Dave & Buster Entertainment : An annual report to security holders

Dave & Buster's Entertainment, Inc.

Annual Report 2022

Dear Fellow Shareholders:

It is my honor to serve as CEO of Dave & Buster's. With the acquisition and integration of Main Event, we have two brands that perfectly complement each other with important distinctions, and their joining puts our company in a strategically unparalleled position for accelerated, profitable growth.

Fiscal year 2022 was an exciting year for our Company. As a result of the acquisition of Main Event, we are now the largest operator of Family Entertainment Centers in the world, a category we feel will continue to benefit from increasing consumer demand for out-of-home entertainment experiences. We are excited about the strong momentum in our business, the numerous growth opportunities for us to pursue, and the talented team we have in place to drive growth despite the challenging macro-economic environment. We remain focused on closely managing costs and capital spending to ensure we strategically unlock the maximum value of these two great brands and deliver the highest returns possible for our shareholders.

Fiscal Year 2022 Highlights

• We reported revenue of $2.0 billion in fiscal year 2022, an increase of 50.6% from fiscal year 2021 and an increase of 45.0% from fiscal year 2019.
• Net income totaled $137.1 million, or $2.79 per diluted share in fiscal year 2022, compared with net income of $108.6 million, or $2.21 per diluted share in fiscal year 2021 and net income of $100.3 million, or $2.94 per diluted share in fiscal 2019.
• We reported Adjusted EBITDA of $480.4 million in fiscal year 2022, an increase of 42.8% from fiscal year 2021 and an increase of 58.3% from fiscal year 2019.
• We completed the acquisition of Main Event on June 29, 2022. We successfully achieved implementation of the activities for our forecasted $25 million annual synergy target and we continue to identify opportunities in excess of that target.

Since the acquisition and subsequent integration, we have been focused on finalizing our long-term strategic plan that will further cement our company as the undeniable leader in location-based entertainment and drive meaningful shareholder value. Our strategic review and ongoing consumer research have reinforced our belief that there is significant upside in this business through an improved focus in several key areas. Now, while we allocate time to executing these long-term initiatives with a strict focus on ROI, we will never lose sight of maintaining operational efficiencies in the near-term. Our team has already made meaningful progress on this plan and is laser focused on continuing this progress in 2023.

Understanding that there is a close interrelationship between the enthusiasm of our team members, enjoyment level of our guests, and the ultimate success of our business, we encourage our team members to give back to the communities we serve. As a company, we invest significant time and efforts to support Make-A-Wish®, and have done so since 2012. In 2022, we raised over $17 million to this worthy cause and helped grant more than 1,000 wishes to children with life-threatening medical conditions. In addition, Main Event has been a proud supporter of the Special Olympics, raising over $500,000 since 2019. We also participate with local charities and community efforts, such as serving food during national disasters such as hurricanes, sponsoring beach clean-ups, and other community activities.

We also invest in helping our own team members in their times of greatest need. Our Buster's Legacy Fund is an independent nonprofit established to create an employee assistance fund for the benefit of our team members who suffer catastrophic events, resulting in a need for immediate attention and severe economic hardship. The

Buster's Legacy Fund is financed by contributions from our team members, guests, and business partners. Last year, we contributed nearly $628,000 to help our team members struggling with adversity.

Let me conclude by saying we are extremely excited about the future of this organization. We have two industry- leading brands in Dave & Buster's and Main Event. These brands have exceptional business models, strong assets and are led by a talented and passionate group of operators and associates. We have a clear line of sight on the strategic opportunities ahead for the business and a world class management team with a proven track record of superior execution. We continue to believe there is tremendous upside potential for this company and our stakeholders, and we are working diligently to realize that potential.

Thank you for your continued support.

Sincerely,

Chris Morris

Chief Executive Officer

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

(Mark One)

• ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE FISCAL YEAR ENDED January 29, 2023

OR

• TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM		TO
Commission File No. 001-35664

Dave & Buster's Entertainment, Inc.

(Exact name of registrant as specified in its charter)

Delaware	35-2382255
(State of Incorporation)	(I.R.S. Employer ID)
1221 Beltline Rd., Suite 500, Coppell, Texas, 75019	[phone]
(Address of principal executive offices) (Zip Code)	(Registrant's telephone number)

Securities registered pursuant to Section 12(b) of the Act:

		Trading		Name of each exchange
Title of each class		Symbol(s)		on which registered
Common Stock $0.01 par value		PLAY		NASDAQ Global Select Market

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by checkmark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes È No '

Indicate by checkmark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes ' No È

Indicate by checkmark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities

Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and

(2) has been subject to such filing requirements for the past 90 days. Yes È No '

Indicate by checkmark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes È No '

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer	È	Accelerated filer	'
Non-accelerated filer	'	Smaller reporting company	'

Emerging Growth Company '

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. '

Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. Yes È No '

Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ' No È

The aggregate market value of common stock held by non-affiliates, based on the closing price of the last day of the registrant's most recently completed second fiscal quarter as reported on the NASDAQ Global Select Market was approximately $1.8 billion. The number of shares of the registrant's Common Stock outstanding as of March 17, 2023 was 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.