of operations that would have been realized had the acquisitions and related financings occurred on the aforementioned dates, nor are they meant to be indicative of any anticipated combined results of operations that the Company will experience after the transaction. In addition, the amounts do not include any adjustments for actions that may be taken following the completion of the transaction, such as expected cost savings, operating synergies, or revenue enhancements that may be realized subsequent to the transaction. The following unaudited pro forma information provides the effect of the Main Event Acquisition as if the acquisition had occurred on February 1, 2021: Fiscal Year Ended Fiscal Year Ended Total revenues $ 2,165,040 $ 1,681,605 Net Income $ 88,173 $ 75,744 The historical consolidated financial information of the Company and Main Event has been adjusted in the pro forma information to give effect to pro forma events that are directly attributable to the acquisition and related financing arrangements and are factually supportable. Main Event’s total revenues and net income attributable to the Company for fiscal 2022, subsequent to the acquisition date, were $288,778 and $19,185, respectively, and are included in the consolidated statements of comprehensive income. |
Inventories
Inventories | 12 Months Ended |
Jan. 29, 2023 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following for the years presented: January 29, 2023 January 30, 2022 Operating store—food and beverage $ 10,858 $ 7,281 Operating store—amusement 18,593 12,721 Corporate—amusement, supplies and other 15,970 20,317 $ 45,421 $ 40,319 Amusement inventory includes electronics, plush toys and small novelty and other items used as redemption prizes for certain games, as well as supplies needed for amusement operations. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jan. 29, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consist of the following: January 29, 2023 January 30, 2022 Land $ 26,798 $ 12,302 Buildings and building improvements 49,947 42,312 Leasehold improvements 1,103,000 830,459 Furniture, fixtures and equipment 573,111 459,713 Games 372,665 298,327 Construction in progress 98,442 44,020 Total cost 2,223,963 1,687,133 Accumulated depreciation (1,043,732) (908,536) Property and equipment, net $ 1,180,231 $ 778,597 Depreciation expense totaled $168,852, $138,329, and $138,789 for fiscal 2022, fiscal 2021, and fiscal 2020, respectively |
Goodwill and Tradename Assets
Goodwill and Tradename Assets | 12 Months Ended |
Jan. 29, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Tradename Assets | Goodwill and Tradename Assets The changes in the carrying amount of goodwill and tradename assets during fiscal 2022 and fiscal 2021 are as follows: Goodwill Tradename As of January 31,2021 $ 272,595 $ 79,000 Foreign currency translation 2 — As of January 30,2022 $ 272,597 $ 79,000 Acquisition of Main Event (1) 471,838 99,200 Foreign currency translation 45 — As of January 29,2023 $ 744,480 $ 178,200 (1) See Note 2 for discussion of the Main Event Acquisition. |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Jan. 29, 2023 | |
Accrued Liabilities, Current [Abstract] | |
Accrued Liabilities | Accrued Liabilities Accrued liabilities consist of the following as of the fiscal years ended: January 29, 2023 January 30, 2022 Deferred amusement revenue $ 114,375 $ 92,961 Current portion of operating lease liabilities, net (1) 64,123 45,445 Compensation and benefits 60,607 27,447 Current portion of deferred occupancy costs 6,820 19,164 Deferred gift card revenue 16,362 11,855 Accrued interest 15,802 8,629 Property taxes 13,076 6,450 Current portion of long-term insurance 6,700 5,700 Utilities 7,166 5,262 Sales and use taxes 9,922 4,465 Customer deposits 8,705 3,471 Other 19,234 17,644 Total accrued liabilities $ 342,892 $ 248,493 (1) Leasehold incentive receivables from landlords of $5,967 and $10,064 as of January 29, 2023 and January 30, 2022, respectively, are reflected as a reduction of the current portion of operating lease liabilities. |
Debt
Debt | 12 Months Ended |
Jan. 29, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt Long-term debt consists of the following: January 29, 2023 January 30, 2022 Credit facility—revolver $ — $ — Credit facility—term loan 847,875 — Senior secured notes 440,000 440,000 Total debt outstanding 1,287,875 440,000 Less current installments of long-term debt (8,500) — Less issue discount on term loan (38,846) — Less debt issuance costs (17,818) (8,605) Long-term debt, net $ 1,222,711 $ 431,395 In connection with the closing of the Main Event Acquisition on June 29, 2022, the Company entered into a senior secured credit agreement, which refinanced the $500,000 existing revolving facility, extended the maturity date to June 29, 2027, and added a new term loan facility in the aggregate principal amount of $850,000, with a maturity date of June 29, 2029 (“Credit Facility”). The proceeds of the term loan, net of an original issue discount of $42,500, were used to pay the consideration for the Main Event Acquisition. The revolving credit facility can expire before the stated maturity date if the aggregate outstanding principal amount of the Notes exceeds $100,000 ninety-one days prior to November 1, 2025. A portion of the revolving facility not to exceed $35,000 is available for the issuance of letters of credit. At the end of fiscal 2022, we had letters of credit outstanding of $8,905 and an unused commitment balance of $491,095 under the revolving facility. The Credit Facility may be increased through incremental facilities, by an amount equal to the greater of (i) $400,000 and (ii) 0.75 times trailing twelve-month Adjusted EBITDA, as defined, plus additional amounts subject to compliance with applicable leverage ratio and/or interest coverage ratio requirements. The Credit Facility is unconditionally guaranteed by D&B Holdings and certain of D&B Inc’s existing and future wholly owned material domestic subsidiaries. During fiscal 2020, the Company issued $550,000 aggregate principal amount of 7.625% senior secured notes (the “Notes”). Interest on the Notes is payable in arrears on November 1 and May 1 of each year. The Notes mature on November 1, 2025, unless earlier redeemed, and are subject to the terms and conditions set forth in the related indenture. The Notes were issued by D&B Inc and are unconditionally guaranteed by D&B Holdings and certain of D&B Inc’s existing and future wholly owned material domestic subsidiaries. During fiscal 2021, the Company redeemed a total of $110,000 outstanding principal amount of the Notes, and paid prepayment premiums of $3,300, plus accrued and unpaid interest to the date of redemptions. The early redemptions of the Notes resulted in a loss on extinguishment of approximately $2,300 related to a proportional amount of unamortized issuance costs. Beginning October 27, 2022, the Company may elect to further redeem the Notes, in whole or in part, at certain specified redemption prices, plus accrued and unpaid interest, at the redemption date. The interest rates per annum applicable to SOFR term loans are based on a defined SOFR rate (with a floor of 0.50%) plus an additional credit spread adjustment of 0.10%, plus a margin of 5.00%. The interest rates per annum applicable to SOFR revolving loans are based on the term loan SOFR rate, plus an additional credit spread adjustment of 0.10%, plus an initial margin of 4.75%. Unused commitments under the revolving facility incur initial commitment fees of 0.50%. After the Company’s third quarter of fiscal 2022, the margin for SOFR revolving loans are subject to a pricing grid based on net total leverage, ranging from 4.25% to 4.75%, and commitment fees are subject to a pricing grid based on net total leverage, ranging from 0.30% to 0.50%. For fiscal 2022 and 2021, the Company’s weighted average effective interest rate on our total debt facilities (before capitalized interest amounts) was 9.61% and 10.34%, respectively. During fiscal 2022, the Company recognized a loss of $1,479, related to the write off of unamortized debt issuance costs associated with exiting creditors of the refinanced revolving facility. Future debt obligations — Below is our future debt principal payment obligations as of January 29, 2023 by fiscal year: 2023 $ 8,500 2024 8,500 2025 448,500 2026 8,500 2027 8,500 Thereafter 805,375 Total future payments $ 1,287,875 Interest expense, net — The following table sets forth our recorded interest expense, net for the periods presented: January 29, 2023 January 30, 2022 January 31, 2021 Interest expense on debt $ 77,707 $ 43,463 $ 29,124 Interest associated with swap agreements 4,088 7,547 6,453 Amortization of issuance cost 8,466 4,244 2,184 Interest income (628) — (22) Capitalized interest (2,270) (1,344) (849) Total interest expense, net $ 87,363 $ 53,910 $ 36,890 |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 29, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The effective tax rate for fiscal 2022 was 21.0%, compared to 14.9% for fiscal 2021. The previous year tax provision includes higher excess tax benefits associated with share-based compensation and credits associated with the reversal of certain tax valuation allowances. On March 27, 2020, the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”) was signed into law. Intended to provide economic relief to those impacted by the COVID-19 pandemic, the CARES Act includes provisions, among others, allowing for the carryback of net operating losses generated in fiscal 2018, 2019 and 2020 and technical amendments regarding the expensing of qualified improvement property. The application of the technical amendments made by the CARES Act to qualified improvement property resulted in additional tax net operating losses which were carried back from fiscal 2020 and fiscal 2019 to years with a higher federal corporate income tax rate. During the second quarter of fiscal 2021, the Company filed the fiscal 2020 carryback claims for federal tax refunds of approximately $57,400, of which approximately $33,200 were received during fiscal 2022. Due to government delays in processing these claims, the remainder of these funds are expected to be received in fiscal 2023. The following table sets forth our income tax provision: January 29, 2023 January 30, 2022 January 31, 2021 Current provision: Federal $ 2,366 $ 21,899 $ (78,629) State and local 6,459 4,577 (1,360) Foreign 76 333 (78) Total current provision 8,901 26,809 (80,067) January 29, 2023 January 30, 2022 January 31, 2021 Deferred provision (benefit): Federal 25,010 (2,354) (5,415) State and local 3,142 (5,441) 1,951 Foreign (522) — 99 Total deferred provision (benefit) 27,630 (7,795) (3,365) Provision for income taxes $ 36,531 $ 19,014 $ (83,432) The following table reconciles the effective tax rate to the federal income tax rate: January 29, 2023 January 30, 2022 January 31, 2021 Federal income tax rate 21.0 % 21.0 % 21.0 % State and local income taxes, net of federal benefit 5.7 % 5.0 % 2.7 % Permanent differences 2.9 % 2.0 % (0.2) % Tax credits (5.5) % (4.9) % 0.7 % Share-based compensation (1.3) % (3.6) % (0.2) % Impact of net operating loss carryback — % — % 7.5 % Other (1.8) % (4.6) % (2.8) % Effective tax rate 21.0 % 14.9 % 28.7 % Components of the deferred income tax liability, net consist of the following: January 29, January 30, Deferred tax assets: Deferred revenue $ 18,148 $ 27,577 Operating lease liability 434,877 380,145 Accrued liabilities 9,742 2,961 Workers compensation and general liability insurance 4,911 4,068 Share-based compensation 6,372 7,614 Hedging transactions — 1,044 Net operating loss carryovers 27,241 8,028 Tax credit carryovers 4,623 943 Interest expense carryovers 524 — Indirect benefit of unrecognized tax benefits 418 529 Other 5,274 4,173 Subtotal 512,130 437,082 