What the changes say
- Dave & Buster's added specific liquor, amusement game, and insider ownership risks while detailing its $1.55 billion credit facility debt.
What changed since the prior 10-K
New
- NewRisks Related to the Entertainment and Restaurant Industries
The failure to receive or retain a liquor license, or any other required permit or license, in a particular location, or to continue to qualify for, or renew licenses, could have a material adverse effect on our operations and our ability to obtain such a license or permit in other locations
Failure to maintain liquor or amusement game licenses, or new regulations and taxes on redemption games from legalized gambling expansion, could hurt operations.
- NewRisks Related to Our Corporate Structure, Our Stock Ownership and Our Common Stock
A few of our existing shareholders own a large percentage of our voting stock and have influence over matters requiring shareholder approval and may delay or prevent a change in control or otherwise lead to actual or potential conflicts of interest
Directors and executive officers own 22% of common stock, giving them substantial influence over corporate transactions and potentially deterring change-in-control events.
Dropped
- DroppedRisks Related to our Growth and Operating Strategy
Our results can be adversely affected by events, such as adverse weather conditions, natural disasters, climate change, pandemics or other catastrophic events
- DroppedRisks Related to the Entertainment and Restaurant Industries
availability of new entertainment offerings that appeal to customers could lead to decreases in revenues as customers negatively react to a lack of new game options
Reworded
- 74% rewrittenRisks Related to the Entertainment and Restaurant Industries
We may not be able to operate our stores or obtain/maintain licenses and permits necessary for such operation, in compliance with laws, regulations and other requirements, which could adversely affect our business, results of operations or financial condition
Added that losing liquor licenses in one state could create difficulties obtaining additional licenses in the future.
- 54% rewrittenRisks Related to the Entertainment and Restaurant Industries
Our procurement of new games and entertainment offerings is contingent upon availability, and in some instances, our ability to obtain licensing rights
Added specific risk that decreased availability of appealing new entertainment offerings could lead to reduced revenues.
- 41% rewrittenRisks Related to our Growth and Operating Strategy
Covenants in our Credit Agreement restrict our business and could limit our ability to implement our business plan
Expanded credit agreement restrictions to list specific prohibited actions, asset sales, and a maximum net total leverage ratio financial covenant.
Was: Covenants in our debt agreements restrict our business and could limit our ability to implement our business plan
- 31% rewrittenRisks Related to our Growth and Operating Strategy
We are subject to risks associated with leasing space subject to long-term, non-cancelable leases, and risks related to renewal
Updated lease descriptions to state that a majority of stores operate on leased property with fixed or CPI rent escalators.
- 28% rewrittenRisks Related to Our Corporate Structure, Our Stock Ownership and Our Common Stock
Our certificate of incorporation designates specific courts as the exclusive forum for certain litigation that may be initiated by our stockholders, which could limit our stockholders’ ability to obtain a judicial forum of their choice for disputes with us
Updated forum selection wording to include bylaws alongside the certificate of incorporation for Delaware Court of Chancery exclusivity.
Was: Our fourth amended and restated certificate of incorporation designates specific courts as the exclusive forum for certain litigation that may be initiated by our stockholders, which could limit our stockholders’ ability to obtain a judicial forum of their choice for disputes with us
- 27% rewrittenRisks Related to our Growth and Operating Strategy
We face risks related to our substantial indebtedness and limitations on future sources of liquidity
Disclosed specific debt figures as of February 3, 2026, including $170.0 million under the revolving facility and $1,382.3 million under the term loan facility.
- 26% rewrittenRisks Related to Information Technology and Cybersecurity
Cybersecurity breaches or other privacy or data security incidents that expose confidential customer, personal employee or other material, confidential information that is stored in our information systems or by third parties may adversely impact our business
Retained cybersecurity and privacy risks regarding point-of-sale, mobile, and administrative IT systems with minor wording adjustments.
- 24% rewrittenRisks Related to the Entertainment and Restaurant Industries
Our revenues and operating results may fluctuate significantly due to various risks and unforeseen circumstances, including increases in costs, seasonality, weather, acts of violence or terrorism and other factors outside our control
Retained revenue fluctuation risks regarding seasonality, weather, and disasters with minor wording adjustments.
- 20% rewrittenRisks Related to our Growth and Operating Strategy
The success of our longer-term growth strategy depends in part on our ability to develop, open and operate new stores profitably, and on our ability to optimize our existing stores
Was: The success of our longer-term growth strategy depends in part on our ability to open and operate new stores profitably, and on our ability to optimize our existing stores
All 31 risk factors
Headings as the filing states them, in filing order.
