SCHEDULE 14A
(RULE 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934
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Dave & Buster's, Inc.
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(Name of Registrant as Specified In Its Charter)
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The following additional materials may be used in connection with the
solicitation of proxies by Dave & Buster's, Inc.:
May 30, 2003
On May 30, 2003, Dolphin Limited Partnership I issued a press release
discussing, among other things, our historical stock price performance and our
executive compensation practices. We thought it important for us to put
Dolphin's comments in proper context.
Stock Price Performance
Dolphin's press release references the decline in our stock price relative to
1999 levels. We think that the data utilized by Dolphin presents a distorted
picture, in that it has chosen as a starting point a date upon which our stock
price was near its all-time high. Indeed, we expect, given the general stock
market decline in recent years, that the current stock prices for many companies
today would compare unfavorably to their all-time highs.
To illustrate our point, we offer the following alternative measures:
o On September 10, 2001, the day before the September 11 tragedies that
did so much to disrupt our economy, particularly in our sector, our
stock closed at $5.45 per share. With a price of $9.48 per share at
yesterday's market close, $1.00 invested on September 10, 2001 would
now be worth approximately $1.74, a 74 percent increase.
o On December 3, 2001, with our stock at $6.28 per share, DAB began a
program of significant cost reductions under its new CFO. With a price
of $9.48 per share at yesterday's market close, $1.00 invested on
December 1, 2001 would now be worth approximately $1.51, a 51 percent
increase.
We offer these comparisons not in an attempt to rewrite history, but simply to
highlight positive trends in our stock price that we think should be considered
as part of any balanced analysis or presentation.
The bottom line is that no one is more acutely aware of our stock price
performance than our directors and executive management team, who together
beneficially own over 15 percent of the outstanding equity of the Company on a
fully diluted basis. Looking forward, we understand that the market will reward
performance, and we believe (as described in more detail in our recent mailings
to our shareholders) that we have the right team and the right operating and
governance plans in place to deliver that performance. In early May, we
reconfirmed our EPS guidance for fiscal 2003 in a range of $0.77 to $0.85,
compared to EPS of $0.40 in fiscal 2002 -- despite a sluggish economic
environment.
Executive Compensation: Pay Directly Linked to Performance
Our previous mailings to shareholders and our SEC filings highlight our
compensation policies to link executive compensation with Company performance,
as well as some recent actions taken in this area by our Compensation Committee
and our management team. We think this information demonstrates our commitment
to these policies and our willingness to be responsive to our shareholders on
these matters. Most recently, Buster Corley, our CEO and COO, and Dave
Corriveau, our President, agreed to take a 20 percent cut in their base salaries
for 2003. Dave and Buster have the ability to make up all or part of this amount
only if the Company achieves at least a 50-100% increase in earnings per share
over fiscal 2002. Further, as part of our agreement with shareholder Renaissance
Capital announced on May 15, 2003, both Dave and Buster will take further salary
cuts in the event that the Company fails to achieve pre-tax income of 9% of its
revenues in the fourth quarter of the current fiscal year. If these financial
performance targets are not met, their salaries will be cut an additional 27% in
fiscal 2004, resulting in a potential 40% reduction from 2002 levels.
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