Less: valuation allowance (3,968) (8,501) Total deferred tax assets $ 508,162 $ 428,581 Deferred tax liabilities: Trademark/tradename $ 43,866 $ 21,583 Property and equipment 179,549 121,516 Operating lease right of use asset 348,490 287,255 Other 1,977 278 Total deferred tax liabilities $ 573,882 $ 430,632 Deferred tax liability, net $ 65,720 $ 2,051 As of January 29, 2023, we had $110,343 of state net operating loss carryforwards, which will begin to expire in 2023, foreign operating loss carryforwards of $3,388, which will begin to expire in 2030, and foreign tax credit carryovers of $973, which will begin to expire in 2028. During fiscal 2022, the decrease in the valuation allowance of $4,533 primarily relates to the use of available net operating loss carryforwards and the release of previously established allowance for certain net operating loss carryforwards due to improved operating performance. During fiscal 2021, the decrease in the valuation allowance of $5,246 primarily relates to the utilization of net operating loss carryovers. A reconciliation of the beginning and ending amount of unrecognized tax benefits follows: January 29, 2023 January 30, 2022 January 31, 2021 Balance at beginning of year $ 3,086 $ 2,564 $ 2,080 Additions for tax positions of prior years — 95 28 Reductions for tax positions of prior years (757) — — Additions for tax positions of current year — 757 660 Lapse of statute of limitations (381) (330) (204) Balance at end of year $ 1,948 $ 3,086 $ 2,564 The January 29, 2023 balance of unrecognized tax benefits includes $1,948, that if recognized, would affect our effective tax rate. At January 29, 2023, and January 30, 2022, we had accrued interest and penalties of $499 and $446, respectively. The Company recorded accrued interest related to the unrecognized tax benefits and penalties as a component of the provision for income taxes recognized in the Consolidated Statements of Comprehensive Income (Loss). In the next twelve months, it is reasonably possible that our unrecognized tax benefits could change due to the resolution of certain tax matters, including payments on those tax matters or due to lapse of the statute of limitations. These resolutions and payments could reduce our unrecognized tax benefits by up to $528. We file consolidated income tax returns with all our domestic subsidiaries, which are periodically audited by various federal, state and foreign jurisdictions. We are generally no longer subject to federal, state, or foreign income tax examinations for years prior to 2014. |
Leases
Leases | 12 Months Ended |
Jan. 29, 2023 | |
Leases [Abstract] | |
Leases | Leases The components of lease expense, including variable lease costs primarily consisting of common area maintenance charges and property taxes, are as follows: January 29, 2023 January 30, 2022 January 31, 2021 Operating lease cost $ 168,184 $ 134,910 $ 132,658 Variable lease cost 38,417 30,122 25,360 Short-term lease cost (1) 2,060 549 457 Total lease cost $ 208,661 $ 165,581 $ 158,475 (1) We have elected the short-term lease recognition exemption for all applicable classes of underlying assets. We have not recorded ROU assets and liabilities for leases with an initial term of 12 months or less that do not include a purchase option that we are reasonably certain to exercise. Operating lease cost, variable lease cost and short-term lease cost related primarily to our facilities is included in “Other store operating expenses” for our operating stores, “Pre-opening costs” for our stores not yet operating, or “General and administrative expenses” for our store support center, in the Consolidated Statements of Comprehensive Income (Loss). Supplemental disclosures of cash flow information related to leases were as follows: January 29, 2023 January 30, 2022 January 31, 2021 Cash paid for operating lease liabilities $ 189,267 $ 157,197 $ 77,292 ROU assets obtained in exchange for new operating lease liabilities (1) $ 376,232 $ 72,559 $ 98,218 Weighted-average remaining lease term—operating leases (in years) 13.6 14.2 14.8 Weighted-average discount rate—operating leases 7.12 % 6.0 % 5.9 % (1) Includes the leases acquired in the business combination discussed at Note 2. Minimum future maturities of operating lease liabilities as of January 29, 2023 were as follows: 2023 $ 178,048 2024 197,636 2025 198,892 2026 200,437 2027 197,109 Thereafter 1,661,463 Total future operating lease liability $ 2,633,585 Less: interest (1,001,668) Present value of operating lease liabilities $ 1,631,917 |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Jan. 29, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Share issuances and repurchases During fiscal 2020, the Company sold 16,743,352 shares of its common stock at an average price of $11.08 per share, for proceeds of $182,207, net of offering costs. On December 6, 2021, our Board of Directors approved a share repurchase program, under which the Company could repurchase shares on the private market, through privately negotiated transactions and through trading plans. During fiscal 2022, the Company purchased 764,988 shares of stock for $25,015 under its share repurchase program. The share repurchase authorization limit of $100,000 expired at the end of fiscal 2022. The Company treats shares withheld for tax purposes on behalf of our employees in connection with the vesting of restricted stock units as common stock repurchases because they reduce the number of shares that would have been issued upon vesting. These withheld shares of common stock were not considered common stock repurchases under the share repurchase plan. During the fiscal year ended 2022, 2021 and 2020, we withheld 173,541, 231,451, and 58,715 shares of common stock to satisfy $8,525, $9,465, and $929 of employees’ tax obligations, respectively. The share activity in fiscal 2021 includes the settlements of $2,517 cash obligations through the issuance of 160,540 shares of common stock. Cash dividends As a result of the impacts to our business arising from the COVID-19 pandemic, dividend payments were indefinitely suspended during fiscal 2021 and fiscal 2022. Share-based compensation The Company maintains an equity incentive plan under which it may grant awards denominated in the Company’s common stock or units of the Company’s common stock, as well as cash variable compensation awards. The Company’s long-term incentive compensation provides awards to executive and management personnel as well as directors. We issue share-based awards under our 2014 Stock Incentive Plan. We may grant stock options or restricted stock units to executive and management personnel as well as members of our Board of Directors. Options granted to employees generally become exercisable ratably over a three-year period from the grant date. Performance-based restricted stock units and market stock units (“MSU’s) awarded to employees generally either vest ratably over three years or fully vest after three years, subject to the achievement of specified performance or market conditions, as applicable. Time-based restricted stock units have various service periods not exceeding five years. Options granted terminate on the ten-year anniversary of the grants. Stock option awards generally provide continued vesting, in the event of termination, for employees that either a) reach age 60 or greater and have at least ten years of service or b) reach age 65 (“retired employees”). Unvested stock options and restricted stock units are generally forfeited by employees who terminate prior to vesting and are prorated for retired employees. Each share granted subject to a stock option award or time-based restricted stock unit award reduces the number of shares available under our stock incentive plans by one share. Each share granted subject to a performance restricted stock unit or market stock unit award reduces the number of shares available under our stock incentive plans by a range of one one share if the target performance or market condition is achieved, up to a maximum of two shares for performance or market condition achieved above target and a minimum of no shares if performance or market condition achieved is below a minimum threshold target. On June 23, 2020, shareholders approved a proposal to amend the 2014 Stock Incentive Plan to increase the number of shares available for awards to 6,100,000 shares. The number of unissued common shares reserved for future grants under the 2014 Stock Incentive Plan is approximately 3,800,000 as of January 29, 2023. The Company satisfies stock option exercises and vesting of restricted stock units with newly issued shares. The grant date fair value of our stock option awards has been determined using the Black-Scholes option valuation model. The Black-Scholes option valuation model uses assumptions of expected volatility, the expected dividend yield of our stock, the expected term of the awards and the risk-free interest rate, as well as an estimated fair value of our common stock. Fair value valuation analyses were prepared by an independent third-party valuation firm, utilizing the market-determined share price. During the second quarter of fiscal 2022, the Company granted certain options, time-based, performance-based, and market-based restricted stock units to the newly appointed chief executive officer. The majority of these grants vest over five years, but the market-based restricted stock units can vest earlier if the targets are achieved prior to that time. As a result, the requisite service period for such grants was determined to be less than the explicit service period. During the third quarter of fiscal 2022, the Company granted certain options, time-based, performance-based, and market-based restricted stock units to its executive officers and other senior executives. The fair value of these grants was approximately $27,500 and the majority of these awards will vest over five years, but the market-based restricted stock units can vest earlier if the targets are achieved prior to that time. As a result, the requisite service period for such grants was determined to be less than the explicit service period. The significant assumptions used in determining the underlying fair value of the options granted in fiscal 2022 were as follows: Volatility Risk-free Interest Rate Expected Term Weighted Average Grant Date Options Granted April 2022 time-based grant 58.3% 2.8% 6.6 $ 31.27 36,844 June 2022 time-based grant 64.8% 3.2% 6.6 $ 22.81 23,631 June 2022 executive grant (1) 64.8% 3.2% 7.3 $ 23.17 128,318 October 2022 time-based grant 67.6% 3.9% 7.3 $ 21.97 129,576 October 2022 investment grant 67.2% 3.9% 7.4 $ 16.32 195,051 Total granted 513,420 (1) Executive inducement grant consisted of 29,612 options under an investment grant and 98,706 under a time-based grant. Transactions related to stock option awards during fiscal 2022 were as follows: Number Weighted Outstanding at January 30, 2022 1,006,933 $ 40.00 Exercised (295,645) 25.88 Granted 513,420 33.63 Forfeited (247,457) 41.12 Outstanding at January 29, 2023 977,251 40.64 Exercisable at January 29, 2023 572,426 $ 45.11 The total intrinsic value of options exercised during fiscal 2022, fiscal 2021, and fiscal 2020 was $5,099, $10,358, and $963, respectively. The unrecognized expense related to our stock option plan totaled approximately $6,370 as of January 29, 2023 and will be expensed over a weighted average of 0.4 years. For options outstanding as of January 29, 2023, the weighted average remaining contractual life was 6.5 years and the aggregate intrinsic value was $4,744. For options exercisable as of January 29, 2023, the weighted average remaining contractual life was 4.4 years and the aggregate intrinsic value was $1,486. Transactions related to restricted stock unit awards during fiscal 2022 were as follows: Shares Weighted Outstanding at January 