Dave & Buster’s Announces Upsize and Pricing of a Private Offering of $550 Million of Senior Secured Notes Due 2025 by its Subsidiary Dave & Buster’s, Inc.
DALLAS, Oct. 20, 2020 (GLOBE NEWSWIRE) -- Dave & Buster's Entertainment, Inc., (NASDAQ:PLAY), ("Dave & Buster's" or "the Company"), an owner and operator of entertainment and dining venues, today announced that its indirect wholly-owned subsidiary, Dave & Buster's, Inc. (the “Issuer”), has priced $550 million in aggregate principal amount of its 7.625% senior secured notes due 2025 (the “Notes”) in a private offering (the “Offering”) that is exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). This represents an increase of $50 million from the amount initially offered. The Notes will be guaranteed on a senior secured basis by the same subsidiaries of the Company that currently guarantee its Term Loan Facility (the “Term Loan Facility”) and Revolving Credit Facility (the “Revolving Credit Facility,” and, together with the Term Loan Facility, the “Credit Facility”). The Offering is expected to close on October 27, 2020, subject to customary closing conditions.
The Company expects to use the proceeds from the Offering (less certain fees and expenses in connection therewith) to repay all amounts outstanding under its Term Loan Facility and to repay drawings under its Revolving Credit Facility, which, subject to the terms thereof, will be available to be drawn in the future for general corporate purposes and future liquidity. Upon the closing of the Offering, and after giving effect to the use of its proceeds, on an as adjusted basis as of August 2, 2020, the Company estimates that its available liquidity would total approximately $348.2 million, subject to the actual amount of the Company’s cash on hand and the availability of drawable amounts under its amended Revolving Credit Facility. This amount would be in excess of a $150 million minimum liquidity covenant under the Company’s Revolving Credit Facility. The Company will remain subject to this covenant until it delivers its compliance certificate under the Revolving Credit Facility for the quarter ending on or about April 30, 2022.
In connection with the Offering, the Company entered into additional amendments to its Credit Facility that among other things provide for a two-year maturity extension of the Revolving Credit Facility to August 17, 2024, a suspension for certain ratio maintenance covenant requirements until the end of the fiscal quarter ending on or about April 30, 2022 and a $150 million minimum liquidity covenant. The effectiveness of these amendments is conditioned upon the issuance of the Notes.
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