Risks Related to our Growth and Operating Strategy
- 01If we are unable to successfully design and execute our business strategy, including growing comparable store sales, our revenues and profitability may be adversely affected
- 02New or improved technologies or changes in consumer behavior facilitated by these technologies could negatively affect our business
- 03Changes in consumer preferences and buying patterns and changes in economic conditions could negatively affect our results of operations
- 04We may not be able to compete favorably in the entertainment and restaurant markets, which could have a material adverse effect on our business, results of operations or financial condition
- 05Unfavorable publicity or a failure to respond effectively to adverse publicity, could harm our business
- 06We are subject to risks associated with leasing space subject to long-term, non-cancelable leases, and risks related to renewal31% rewritten
- 07Our financial performance and the ability to successfully implement our strategic direction could be adversely affected if we fail to retain or effectively respond to a loss of key management
- 08We face risks related to our substantial indebtedness and limitations on future sources of liquidity27% rewritten
- 09Covenants in our Credit Agreement restrict our business and could limit our ability to implement our business plan41% rewritten
- 10The success of our longer-term growth strategy depends in part on our ability to develop, open and operate new stores profitably, and on our ability to optimize our existing stores20% rewritten
- 11We may be subject to impairment losses due to potential declines in the fair value of our assets
- 12We may fail to effectively integrate or operate our future acquisitions
Risks Related to Information Technology and Cybersecurity
- 13Information technology system failures or interruptions may impact our ability to effectively operate our business
- 14Cybersecurity breaches or other privacy or data security incidents that expose confidential customer, personal employee or other material, confidential information that is stored in our information systems or by third parties may adversely impact our business26% rewritten
- 15Compliance with cybersecurity, privacy and similar laws may involve significant cost and any failure to comply could adversely affect our business, reputation, and results of operations
Risks Related to the Entertainment and Restaurant Industries
- 16Failure to adequately protect our intellectual property could harm our business
- 17Our success depends upon our ability to recruit and retain qualified store management and operating personnel while also controlling our labor costs
- 18Our revenues and operating results may fluctuate significantly due to various risks and unforeseen circumstances, including increases in costs, seasonality, weather, acts of violence or terrorism and other factors outside our control24% rewritten
- 19Our operations are susceptible to the changes in cost and availability of commodities and other products, which could negatively affect our operating results
- 20Our procurement of new games and entertainment offerings is contingent upon availability, and in some instances, our ability to obtain licensing rights54% rewritten
- 21We may not be able to operate our stores or obtain/maintain licenses and permits necessary for such operation, in compliance with laws, regulations and other requirements, which could adversely affect our business, results of operations or financial condition74% rewritten
- 22The failure to receive or retain a liquor license, or any other required permit or license, in a particular location, or to continue to qualify for, or renew licenses, could have a material adverse effect on our operations and our ability to obtain such a license or permit in other locationsNew
- 23We are subject to extensive laws and regulations and failure to comply with existing or new laws and regulations could adversely affect our operational efficiencies, cost structure and talent availability
- 24We face potential liability with our gift cards and game play cards under the property laws of some states
- 25Litigation, including allegations of illegal, unfair, or inconsistent employment practices, may adversely affect our business, results of operations or financial condition
Risks Related to Our Corporate Structure, Our Stock Ownership and Our Common Stock
- 26The market price of our common stock is subject to volatility
- 27A few of our existing shareholders own a large percentage of our voting stock and have influence over matters requiring shareholder approval and may delay or prevent a change in control or otherwise lead to actual or potential conflicts of interestNew
- 28Provisions in our certificate of incorporation and bylaws may discourage, delay or prevent a change of control of our Company or changes in our management and, therefore, may depress the trading price of our stock
- 29Our certificate of incorporation designates specific courts as the exclusive forum for certain litigation that may be initiated by our stockholders, which could limit our stockholders’ ability to obtain a judicial forum of their choice for disputes with us28% rewritten
- 30Changes in tax laws and resulting regulations could result in changes to our tax provisions and subject us to additional tax liabilities that could materially adversely affect our financial performance
- 31Failure of our internal control over financial reporting could harm our business, financial results and stock price
Other Dave & Buster's Entertainment 10-Ks
- FY2025 10-K risk factors31 risks
Discretionary consumer spending and macroeconomic volatility heavily impact the out-of-home entertainment and restaurant market.
Filed Apr 07, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.