30, 2022 922,799 $ 24.88 Granted 1,639,505 33.09 Vested (492,527) 22.46 Forfeited (176,666) 43.72 Outstanding at January 29, 2023 1,893,111 $ 31.02 The weighted average grant-date fair values of restricted stock units granted during fiscal 2022, 2021 and 2020 were $33.09, $47.42, and $12.75, respectively. The total fair value of restricted stock units vested during fiscal 2022, 2021, and 2020 was approximately $20,607, $29,260, and $1,518, respectively. The unrecognized expense related to our restricted stock units was approximately $44,255 as of January 29, 2023, which will be expensed over a weighted average of 3.2 years. Compensation expense related to stock options with only service conditions (time-based) is recognized on a straight-line basis over the requisite service period for each separately vesting portion of the award or to the date on which retirement eligibility is achieved, if shorter. Compensation expense for time-based restricted stock units is based on the market price of the shares underlying the awards on the grant date. Compensation expense for performance-based restricted stock units reflects the estimated probability that performance conditions at target or above will be met. Restricted stock units are expensed ratably over the service period. The effect of market conditions is considered in determining the grant date fair value of MSU awards, which is not subsequently revised based on actual performance. Compensation expense related to stock option plans and time-based restricted stock units as follows for the fiscal years presented: 2022 2021 2020 Stock options $ 2,482 $ 431 $ 1,318 Restricted stock units 17,512 12,041 5,667 Total compensation expense (1) $ 19,994 $ 12,472 $ 6,985 |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Jan. 29, 2023 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans We maintain voluntary defined contribution plans, both qualified and non-qualified, covering eligible employees as defined in the plan documents. Participating employees may elect to defer and contribute a portion of their eligible compensation to the plans up to limits stated in the plan documents, not to exceed the dollar amounts set by applicable laws. The Company may match a specified percentage of employee contributions, as approved, up to a maximum of 6% of eligible employee compensation, as defined. As a result of the impacts to our business arising from the COVID-19 pandemic, the Company suspended matching of employee contributions during fiscal 2020 and the first half of fiscal 2021. The Company’s match was $1,832, $714, and $—, for fiscal 2022, 2021, and 2020, respectively, which was expensed as incurred. The non-qualified deferred compensation plan assets are invested through a rabbi trust. Assets in the rabbi trust are invested in certain mutual funds that cover an investment spectrum ranging from equities to money market instruments and are available to satisfy the claims of our creditors in the event of bankruptcy or insolvency. These mutual funds have published market prices and are reported at fair value using quoted prices available on identical assets and liabilities in active markets, representing Level One assets as defined by GAAP. Deferred compensation plan assets of $9,812 and $10,587, as of January 29, 2023 and January 30, 2022, respectively, are included in “Other assets and deferred charges” and the offsetting deferred compensation plan liabilities are included in “Other liabilities” in the accompanying Consolidated Balance Sheets. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jan. 29, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies We are subject to certain legal proceedings and claims that arise in the ordinary course of our business, including claims alleging violations of federal and state law regarding workplace and employment matters, discrimination, slip-and-fall and other customer-related incidents and similar matters. In the opinion of management, based upon consultation with legal counsel, the amount of ultimate liability, with respect to such legal proceedings and claims will not materially affect the consolidated results of our operations or our financial condition. Legal costs related to such claims are expensed as incurred. The Company is a defendant in several lawsuits filed in courts in California alleging violations of California Business and Professions Code, industry wage orders, wage-and-hour laws and rules and regulations pertaining primarily to the failure to pay proper regular and overtime wages, failure to pay for missed meals and rest periods, pay stub violations, failure to pay all wages due at the time of termination and other employment related claims (the “California Cases”). Some of the California Cases purport or may be determined to be class actions or Private Attorneys General Act |
Subsequent Event
Subsequent Event | 12 Months Ended |
Jan. 29, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent EventOn March 27, 2023, 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. The share repurchase program may be modified, suspended, or discontinued at any time. The share repurchase authorization limit is $100,000 and the authorization expires at the end of Fiscal 2023. Future decisions to repurchase shares continue to be at the discretion of the Board of Directors and will be dependent on our operating performance, financial condition, capital expenditure requirements and other factors that the Board of Directors considers relevant. |
Description of the Business a_2
Description of the Business and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jan. 29, 2023 | |
Accounting Policies [Abstract] | |
Principles of consolidation | Principles of consolidation — The accompanying consolidated financial statements include the accounts of D&B Entertainment and its wholly owned subsidiaries and have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). The results of acquired subsidiaries are included in the consolidated financial statements from their dates of acquisition. All intercompany accounts and transactions have been eliminated in consolidation. |
Fiscal year | Fiscal year — The Company’s fiscal year consists of 52 or 53 weeks ending on the Sunday after the Saturday closest to January 30. Fiscal years 2022, 2021 and 2020, which ended on January 29, 2023, January 30, 2022, and January 31, 2021, respectively, each contained 52 weeks. Each quarterly period has 13 weeks, except in a 53-week year when the fourth quarter has 14 weeks. |
Use of estimates | Use of estimates — The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and related disclosure of contingent assets and liabilities at the date of the consolidated financial statements and for the period then ended. Actual results could differ from those estimates. |
Cash and cash equivalents | Cash and cash equivalents — We consider transaction settlements in process from credit card companies and all highly-liquid investments with original maturities of three months or less to be cash equivalents. Our cash management system provides for the daily funding of all major bank disbursement accounts as checks are presented for payment. Under this system, outstanding checks in excess of the cash balances at certain banks create book overdrafts. Book overdrafts of $16,673 were presented in “Accounts payable” in the Consolidated Balance Sheet as of January 30, 2022. There were no such overdrafts as of January 29, 2023. Changes in the book overdraft position are presented within “Net cash provided by operating activities” within the Consolidated Statements of Cash Flows. At the end of fiscal 2022 and fiscal 2021, the Company had no restricted cash. Cash and cash equivalents are maintained with multiple financial institutions. Generally, these deposits may be redeemed upon demand and are maintained with financial institutions with reputable credit and therefore bear minimal |
Inventories | Inventories — Inventories consist of food, beverages, amusement merchandise and other supplies and are stated at the lower of cost (first-in, first-out method) or net realizable value. We record inventory reserves for obsolete and slow-moving inventory. See Note 3 for a summary of inventory balances. |
Cloud-based computing arrangements | Cloud-based computing arrangements — The Company defers application development stage costs for cloud-based computing arrangements and amortizes those costs over the related license subscription term. The unamortized cost is included in “Prepaid expenses” in the Consolidated Balance Sheets. |
Long-lived assets | Long-lived assets — Property and equipment are carried at cost less accumulated depreciation. Depreciation is computed on the straight-line method. Estimated depreciable lives for the categories of property and equipment follows: Estimated Depreciable Lives Building and building improvements (1) 5-40 Leasehold improvements (1) 5-20 Furniture, fixtures and equipment 3-10 Games 3-20 (1) Buildings and building improvements and leasehold improvements related to leased properties are depreciated over the lesser of the lease term, inclusive of reasonably certain renewal periods, or the useful life of the asset. Expenditures that extend the life, increase capacity of or improve the safety or the efficiency of the property and equipment are capitalized, whereas costs incurred to maintain the appearance and functionality of such assets are charged to repair and maintenance expense. Application development stage costs for internally developed software projects are capitalized and amortized as part of furniture, fixtures, and equipment. Interest cost on funds used during the acquisition period of significant capital assets are capitalized as part of the asset and depreciated. Gains and losses related to store property and equipment disposals are recorded in “Other store operating expenses” in the Consolidated Statements of Comprehensive Income (Loss). We assess the potential impairment of our long-lived assets related to each store to be held and used in business, including property and equipment and right-of-use (“ROU”) assets, on an annual basis or whenever events or changes in circumstances indicate that the carrying values of these assets may not be recoverable. In determining the recoverability of the asset value, an analysis is performed at the individual store level, since this is the lowest level of identifiable cash flows and primarily includes an assessment of historical cash flows and other relevant factors and circumstances, including the maturity of the store, changes in the economic environment, unfavorable changes in legal factors or business climate and future operating plans. The more significant inputs used in determining our estimate of the projected undiscounted cash flows included future revenue growth and projected margins as well as the estimate of the remaining useful life of the assets. If the carrying amount is not recoverable, we record an impairment charge equal to the excess of the carrying amount over the fair value, which is estimated based on discounted projected future operating cash flows of the store over the remaining service life using a risk adjusted discount rate that is commensurate with the inherent risk. During fiscal 2022, the Company recorded an impairment charge for its ROU assets of $1,841 related to the abandonment of Main Event's former corporate office lease subsequent to the Main Event Acquisition and prior to the end of the respective lease agreement. During fiscal 2021, the Company recorded an impairment charge for its long-lived assets, including ROU assets, of $912, related to the abandonment of its former corporate office and adjacent warehouse lease prior to the end of the respective lease agreement. During fiscal 2020, the Company recorded an impairment charge for its long-lived assets, including ROU assets, of $6,746, primarily driven by the expected impact of the COVID-19 pandemic on future cash flows of specific stores. The Company also recorded an impairment loss and related contract termination costs of $6,981 related to potential new store projects that were in the early stage of development at that same time. |
