Dave & Busters (NYSE:DAB)
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From May 2019 to May 2024
Dave & Buster's, Inc. (NYSE:DAB), a leading operator of
upscale restaurant/entertainment complexes, announced that today the
Company consummated the merger of WS Midway Acquisition Sub, Inc., an
affiliate of Wellspring Capital Management LLC, with and into the
Company. Pursuant to the Merger, each issued and outstanding share of
Dave & Buster's common stock, other than shares owned by the Company,
WS Midway Holdings, Inc. or its subsidiaries, and other than
dissenting shares, were converted into the right to receive $18.05 per
share in cash. The surviving company will continue to be known as Dave
& Buster's, Inc.
Upon closing of the Merger, each of the Company's outstanding 5%
convertible subordinated notes due 2008, is now convertible into the
right to receive cash in an amount equal to the $18.05 per share
merger consideration for each share of common stock that would have
been received by a note holder if the notes had been converted into
common stock immediately prior to the merger. In addition, the Company
has provided written notice to Bank of New York, as trustee, that it
will redeem any notes that remain outstanding as of August 7, 2006, in
accordance with the terms of the indenture. The holders of the notes
also have the right to require the Company to repurchase their notes,
at a price equal to 110% of the face amount of the notes, plus accrued
interest. The Company has placed an amount in escrow sufficient to
make the foregoing payments. Holders of notes may convert their notes
into the cash merger consideration as described above, until the
redemption date or may exercise their right to require the Company to
repurchase their notes pursuant to the terms of the redemption notice
delivered to such holders.
The holders of outstanding warrants to purchase Dave & Buster's
common stock will have the right to receive the $18.05 cash
consideration per share for each share of common stock that would have
been issued upon exercise of the warrant immediately prior to the
merger, less the per share exercise price of the warrants. For
additional information relating to the merger, please refer to the
Company's filings with the SEC.
About Dave & Buster's, Inc.
Celebrating over 23 years of operations, Dave & Buster's was
founded in 1982 and is one of the country's leading upscale,
restaurant/entertainment concepts with 46 locations throughout the
United States and in Canada. More information on the company,
including the latest investor presentation, is available on the
company's website, www.daveandbusters.com.
About Wellspring Capital Management LLC
Founded in 1995, Wellspring Capital Management LLC is a New
York-based private equity firm with more than $2 billion in equity
capital under management. The firm takes controlling positions in
promising middle-market companies where it can realize substantial
value by contributing innovative operating and financing strategies
and capital. Wellspring's limited partners include some of the largest
and most respected institutional investors in the United States,
Canada, and Europe.
Wellspring Capital's current portfolio includes investments in
food distribution, for-profit, post-secondary education, golf retail,
steel servicing, and other industries. For more information visit
Wellspring Capital's website at www.wellspringcapital.com.
"Safe Harbor" Statement under the Private Securities Litigation
Reform Act of 1995: Statements in this press release regarding Dave &
Buster's business which are not historical facts are "forward-looking
statements" that involve risks and uncertainties. For a discussion of
such risks and uncertainties, which could cause actual results to
differ from those contained in the forward-looking statements, see
"Risk Factors" in the company's Annual Report or Form 10-K for the
most recently ended fiscal year.