Goodwill and tradenames | Goodwill and tradenames — Goodwill and tradenames which have an indefinite useful life, are not subject to amortization, and are evaluated for impairment annually or more frequently if an event occurs or circumstances change that would indicate that impairment may exist. We consider our Dave & Buster's and Main Event brands to be both our operating segments and reporting units. Goodwill and tradenames are evaluated at the level of these two operating segments. |
Other assets and deferred charges, net | Other assets and deferred charges, net — Other assets and deferred charges, net consist primarily of intangible assets related to transferable liquor licenses and intellectual property licenses associated with some of our proprietary amusement offerings, and assets related to various deposits, the employee deferred compensation plan, and unamortized debt issuance costs on the revolving portion of our credit facility. The balance of transferable liquor licenses was $6,268 and $5,162 at the end of fiscal 2022 and fiscal 2021, respectively. The costs of purchasing transferable liquor licenses through open markets in jurisdictions with a limited number of authorized liquor licenses are capitalized as indefinite-lived intangible assets and are tested for impairment annually by comparing the estimated fair value of each asset with their carrying amount. |
Fair value of financial instruments | Fair value of financial instruments — Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. In determining fair value, the accounting standards establish a three-level hierarchy for inputs used in measuring fair value as follows: Level One inputs are quoted prices available for identical assets or liabilities in active markets; Level Two inputs are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; and Level Three inputs are unobservable and reflect management’s own assumptions. The carrying amounts of cash and cash equivalents, accounts and notes receivable, accounts payable and other current liabilities approximate fair value because of their short-term nature. 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 and third-party valuation specialists. |
Interest rate swap | Interest rate swaps — Effective February 28, 2019, the Company entered into three interest rate swap agreements to manage our exposure to interest rate movements on our variable rate credit facility. The agreements entitle the Company to receive at specified intervals, a variable rate of interest based on one-month LIBOR in exchange for the payment of a fixed rate of interest throughout the life of the agreements. Prior to April 14, 2020, changes in the fair values of the interest rate swaps were recorded as a component of other comprehensive loss until the interest payments being hedged were recorded as interest expense, at which time the amounts in accumulated other comprehensive loss were reclassified as an adjustment to interest expense. Cash flows related to the interest rate swaps were included as a component of interest expense and in operating activities. Effective April 14, 2020, the Company amended its existing credit facility agreement to obtain relief from its financial covenants, and as a result, the variable interest rate terms were modified to create an interest rate floor of 1.00%. Accordingly, and as a result of the then current forward interest rate curve, the Company discontinued the hedging relationship as of April 14, 2020 (de-designation date). Given the continued existence of the hedged interest payments, the Company reclassified its accumulated other comprehensive loss of $17,609 as of the de-designation date into “Interest expense, net” using a straight-line approach over the remaining life of the originally designated hedging relationship. Effective with the de-designation, any gain or loss on the derivatives was recognized in earnings in the period in which the |
Revenue recognition | Revenue recognition — Food and beverage revenues are recognized when payment is tendered at the point of sale as the performance obligation has been satisfied. Beginning in fiscal 2021, we began to offer our customers delivery services, which are fulfilled by third-party service providers. We recognize revenues at the gross amount, and delivery fees are included in “Other store operating expenses” in the Consolidated Statements of Comprehensive Income (Loss). Amusement revenues are primarily recognized upon utilization of game play credits on gaming cards purchased and used by customers to activate video and redemption games. Redemption games allow customers to earn tickets, which may be redeemed for prizes. We have deferred a portion of amusement revenues for the estimated unfulfilled performance obligations based on an estimated rate of future use by customers of unused game play credits and the material right provided to customers to redeem tickets in the future for prizes. We estimate the amount of deferred revenue based upon credits and tickets remaining on gaming cards, historic game play credit and ticket utilization patterns and estimates of the standalone selling prices of game play credits and the customer material right. The standalone selling price of the customer material right is estimated using an equivalent chip cost plus margin approach. For purposes of recognizing revenue, the total amount collected from each customer is then allocated between the two performance obligations based on the relative standalone selling price of each obligation. Total deferred amusement revenue is included in “Accrued liabilities” in our Consolidated Balance Sheets. During the fiscal year ended January 29, 2023, we recognized revenue of approximately $42,800 related to the amount in deferred amusement revenue as of the end of fiscal 2021. During the fiscal year ended January 30, 2022, we recognized revenue of approximately $49,700 related to the amount in deferred amusement revenue as of the end of fiscal 2020. We sell gift cards, which do not have expiration dates, and we do not deduct non-usage fees from outstanding gift card balances. The Company recognizes revenue from gift cards upon redemption by the customer. For unredeemed gift cards that the Company expects to be entitled to breakage and for which there is not a legal obligation to remit the unredeemed gift card balances to the relevant jurisdictions, the Company recognizes expected breakage as revenue in proportion to the pattern of redemption by the customers. The determination of the gift card breakage is based on the Company’s specific historical redemption patterns. Recognized gift card breakage revenue is included in “Amusements and other revenues” in the Consolidated Statements of Comprehensive Income (Loss). The contract liability related to our gift cards is included in “Accrued liabilities” in our Consolidated Balance Sheets. During the fiscal year ended January 29, 2023, we recognized revenue of approximately $6,300 related to the amount in deferred gift card revenue as of the end of fiscal 2021, of which approximately $2,410 was gift card breakage revenue. During the fiscal year ended January 30, 2022, we recognized revenue of approximately $3,900 related to the amount in deferred gift card revenue as of the end of fiscal 2020, of which approximately $1,390 was gift card breakage revenue. Revenues are reported net of sales-related taxes collected from customers to be remitted to governmental taxing authorities. Sales tax collected is included in “Accrued liabilities” until the taxes are remitted to the appropriate taxing authorities. Historically, certain of our promotional programs include multiple performance obligations that are discounted from the standalone selling prices. We allocate the entire discount to the amusement performance obligation. |
Advertising costs | Advertising costs — Advertising production costs are expensed in the period when the advertising first takes place. Other advertising costs are expensed as incurred. Advertising costs expensed were $57,615, $32,184, and $21,107, in fiscal 2022, 2021 and 2020, respectively. Advertising costs are included in “Other store operating expenses” in the Consolidated Statements of Comprehensive Income (Loss). |
Leases | Leases — Our operating leases consist of facility leases at our stores and our store support center and certain equipment leases that have a term in excess of one year. At contract inception, we determine whether a contract is, or contains, a lease by determining whether it conveys the right to control the use of the identified asset for a period of time. We recognize a lease liability representing the present value of lease payments not yet paid and a corresponding ROU asset as of the lease commencement date. Operating lease ROU assets are initially and subsequently measured throughout the lease term at the carrying amount of the lease liability adjusted for lease incentives, initial direct costs, prepayments or accrued lease payments and impairment of ROU assets, if any. We assess lease classification at commencement and reassess lease classification subsequent to commencement upon a change to the expected lease term or modification of the contract. Generally, the Company’s lease contracts do not provide a readily determinable implicit rate, and therefore, the Company uses an estimated incremental borrowing rate as of the commencement date in determining the present value of lease payments. The Company uses judgment in determining its incremental borrowing rate, which includes selecting a yield curve based on a hypothetical credit rating. Our leases typically have initial terms ranging from ten Tenant incentives used to fund leasehold improvements are recognized when earned and reduce our ROU asset related to the lease. Tenant incentives are amortized through the ROU asset as reductions of expense over the lease term. The balance of leasehold improvement incentive receivables is reflected as a reduction of the current portion of operating lease liabilities. We consider the concentration of credit risk for tenant improvement allowance receivables from landlords to be minimal due to the payment histories and general financial condition of our landlords. Operating leases are included within the “Operating lease right of use assets”, “Accrued liabilities” and “Operating lease liabilities” in the Consolidated Balance Sheets. Operating lease payments are classified as cash flows from operating activities with ROU asset amortization and the change in the lease liability combined within “Other liabilities” in the reconciliation of net income to cash flows provided by operating activities in the Consolidated Statements of Cash Flows. Lease Deferrals — The Company entered into rent relief agreements during fiscal 2020 and fiscal 2021 generally seeking to delay contractual payment terms as a result of the COVID-19 pandemic. In April 2020, the FASB staff released guidance indicating that in response to the COVID-19 pandemic, an entity would not have to analyze each contract to determine whether enforceable rights and obligations for concessions exist in the contract and could elect to apply or not apply the lease modification guidance in ASC Topic 842, Leases to those contracts. The election is available for concessions related to the effects of the COVID-19 pandemic that do not result in a substantial increase in the rights of the lessor or the obligations of the lessee. The Company elected to adopt this practical expedient and accrued the amounts payable under the rent relief agreements. The short term balance of $6,820 and $19,164 as of January 29, 2023, and January 30, 2022, respectively, is included in “Accrued liabilities” in the Consolidated Balance Sheets (see Note 6). The long term balance of $3,831 and $8,434 as of January 29, 2023, and January 30, 2022, respectively, is included in “Other liabilities” in the Consolidated Balance Sheets. |
Self-insurance programs | Self-insurance programs — The Company utilizes a self-insurance plan for health, general liability and workers’ compensation coverage. To limit our exposure to losses, we maintain stop-loss coverage on our health coverage and excess liability policies on our general liability and workers' compensation coverage through third-party insurers. Losses are |
Pre-opening costs | Pre-opening costs — Pre-opening costs include costs associated with the opening and organizing of new stores, including the cost of pre-opening rent, training, relocation, recruiting and travel costs for team members engaged in such pre-opening activities. All pre-opening costs are expensed as incurred. |
Income taxes | Income taxes — Deferred tax assets and liabilities are recognized based upon anticipated future tax consequences attributable to differences between the financial statement carrying value of assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using current enacted tax rates expected to apply to taxable income in the years in which we expect the temporary differences to reverse. The effect of a change in tax rates on deferred taxes is recognized in income in the period that includes the enactment date. We routinely evaluate the likelihood of realizing the benefit of our deferred tax assets and may record a valuation allowance if, based on all available evidence, we determine that it is more likely than not that some portion of the tax benefit will not be realized. |
Foreign currency | Foreign currency — Foreign currency translation adjustments represent the unrealized impact of translating the financial statements of our Canadian stores from their respective functional currency (Canadian dollars) to U.S. dollars and are reported as a component of comprehensive income and recorded in “Accumulated other comprehensive loss” on our Consolidated Balance Sheets. Gains and losses from foreign currency transactions are recognized in “Other store operating expenses” in the Consolidated Statements of Comprehensive Income (Loss). |
Earnings per share | Earnings per share — Basic net income (loss) per share is computed by dividing net income (loss) available to common shareholders by the basic weighted average number of common shares outstanding for the reporting period. Diluted net income (loss) per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. For the calculation of diluted net income (loss) per share, the basic weighted average shares outstanding is increased by the dilutive effect of stock options and restricted share awards. Stock options and restricted share awards with an anti-dilutive effect are not included in the diluted net income (loss) per share calculation. For fiscal 2022, 2021 and fiscal 2020, we excluded approximately 210,000, 170,000, and 1,200,000 anti-dilutive awards from the calculation. Basic weighted average shares outstanding are reconciled to diluted weighted average shares outstanding as follows: January 29, 2023 January 30, 2022 January 31, 2021 Basic weighted average shares outstanding 48,498,053 48,142,090 43,549,887 Weighted average dilutive impact of awards (1) 678,924 1,121,630 — Diluted weighted average shares outstanding 49,176,977 49,263,720 43,549,887 (1) Amounts exclude all potential common and common equivalent shares for fiscal 2020, which had a net loss, as those shares would have been anti-dilutive. |
Acquisitions | Acquisitions — The Company accounts for acquisitions under the acquisition method of accounting, which requires the acquired assets and liabilities, including contingencies, be recorded at fair value determined on the acquisition date and changes thereafter reflected in income. For significant acquisitions, the Company obtains independent third-party valuation studies for certain of the assets acquired and liabilities assumed to assist the Company in determining fair value. The estimation of the fair values of the assets acquired and liabilities assumed involves a number of estimates and assumptions that could differ materially from the actual amounts realized. The Company provides assumptions, including both quantitative and qualitative information, about the specified asset or liability to the third-party valuation firms so they can assist in determining the fair value of assets and liabilities acquired. The Company then records acquired assets and liabilities at their estimated fair value based on the information provided. The third-party valuation firms are supervised by |
Recently accounting pronouncements | Recent accounting pronouncements — The Company reviewed the accounting pronouncements that were issued and/or that became effective for our fiscal year 2022. We determined that either they were not applicable, or they would not have a material impact on the consolidated financial statements. |
Description of the Business a_3
Description of the Business and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jan. 29, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Estimated Depreciable Lives for Property and Equipment | Estimated depreciable lives for the categories of property and equipment follows: Estimated Depreciable Lives Building and building improvements (1) 5-40 Leasehold improvements (1) 5-20 Furniture, fixtures and equipment 3-10 Games 3-20 (1) Buildings and building improvements and leasehold improvements related to leased properties are depreciated over the lesser of the lease term, inclusive of reasonably certain renewal periods, or the useful life of the asset. |
Schedule of Fair Value of Debt | The fair value of the Company's debt was as follows as of the periods indicated: January 29, 2023 January 30, 2022 Revolving credit facility $ — — Term loan 864,484 — Senior secured notes 441,800 456,204 $ 1,306,284 $ 456,204 |
Summary of Derivative Instruments Outstanding | The following derivative instruments were outstanding as of January 30, 2022 (none were outstanding as of January 29, 2023): Balance Sheet January 30, 2022 Derivatives designated as hedging instruments Interest rate swaps Accrued liabilities $ 3,823 Total derivative liability $ 3,823 |
Summary of Accumulated Other Comprehensive Loss Resulting From Derivative Instruments | The following table presents the activity in accumulated other comprehensive loss resulting from our derivative instruments for the fiscal years ended: January 29, 2023 January 30, 2022 January 31, 2021 Loss recognized in accumulated other comprehensive income $ — $ — $ (7,602) Loss reclassified or amortized into interest expense $ 4,088 $ 7,547 $ 6,453 Income tax effect $ (1,068) $ (2,062) $ 314 |
Summary of Basic Weighted Average Shares Outstanding Reconciled to Diluted Weighted Average Shares Outstanding | Basic weighted average shares outstanding are reconciled to diluted weighted average shares outstanding as follows: January 29, 2023 January 30, 2022 January 31, 2021 Basic weighted average shares outstanding 48,498,053 48,142,090 43,549,887 Weighted average dilutive impact of awards (1) 678,924 1,121,630 — Diluted weighted average shares outstanding 49,176,977 49,263,720 43,549,887 (1) Amounts exclude all potential common and common equivalent shares for fiscal 2020, which had a net loss, as those shares would have been anti-dilutive. |
Business Combination _ Acquis_2
Business Combination — Acquisition of Main Event (Tables) | 12 Months Ended |
Jan. 29, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Summary of Purchase Price and Net Assets Acquired in the Acquisition | The components of the purchase price and net assets acquired in the Main Event Acquisition are as follows: January 29, 2023 Gross cash consideration $ 853,219 Contingent consideration (1) 13,794 Less: cash acquired (34,541) Total consideration $ 832,472 Assets: Current assets $ 16,820 Property and equipment 338,275 Operating lease right of use assets 293,924 Tradenames 99,200 Other assets and deferred charges 5,841 Less Liabilities: Accounts payable 20,118 Current portion of operating lease liabilities 11,651 Accrued liabilities 41,196 Operating lease liabilities 279,213 Deferred tax liabilities 34,975 Other liabilities 6,273 Net assets acquired, excluding goodwill $ 360,634 Goodwill $ 471,838 (1) The Company has an obligation to pay, in cash, an aggregate amount equal to any “Transaction Tax Benefits,” with respect to any taxable year of the Company after the Closing Date ending on or before December 31, 2028, including the current taxable year. Transaction Tax Benefits are generally defined as any reduction in the Company’s liabilities for U.S. federal and state income taxes due to the use of net operating losses generated prior to the Closing Date. The contingent consideration could range from $0 (if no Transaction Tax Benefits are achieved) to a cap, as defined in the Merger Agreement, of approximately $14,600 (undiscounted) and will be paid to the selling shareholders in cash. The contingent consideration was initially valued based on the present value of the maximum amount provided in the Merger Agreement pending completion of the valuation analysis. |
Summary of Unaudited Pro Forma Information Provides the Effect of the Main Event Acquisition | The following unaudited pro forma information provides the effect of the Main Event Acquisition as if the acquisition had occurred on February 1, 2021: Fiscal Year Ended Fiscal Year Ended Total revenues $ 2,165,040 $ 1,681,605 Net Income $ 88,173 $ 75,744 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Jan. 29, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consisted of the following for the years presented: January 29, 2023 January 30, 2022 Operating store—food and beverage $ 10,858 $ 7,281 Operating store—amusement 18,593 12,721 Corporate—amusement, supplies and other 15,970 20,317 $ 45,421 $ 40,319 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Jan. 29, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consist of the following: January 29, 2023 January 30, 2022 Land $ 26,798 $ 12,302 Buildings and building improvements 49,947 42,312 Leasehold improvements 1,103,000 830,459 Furniture, fixtures and equipment 573,111 459,713 Games 372,665 298,327 Construction in progress 98,442 44,020 Total cost 2,223,963 1,687,133 Accumulated depreciation (1,043,732) (908,536) Property and equipment, net $ 1,180,231 $ 778,597 |
Goodwill and Tradename Assets (
Goodwill and Tradename Assets (Tables) | 12 Months Ended |
Jan. 29, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill and Intangible Assets, Net | The changes in the carrying amount of goodwill and tradename assets during fiscal 2022 and fiscal 2021 are as follows: Goodwill Tradename As of January 31,2021 $ 272,595 $ 79,000 Foreign currency translation 2 — As of January 30,2022 $ 272,597 $ 79,000 Acquisition of Main Event (1) 471,838 99,200 Foreign currency translation 45 — As of January 29,2023 $ 744,480 $ 178,200 (1) See Note 2 for discussion of the Main Event Acquisition. |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Jan. 29, 2023 | |
Accrued Liabilities, Current [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consist of the following as of the fiscal years ended: January 29, 2023 January 30, 2022 Deferred amusement revenue $ 114,375 $ 92,961 Current portion of operating lease liabilities, net (1) 64,123 45,445 Compensation and benefits 60,607 27,447 Current portion of deferred occupancy costs 6,820 19,164 Deferred gift card revenue 16,362 11,855 Accrued interest 15,802 8,629 Property taxes 13,076 6,450 Current portion of long-term insurance 6,700 5,700 Utilities 7,166 5,262 Sales and use taxes 9,922 4,465 Customer deposits 8,705 3,471 Other 19,234 17,644 Total accrued liabilities $ 342,892 $ 248,493 (1) Leasehold incentive receivables from landlords of $5,967 and $10,064 as of January 29, 2023 and January 30, 2022, respectively, are reflected as a reduction of the current portion of operating lease liabilities. |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Jan. 29, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | Long-term debt consists of the following: January 29, 2023 January 30, 2022 Credit facility—revolver $ — $ — Credit facility—term loan 847,875 — Senior secured notes 440,000 440,000 Total debt outstanding 1,287,875 440,000 Less current installments of long-term debt (8,500) — Less issue discount on term loan (38,846) — Less debt issuance costs (17,818) (8,605) Long-term debt, net $ 1,222,711 $ 431,395 |
Schedule of Future Debt Payment Obligation | Future debt obligations — Below is our future debt principal payment obligations as of January 29, 2023 by fiscal year: 2023 $ 8,500 2024 8,500 2025 448,500 2026 8,500 2027 8,500 Thereafter 805,375 Total future payments $ 1,287,875 |
Summary of Recorded Interest Expense | Interest expense, net — The following table sets forth our recorded interest expense, net for the periods presented: January 29, 2023 January 30, 2022 January 31, 2021 Interest expense on debt $ 77,707 $ 43,463 $ 29,124 Interest associated with swap agreements 4,088 7,547 6,453 Amortization of issuance cost 8,466 4,244 2,184 Interest income (628) — (22) Capitalized interest (2,270) (1,344) (849) Total interest expense, net $ 87,363 $ 53,910 $ 36,890 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 29, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Provision | The following table sets forth our income tax provision: January 29, 2023 January 30, 2022 January 31, 2021 Current provision: Federal $ 2,366 $ 21,899 $ (78,629) State and local 6,459 4,577 (1,360) Foreign 76 333 (78) Total current provision 8,901 26,809 (80,067) January 29, 2023 January 30, 2022 January 31, 2021 Deferred provision (benefit): Federal 25,010 (2,354) (5,415) State and local 3,142 (5,441) 1,951 Foreign (522) — 99 Total deferred provision (benefit) 27,630 (7,795) (3,365) Provision for income taxes $ 36,531 $ 19,014 $ (83,432) |
Summary of Reconciliation of Effective Tax Rate To The Federal Income Tax Rate | The following table reconciles the effective tax rate to the federal income tax rate: January 29, 2023 January 30, 2022 January 31, 2021 Federal income tax rate 21.0 % 21.0 % 21.0 % State and local income taxes, net of federal benefit 5.7 % 5.0 % 2.7 % Permanent differences 2.9 % 2.0 % (0.2) % Tax credits (5.5) % (4.9) % 0.7 % Share-based compensation (1.3) % (3.6) % (0.2) % Impact of net operating loss carryback — % — % 7.5 % Other (1.8) % (4.6) % (2.8) % Effective tax rate 21.0 % 14.9 % 28.7 % |
Summary of Components of Deferred Income Tax Liability | Components of the deferred income tax liability, net consist of the following: January 29, January 30, Deferred tax assets: Deferred revenue $ 18,148 $ 27,577 Operating lease liability 434,877 380,145 Accrued liabilities 9,742 2,961 Workers compensation and general liability insurance 4,911 4,068 Share-based compensation 6,372 7,614 Hedging transactions — 1,044 Net operating loss carryovers 27,241 8,028 Tax credit carryovers 4,623 943 Interest expense carryovers 524 — Indirect benefit of unrecognized tax benefits 418 529 Other 5,274 4,173 Subtotal 512,130 437,082 Less: valuation allowance (3,968) (8,501) Total deferred tax assets $ 508,162 $ 428,581 Deferred tax liabilities: Trademark/tradename $ 43,866 $ 21,583 Property and equipment 179,549 121,516 Operating lease right of use asset 348,490 287,255 Other 1,977 278 Total deferred tax liabilities $ 573,882 $ 430,632 Deferred tax liability, net $ 65,720 $ 2,051 |
Summary of Changes in Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits follows: January 29, 2023 January 30, 2022 January 31, 2021 Balance at beginning of year $ 3,086 $ 2,564 $ 2,080 Additions for tax positions of prior years — 95 28 Reductions for tax positions of prior years (757) — — Additions for tax positions of current year — 757 660 Lapse of statute of limitations (381) (330) (204) Balance at end of year $ 1,948 $ 3,086 $ 2,564 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jan. 29, 2023 | |
Leases [Abstract] | |
Schedule of Lease Expense | The components of lease expense, including variable lease costs primarily consisting of common area maintenance charges and property taxes, are as follows: January 29, 2023 January 30, 2022 January 31, 2021 Operating lease cost $ 168,184 $ 134,910 $ 132,658 Variable lease cost 38,417 30,122 25,360 Short-term lease cost (1) 2,060 549 457 Total lease cost $ 208,661 $ 165,581 $ 158,475 |
Summary of Other Information Related to Leases | Supplemental disclosures of cash flow information related to leases were as follows: January 29, 2023 January 30, 2022 January 31, 2021 Cash paid for operating lease liabilities $ 189,267 $ 157,197 $ 77,292 ROU assets obtained in exchange for new operating lease liabilities (1) $ 376,232 $ 72,559 $ 98,218 Weighted-average remaining lease term—operating leases (in years) 13.6 14.2 14.8 Weighted-average discount rate—operating leases 7.12 % 6.0 % 5.9 % (1) Includes the leases acquired in the business combination discussed at Note 2. |
Schedule of Disclosure of Minimum Future Maturities of Operating Lease Liabilities | Minimum future maturities of operating lease liabilities as of January 29, 2023 were as follows: 2023 $ 178,048 2024 197,636 2025 198,892 2026 200,437 2027 197,109 Thereafter 1,661,463 Total future operating lease liability $ 2,633,585 Less: interest (1,001,668) Present value of operating lease liabilities $ 1,631,917 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Jan. 29, 2023 | |
Equity [Abstract] | |
Summary of Significant Assumptions Used in Determining Underlying Fair Value of Weighted-Average Options Granted | The significant assumptions used in determining the underlying fair value of the options granted in fiscal 2022 were as follows: Volatility Risk-free Interest Rate Expected Term Weighted Average Grant Date Options Granted April 2022 time-based grant 58.3% 2.8% 6.6 $ 31.27 36,844 June 2022 time-based grant 64.8% 3.2% 6.6 $ 22.81 23,631 June 2022 executive grant (1) 64.8% 3.2% 7.3 $ 23.17 128,318 October 2022 time-based grant 67.6% 3.9% 7.3 $ 21.97 129,576 October 2022 investment grant 67.2% 3.9% 7.4 $ 16.32 195,051 Total granted 513,420 (1) Executive inducement grant consisted of 29,612 options under an investment grant and 98,706 under a time-based grant. |
Summary of Transactions Related to Stock Options Awards | Transactions related to stock option awards during fiscal 2022 were as follows: Number Weighted Outstanding at January 30, 2022 1,006,933 $ 40.00 Exercised (295,645) 25.88 Granted 513,420 33.63 Forfeited (247,457) 41.12 Outstanding at January 29, 2023 977,251 40.64 Exercisable at January 29, 2023 572,426 $ 45.11 |
Summary of Transactions Related to Restricted Stock Units | Transactions related to restricted stock unit awards during fiscal 2022 were as follows: Shares Weighted Outstanding at January 30, 2022 922,799 $ 24.88 Granted 1,639,505 33.09 Vested (492,527) 22.46 Forfeited (176,666) 43.72 Outstanding at January 29, 2023 1,893,111 $ 31.02 |
Schedule of Stock Options Roll Forward | Compensation expense related to stock option plans and time-based restricted stock units as follows for the fiscal years presented: 2022 2021 2020 Stock options $ 2,482 $ 431 $ 1,318 Restricted stock units 17,512 12,041 5,667 Total compensation expense (1) $ 19,994 $ 12,472 $ 6,985 |
Description of the Business a_4
Description of the Business and Summary of Significant Accounting Policies - Additional Information (Details) $ in Thousands | 12 Months Ended | ||||
Apr. 14, 2020 USD ($) | Jan. 29, 2023 USD ($) store Segment state shares | Jan. 30, 2022 USD ($) store shares | Jan. 31, 2021 USD ($) shares | Jun. 29, 2022 | |
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||
Number of operating segment | Segment | 2 | ||||
Number of reportable segment | Segment | 1 | ||||
Number of stores acquired | store | 52 | ||||
Number of stored opened | store | 8 | 5 | |||
Number of stores | store | 204 | ||||
Number of states store operates | state | 42 | ||||
Stores generated revenues | $ 1,964,427 | $ 1,304,056 | $ 436,512 | ||
Book overdrafts reclassified to accounts payable | 16,673 | ||||
Impairment of long lived assets | 1,841 | 912 | 6,746 | ||
Impairment loss and contract termination costs | $ 6,981 | ||||
Balance of transferable liquor licenses | 6,268 | 5,162 | |||
Debt issuance costs | 6,224 | 3,971 | |||
Period of expiry of earned rewards | one to two | ||||
Advertising costs expensed | $ 57,615 | 32,184 | $ 21,107 | ||
Extension period | 5-year | ||||
Current portion of deferred occupancy costs | $ 6,820 | 19,164 | |||
Deferred occupancy costs | $ 3,831 | $ 8,434 | |||
Weighted average anti-dilutive options excluded from calculation of common equivalent shares (in shares) | shares | 210,000 | 170,000 | 1,200,000 | ||
Ardent | |||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||
Percentage of voting interests acquired | 100% | ||||
Minimum | |||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||
Lease term | 10 years | ||||
Maximum | |||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||
Lease term | 20 years | ||||
Interest Rate Swap | |||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||
Interest payments reclassified to interest expense | $ 17,609 | ||||
Gain (loss) on derivatives | $ 843 | $ (550) | |||
Dave And Busters Holdings Inc | |||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||
Percentage of outstanding common stock owned | 100% | ||||
Canada | |||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||
Number of Canadian province | store | 1 | ||||
Stores generated revenues | $ 24,122 | $ 6,858 | $ 2,896 | ||
Long-lived assets | 1% | ||||
NORTH CAROLINA | |||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||
Number of stored opened | store | 1 | ||||
Amusement Revenue | Other Comprehensive Income (Loss) | |||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||
Deferred amusement revenue | $ 42,800 | $ 49,700 | |||
Gift Card Revenue | |||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | |||||
Deferred amusement revenue | 6,300 | 3,900 | |||
Gift card breakage revenue | $ 2,410 | $ 1,390 |
Description of the Business a_5
Description of the Business and Summary of Significant Accounting Policies - Estimated Useful Lives of Assets (Details) | 12 Months Ended |
Jan. 29, 2023 | |
Building and building improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated Depreciable Lives (In Years) | 5 years |
Building and building improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated Depreciable Lives (In Years) | 40 years |
Leasehold improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated Depreciable Lives (In Years) | 5 years |
Leasehold improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated Depreciable Lives (In Years) | 20 years |
Furniture, fixtures and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated Depreciable Lives (In Years) | 3 years |
Furniture, fixtures and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated Depreciable Lives (In Years) | 10 years |
Games | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated Depreciable Lives (In Years) | 3 years |
Games | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated Depreciable Lives (In Years) | 20 years |
Description of the Business a_6
Description of the Business and Summary of Significant Accounting Policies - Fair Value of Debt (Details) - USD ($) $ in Thousands | Jan. 29, 2023 | Jan. 30, 2022 |
Debt Instrument [Line Items] | ||
Debt, fair value | $ 1,306,284 | $ 456,204 |
Revolving credit facility | ||
Debt Instrument [Line Items] | ||
Debt, fair value | 0 | 0 |
Credit facility—term loan | ||
Debt Instrument [Line Items] | ||
Debt, fair value | 864,484 | 0 |
Senior secured notes | ||
Debt Instrument [Line Items] | ||
Debt, fair value | $ 441,800 | $ 456,204 |
Description of the Business a_7
Description of the Business and Summary of Significant Accounting Policies - Derivative Instruments Outstanding (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 29, 2023 | Jan. 30, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Derivative Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued liabilities | |
Current portion of derivatives | $ 3,823 | |
Derivative Liability Statement Of Financial Position Extensible Enumeration Not Disclosed Flag | Total derivative liability | |
Total derivative liability | $ 3,823 |
Description of the Business a_8
Description of the Business and Summary of Significant Accounting Policies - Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 29, 2023 | Jan. 30, 2022 | Jan. 31, 2021 | |
Accounting Policies [Abstract] | |||
Loss recognized in accumulated other comprehensive income | $ 0 | $ 0 | $ (7,602) |
Loss reclassified or amortized into interest expense | 4,088 | 7,547 | 6,453 |
Income tax effect | $ (1,068) | $ (2,062) | $ 314 |
Description of the Business a_9
Description of the Business and Summary of Significant Accounting Policies - Summary of Calculation of Basic and Diluted Earnings Per Share (Details) - shares | 12 Months Ended | ||
Jan. 29, 2023 | Jan. 30, 2022 | Jan. 31, 2021 | |
Earnings Per Share [Abstract] | |||
Basic weighted average shares outstanding (in shares) | 48,498,053 | 48,142,090 | 43,549,887 |
Weighted average dilutive impact of awards (in shares) | 678,924 | 1,121,630 | 0 |
Diluted weighted average shares outstanding (in shares) | 49,176,977 | 49,263,720 | 43,549,887 |
Business Combination _ Acquis_3
Business Combination — Acquisition of Main Event - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 29, 2022 | Jan. 29, 2023 | |
Business combination transaction costs | $ 12,626 | |
Payments to acquire business gross before adjustments | 835,000 | |
Business combination revenue | $ 288,778 | |
Business combination net income | 19,185 | |
Main Event | ||
Business combination aggregate consideration | $ 832,472 | 832,472 |
Gross cash consideration | $ 853,219 |
Business Combinations - Summary
Business Combinations - Summary of Purchase Price and Net Assets Acquired in the Acquisition (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jun. 29, 2022 | Jan. 29, 2023 | Jan. 30, 2022 | Jan. 31, 2021 | |
Less Liabilities: | ||||
Goodwill | $ 744,480 | $ 272,597 | $ 272,595 | |
Main Event | ||||
Business Acquisition [Line Items] | ||||
Gross cash consideration | 853,219 | |||
Contingent consideration | 13,794 | |||
Less: cash acquired | (34,541) | |||
Total consideration | $ 832,472 | 832,472 | ||
Assets: | ||||
Current assets | 16,820 | |||
Property and equipment | 338,275 | |||
Operating lease right of use assets | 293,924 | |||
Tradenames | 99,200 | |||
Other assets and deferred charges | 5,841 | |||
Less Liabilities: | ||||
Accounts payable | 20,118 | |||
Current portion of operating lease liabilities | 11,651 | |||
Accrued liabilities | 41,196 | |||
Operating lease liabilities | 279,213 | |||
Deferred tax liabilities | 34,975 | |||
Other liabilities | 6,273 | |||
Net assets acquired, excluding goodwill | 360,634 | |||
Goodwill | $ 471,838 | |||
Contingent consideration arrangements, range of outcomes, value, low | 0 | |||
Contingent consideration condition no transaction tax benefits | 0 | |||
Contingent consideration arrangements, range of outcomes, value, high | $ 14,600 |
Business Combination _ Acquis_4
Business Combination — Acquisition of Main Event - Summary of Unaudited Pro Forma Information Provides the Effect of the Acquisition of Main Event (Details) - Main Event - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 29, 2023 | Jan. 30, 2022 | |
Business Acquisition Proforma Information [Line Items] | ||
Total revenues | $ 2,165,040 | $ 1,681,605 |
Net Income | $ 88,173 | $ 75,744 |
Inventories - Inventories (Deta
Inventories - Inventories (Details) - USD ($) $ in Thousands | Jan. 29, 2023 | Jan. 30, 2022 |
Inventory [Line Items] | ||
Inventory | $ 45,421 | $ 40,319 |
Operating store—food and beverage | ||
Inventory [Line Items] | ||
Inventory | 10,858 | 7,281 |
Operating store—amusement | ||
Inventory [Line Items] | ||
Inventory | 18,593 | 12,721 |
Corporate—amusement, supplies and other | ||
Inventory [Line Items] | ||
Inventory | $ 15,970 | $ 20,317 |
Property and Equipment - Proper
Property and Equipment - Property and Equipment (Details) - USD ($) $ in Thousands | Jan. 29, 2023 | Jan. 30, 2022 |
Property, Plant and Equipment [Line Items] | ||
Total cost | $ 2,223,963 | $ 1,687,133 |
Accumulated depreciation | (1,043,732) | (908,536) |
Property and equipment, net | 1,180,231 | 778,597 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | 26,798 | 12,302 |
Buildings and building improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | 49,947 | 42,312 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | 1,103,000 | 830,459 |
Furniture, fixtures and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | 573,111 | 459,713 |
Games | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | 372,665 | 298,327 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | $ 98,442 | $ 44,020 |
Property and Equipment Capitali
Property and Equipment Capitalized and Depreciated - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 30, 2022 | Jan. 31, 2021 | Feb. 02, 2020 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $ 168,852 | $ 138,329 | $ 138,789 |
Goodwill and Tradename Assets -
Goodwill and Tradename Assets - Schedule of Goodwill and Tradenames (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 29, 2023 | Jan. 30, 2022 | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 272,597 | $ 272,595 |
Foreign currency translation | 45 | 2 |
Acquisition of Main Event | 471,838 | |
Ending Balance | 744,480 | 272,597 |
Intangible Assets [Roll Forward] | ||
Beginning balance | 79,000 | 79,000 |
Acquisition | 99,200 | |
Ending balance | $ 178,200 | $ 79,000 |
Accrued Liabilities - Accrued L
Accrued Liabilities - Accrued Liabilities (Details) - USD ($) $ in Thousands | Jan. 29, 2023 | Jan. 30, 2022 |
Accrued Liabilities, Current [Abstract] | ||
Deferred amusement revenue | $ 114,375 | $ 92,961 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Total accrued liabilities | Total accrued liabilities |
Current portion of operating lease liabilities, net | $ 64,123 | $ 45,445 |
Compensation and benefits | 60,607 | 27,447 |
Current portion of deferred occupancy costs | 6,820 | 19,164 |
Deferred gift card revenue | 16,362 | 11,855 |
Accrued interest | 15,802 | 8,629 |
Property taxes | 13,076 | 6,450 |
Current portion of long-term insurance | 6,700 | 5,700 |
Utilities | 7,166 | 5,262 |
Sales and use taxes | 9,922 | 4,465 |
Customer deposits | 8,705 | 3,471 |
Other | 19,234 | 17,644 |
Total accrued liabilities | 342,892 | 248,493 |
Receivables for tenant improvement allowances | $ 5,967 | $ 10,064 |
Debt - Additional Information (
Debt - Additional Information (Details) $ in Thousands | 12 Months Ended | ||||
Jun. 29, 2022 USD ($) | Jan. 29, 2023 USD ($) | Jan. 30, 2022 USD ($) | Jan. 31, 2021 USD ($) | Oct. 27, 2020 USD ($) | |
Debt Instrument [Line Items] | |||||
Interest rate on debt facility | 9.61% | 10.34% | |||
Debt instrument floor rate | 0.50% | ||||
Credit spread adjustment | 0.0010 | ||||
Loss on debt extinguishment / refinance | $ 1,479 | $ 5,617 | $ 904 | ||
Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Letter of credit facility outstanding | 8,905 | ||||
Borrowing available | 491,095 | ||||
Credit Facility | Increase Of Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Amount to increase revolving credit facility | $ 400,000 | ||||
EBITDA multiplier to increase revolving credit facility 2 | 0.75 | ||||
Term Loan Facility | |||||
Debt Instrument [Line Items] | |||||
Senior secured credit facility | $ 850,000 | ||||
Original issue discount | 42,500 | ||||
Debt instrument interest rate | 5% | ||||
Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Write off of deferred debt issuance cost | $ 2,300 | ||||
Revolving credit facility | |||||
Debt Instrument [Line Items] | |||||
Revolving credit facility, maximum borrowing capacity | 500,000 | ||||
Maximum amount outstanding during period | 35,000 | ||||
Revolving credit facility | Minimum | |||||
Debt Instrument [Line Items] | |||||
Debt instrument interest rate | 4.25% | ||||
Commitment fee percentage | 0.30% | ||||
Revolving credit facility | Maximum | |||||
Debt Instrument [Line Items] | |||||
Debt instrument interest rate | 4.75% | ||||
Commitment fee percentage | 0.50% | ||||
Revolving credit facility | Initial Rate | |||||
Debt Instrument [Line Items] | |||||
Debt instrument interest rate | 4.75% | ||||
Commitment fee percentage | 0.50% | ||||
Revolving credit facility | Springing Maturity Date | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, gross | $ 100,000 | ||||
Date of outstanding debt prior to maturity date | 91 days | ||||
Senior secured notes | Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Senior secured credit facility | $ 550,000 | ||||
Interest rate on debt facility | 7.625% | ||||
Repayment of senior secured notes | $ 110,000 | ||||
Payment for debt extinguishment or debt prepayment cost | $ 3,300 |
Debt - Long-Term Debt (Details)
Debt - Long-Term Debt (Details) - USD ($) $ in Thousands | Jan. 29, 2023 | Jan. 30, 2022 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 1,287,875 | $ 440,000 |
Less current installments of long-term debt | (8,500) | 0 |
Less issue discount on term loan | (38,846) | 0 |
Less debt issuance costs | (17,818) | (8,605) |
Long-term debt, net | 1,222,711 | 431,395 |
Credit facility—revolver | ||
Debt Instrument [Line Items] | ||
Credit facility | 0 | 0 |
Term Loan Faciity [Member] | ||
Debt Instrument [Line Items] | ||
Credit facility | 847,875 | 0 |
Senior secured notes | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 440,000 | $ 440,000 |
Debt - Future Debt Payment Obli
Debt - Future Debt Payment Obligation (Details) - USD ($) $ in Thousands | Jan. 29, 2023 | Jan. 30, 2022 |
Debt Disclosure [Abstract] | ||
2023 | $ 8,500 | |
2024 | 8,500 | |
2025 | 448,500 | |
2026 | 8,500 | |
2027 | 8,500 | |
Thereafter | 805,375 | |
Total future payments | $ 1,287,875 | $ 440,000 |
Debt - Recorded Interest Expens
Debt - Recorded Interest Expense, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 29, 2023 | Jan. 30, 2022 | Jan. 31, 2021 | |
Debt Disclosure [Abstract] | |||
Interest expense on debt | $ 77,707 | $ 43,463 | $ 29,124 |
Interest associated with swap agreements | 4,088 | 7,547 | 6,453 |
Amortization of issuance cost | 8,466 | 4,244 | 2,184 |
Interest income | (628) | 0 | (22) |
Capitalized interest | (2,270) | (1,344) | (849) |
Total interest expense, net | $ 87,363 | $ 53,910 | $ 36,890 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Aug. 01, 2021 | Jan. 29, 2023 | Jan. 30, 2022 | Jan. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate | 21% | 14.90% | 28.70% | |
Income tax receivable related to C A R E S Act | $ 57,400 | |||
Proceeds from income tax refunds | $ 33,200 | |||
Net operating loss carryforwards | $ 110,343 | |||
Foreign operating loss carryforwards | 3,388 | |||
Foreign tax credit carryovers | 973 | |||
Increase in Valuation Allowance | 4,533 | $ 5,246 | ||
Total unrecognized tax benefits that, if recognized, would affect our effective tax rate | 1,948 | |||
Accrued interest on unrecognized tax benefits | 499 | 446 | ||
Reduction in unrecognized tax benefits | 528 | |||
Excess tax expense (benefit) | $ (3,128) | $ (6,994) | $ 437 |
Income Taxes - Provision (Benef
Income Taxes - Provision (Benefit) for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 29, 2023 | Jan. 30, 2022 | Jan. 31, 2021 | |
Current provision: | |||
Federal | $ 2,366 | $ 21,899 | $ (78,629) |
State and local | 6,459 | 4,577 | (1,360) |
Foreign | 76 | 333 | (78) |
Total current provision | 8,901 | 26,809 | (80,067) |
Deferred provision (benefit): | |||
Federal | 25,010 | (2,354) | (5,415) |
State and local | 3,142 | (5,441) | 1,951 |
Foreign | (522) | 0 | 99 |
Total deferred provision (benefit) | 27,630 | (7,795) | (3,365) |
Provision for income taxes | $ 36,531 | $ 19,014 | $ (83,432) |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Effective Tax Rate To The Federal Income Tax Rate (Details) | 12 Months Ended | ||
Jan. 29, 2023 | Jan. 30, 2022 | Jan. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Federal income tax rate | 21% | 21% | 21% |
State and local income taxes, net of federal benefit | 5.70% | 5% | 2.70% |
Permanent differences | 2.90% | 2% | (0.20%) |
Tax credits | (5.50%) | (4.90%) | 0.70% |
Share-based compensation | (1.30%) | (3.60%) | (0.20%) |
Impact of net operating loss carryback | 0% | 0% | 7.50% |
Other | (1.80%) | (4.60%) | (2.80%) |
Effective tax rate | 21% | 14.90% | 28.70% |
Income Taxes - Components of De
Income Taxes - Components of Deferred Income Tax Liability (Details) - USD ($) $ in Thousands | Jan. 29, 2023 | Jan. 30, 2022 |
Deferred tax assets: | ||
Deferred revenue | $ 18,148 | $ 27,577 |
Operating lease liability | 434,877 | 380,145 |
Accrued liabilities | 9,742 | 2,961 |
Workers compensation and general liability insurance | 4,911 | 4,068 |
Share-based compensation | 6,372 | 7,614 |
Hedging transactions | 0 | 1,044 |
Net operating loss carryovers | 27,241 | 8,028 |
Tax credit carryovers | 4,623 | 943 |
Interest expense carryovers | 524 | 0 |
Indirect benefit of unrecognized tax benefits | 418 | 529 |
Other | 5,274 | 4,173 |
Subtotal | 512,130 | 437,082 |
Less: valuation allowance | (3,968) | (8,501) |
Total deferred tax assets | 508,162 | 428,581 |
Deferred tax liabilities: | ||
Trademark/tradename | 43,866 | 21,583 |
Property and equipment | 179,549 | 121,516 |
Operating lease right of use asset | 348,490 | 287,255 |
Other | 1,977 | 278 |
Total deferred tax liabilities | 573,882 | 430,632 |
Deferred tax liability, net | $ 65,720 | $ 2,051 |
Income Taxes - Change in Unreco
Income Taxes - Change in Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 29, 2023 | Jan. 30, 2022 | Jan. 31, 2021 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at beginning of year | $ 3,086 | $ 2,564 | $ 2,080 |
Additions for tax positions of prior years | 0 | 95 | 28 |
Reductions for tax positions of prior years | (757) | 0 | 0 |
Additions for tax positions of current year | 0 | 757 | 660 |
Lapse of statute of limitations | (381) | (330) | (204) |
Balance at end of year | $ 1,948 | $ 3,086 | $ 2,564 |
Leases - Lease Expense (Details
Leases - Lease Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 29, 2023 | Jan. 30, 2022 | Jan. 31, 2021 | |
Leases [Abstract] | |||
Operating lease cost | $ 168,184 | $ 134,910 | $ 132,658 |
Variable lease cost | 38,417 | 30,122 | 25,360 |
Short-term lease cost | 2,060 | 549 | 457 |
Total lease cost | $ 208,661 | $ 165,581 | $ 158,475 |
Leases - Supplemental Disclosur
Leases - Supplemental Disclosures of Cash Flow Information Related to Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 29, 2023 | Jan. 30, 2022 | Jan. 31, 2021 | |
Leases [Abstract] | |||
Cash paid for operating lease liabilities | $ 189,267 | $ 157,197 | $ 77,292 |
ROU assets obtained in exchange for new operating lease liabilities | $ 376,232 | $ 72,559 | $ 98,218 |
Weighted-average remaining lease term—operating leases (in years) | 13 years 7 months 6 days | 14 years 2 months 12 days | 14 years 9 months 18 days |
Weighted-average discount rate—operating leases | 7.12% | 6% | 5.90% |
Leases - Maturities of Our Oper
Leases - Maturities of Our Operating Lease Liabilities (Details) $ in Thousands | Jan. 29, 2023 USD ($) |
Leases [Abstract] | |
44955 | $ 178,048 |
2024 | 197,636 |
2025 | 198,892 |
2026 | 200,437 |
2027 | 197,109 |
Thereafter | 1,661,463 |
Total future operating lease liability | 2,633,585 |
Less: interest | (1,001,668) |
Present value of operating lease liabilities | $ 1,631,917 |
Leases - Additional Information
Leases - Additional Information (Details) $ in Thousands | Jan. 29, 2023 USD ($) |
Leases [Abstract] | |
Future minimum rent operating leases not yet commenced | $ 293,938 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Dec. 06, 2021 | Oct. 30, 2022 | Jul. 31, 2022 | Jan. 29, 2023 | Jan. 30, 2022 | Jan. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Sale of common stock (in shares) | 16,743,352 | |||||
Sale of Stock, Price Per Share | $ 11.08 | |||||
Net proceeds from the issuance of common stock | $ 0 | $ 0 | $ 182,207 | |||
Purchased shares of stock | 764,988 | |||||
Payments for repurchase of common stock | $ 25,015 | $ 0 | $ 0 | |||
Stock repurchase authorized amount | $ 100,000 | |||||
Stock repurchase expiration year | fiscal 2022 | |||||
Withholding shares of common stock | 173,541 | 231,451 | 58,715 | |||
Employees tax obligations | $ 8,525 | $ 9,465 | $ 929 | |||
Grants receivable | $ 27,500 | |||||
Expected Term (in years) | 5 years | 5 years | ||||
2014 Stock Incentive Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Excess stock shares permitted to issue | 6,100,000 | |||||
Number of shares of common stock available for issuance | 3,800,000 | |||||
Settlement Of Cash Obligation | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Cash obligation | $ 2,517 | |||||
Stock issued during period, shares, issued for services | 160,540 | |||||
Stock Options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 3 years | |||||
Recipient age to expense award on grant date | 60 days | |||||
Expiration period of options | 10 years | |||||
Recipient age to expense award on grant date | 65 years | |||||
Total intrinsic value of stock options exercised | $ 5,099 | $ 10,358 | $ 963 | |||
Unrecognized expense related to stock option plan | $ 6,370 | |||||
Unrecognized compensation expense, weighted average years | 4 months 24 days | |||||
Weighted average remaining contractual life, options outstanding | 6 years 6 months | |||||
Aggregate intrinsic value, options outstanding | $ 4,744 | |||||
Weighted average remaining contractual life, options exercisable | 4 years 4 months 24 days | |||||
Aggregate intrinsic value, options outstanding, options exercisable | $ 1,486 | |||||
Restricted Stock Units (RSU's) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 5 years | |||||
Unrecognized compensation expense, weighted average years | 3 years 2 months 12 days | |||||
Granted (in dollars per share) | $ 33.09 | $ 47.42 | $ 12.75 | |||
Shares vested, value | $ 20,607 | $ 29,260 | $ 1,518 | |||
Unrecognized expense related to unvested restricted stock and RSUs | $ 44,255 | |||||
Performance Based RSU and MSU | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Reduction in shares granted subject to above target performance | 2 | |||||
Reduction in available shares granted subject to target performance | 1 | |||||
Reduction in shares granted subject to below target performance | 0 |
Stockholders' Equity - Signific
Stockholders' Equity - Significant Assumptions Used in Determining Underlying Fair Value of Weighted-Average Options Granted (Details) - $ / shares | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Oct. 31, 2022 | Jun. 30, 2022 | Apr. 30, 2022 | Oct. 30, 2022 | Jul. 31, 2022 | Jan. 29, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Expected Term (in years) | 5 years | 5 years | ||||
Options granted (in shares) | 513,420 | |||||
2014 Stock Incentive Plan | Time Based Grant | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Volatility | 67.60% | 64.80% | 58.30% | |||
Risk-free Interest Rate | 3.90% | 3.20% | 2.80% | |||
Expected Term (in years) | 7 years 3 months 18 days | 6 years 7 months 6 days | 6 years 7 months 6 days | |||
Weighted average grant date fair value (in dollars per share) | $ 21.97 | $ 22.81 | $ 31.27 | |||
Options granted (in shares) | 129,576 | 23,631 | 36,844 | |||
2014 Stock Incentive Plan | Executive Grant | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Volatility | 64.80% | |||||
Risk-free Interest Rate | 3.20% | |||||
Expected Term (in years) | 7 years 3 months 18 days | |||||
Weighted average grant date fair value (in dollars per share) | $ 23.17 | |||||
Options granted (in shares) | 128,318 | |||||
2014 Stock Incentive Plan | Investment Grant | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Volatility | 67.20% | |||||
Risk-free Interest Rate | 3.90% | |||||
Expected Term (in years) | 7 years 4 months 24 days | |||||
Weighted average grant date fair value (in dollars per share) | $ 16.32 | |||||
Options granted (in shares) | 195,051 | 29,612 | ||||
2014 Stock Incentive Plan | June Time-Based Grant | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options granted (in shares) | 98,706 |
Stockholders' Equity - Transact
Stockholders' Equity - Transactions Related to Stock Option Awards (Details) - 2014 Stock Incentive Plan | 12 Months Ended |
Jan. 29, 2023 $ / shares shares | |
Number of Options | |
Options outstanding at January 30, 2022 (in shares) | shares | 1,006,933 |
Exercised (in shares) | shares | (295,645) |
Granted (in shares) | shares | 513,420 |
Forfeited (in shares) | shares | (247,457) |
Options outstanding at January 29, 2023 (in shares) | shares | 977,251 |
Options exercisable at January 29, 2023 (in shares) | shares | 572,426 |
Weighted Average Exercise Price | |
Options outstanding at February 2, 2020 (in dollars per share) | $ / shares | $ 40 |
Exercised (in dollars per share) | $ / shares | 25.88 |
Granted (in dollars per share) | $ / shares | 33.63 |
Forfeited (in dollars per share) | $ / shares | 41.12 |
Options outstanding at January 31, 2021 (in dollars per share) | $ / shares | 40.64 |
Options exercisable at January 31, 2021 (in dollars per share) | $ / shares | $ 45.11 |
Stockholders' Equity - Transa_2
Stockholders' Equity - Transactions Related to Time-based and Performance-based RSU's and Restricted Stock (Details) - Restricted Stock Unit Awards | 12 Months Ended |
Jan. 29, 2023 $ / shares shares | |
Shares | |
Outstanding at January 30, 2022 (in shares) | shares | 922,799 |
Granted (in shares) | shares | 1,639,505 |
Vested (in shares) | shares | (492,527) |
Forfeited (in shares) | shares | (176,666) |
Outstanding at January 29, 2023 (in shares) | shares | 1,893,111 |
Weighted Avg Grant Date Fair Value | |
Outstanding at January 30, 2022 (in dollars per share) | $ / shares | $ 24.88 |
Granted (in dollars per share) | $ / shares | 33.09 |
Vested (in dollars per share) | $ / shares | 22.46 |
Forfeited (in dollars per share) | $ / shares | 43.72 |
Outstanding at January 29, 2023 (in dollars per share) | $ / shares | $ 31.02 |
Stockholders' Equity - Compensa
Stockholders' Equity - Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 29, 2023 | Jan. 30, 2022 | Jan. 31, 2021 | |
Equity [Abstract] | |||
Stock options | $ 2,482 | $ 431 | $ 1,318 |
Restricted stock units | 17,512 | 12,041 | 5,667 |
Share-based compensation | $ 19,994 | $ 12,472 | $ 6,985 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 29, 2023 | Jan. 30, 2022 | Jan. 31, 2021 | |
Postemployment Benefits [Abstract] | |||
Maximum eligibility of employee compensation | 6% | ||
Deferred compensation expense | $ 1,832 | $ 714 | $ 0 |
Deferred compensation plan assets | $ 9,812 | $ 10,587 |
Subsequent Event (Details)
Subsequent Event (Details) - USD ($) | Mar. 27, 2023 | Dec. 06, 2021 |
Subsequent Event [Line Items] | ||
Stock repurchase authorized amount | $ 100,000,000 | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Stock repurchase authorized amount | $ 100,000,000 |