株探米国株
日本語 英語
エドガーで原本を確認する
FALSE000184057200018405722024-11-042024-11-04

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________
FORM 8-K
___________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

November 4, 2024
Date of Report (date of earliest event reported)
___________________________________
BOWLERO CORP.
(Exact name of registrant as specified in its charter)
___________________________________

Delaware
(State or other jurisdiction of
incorporation or organization)
001-40142
(Commission File Number)
98-1632024
(I.R.S. Employer Identification Number)
7313 Bell Creek Road
Mechanicsville, Virginia 23111
(Address of principal executive offices and zip code)
(804) 417-2000
(Registrant's telephone number, including area code)
___________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name of each exchange on which registered
Class A common stock, par value $0.0001 BOWL The New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.
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.




Item 2.02 - Results of Operations and Financial Condition

On November 4, 2024, Bowlero Corp. (the “Company”) issued a press release announcing its preliminary financial results for the first quarter of fiscal year 2025, which ended on September 29, 2024. A copy of the Company’s press release is being furnished herewith as Exhibit 99.1.

The information furnished with this Item 2.02 (including the preliminary financial results and related information included in Exhibit 99.1 referenced under Item 9.01 below) of this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 7.01 - Regulation FD Disclosure
The Company will host a webcast on November 4, 2024 at 4:30 p.m. Eastern Time to review its results for the first quarter of fiscal year 2025, which ended on September 29, 2024.

The presentation to be used for the webcast, any future investor presentations or updates thereto will be available on the Company’s website at https://ir.bowlerocorp.com/overview/default.aspx. These presentations will be accessible by the public on such website for a limited period of time.

Change in Consolidated Statements of Operations Presentation

In the first quarter of fiscal year 2025, the Company made a change to its consolidated statements of operations presentation in order to enhance our disclosures by disaggregating previously combined revenues and costs of revenues, reclassifying depreciation and amortization to be a separate financial statement line item, and reclassifying certain amounts to selling, general, and administrative expenses. The change in presentation will enhance the comparability of our financial statements with industry peers and present a more detailed picture of our operations.

The financial results for the preceding two fiscal years and corresponding eight fiscal quarters presented below have been updated to conform with the change in consolidated statements of operations presentation. The reclassifications to conform certain prior period amounts had no impact to revenue, income (loss) from operations, net income (loss), earnings (loss) per share, retained earnings or other components of equity or net assets for any of the periods presented below.




Unaudited
Three Months Ended Fiscal Year Ended
October 1,
2023
December 31,
2023
March 31,
2024
June 30,
2024
June 30,
2024
Revenues
Bowling $ 116,430  $ 145,295  $ 165,528  $ 130,709  $ 557,962 
Food & beverage 74,913  111,192  118,032  97,246  401,383 
Amusement & other 36,062  49,184  54,110  55,913  195,269 
Total revenues 227,405  305,671  337,670  283,868  1,154,614 
Costs and expenses
Location operating costs, excluding depreciation and amortization 73,373  78,837  86,766  89,575  328,551 
Location payroll and benefit costs 63,054  77,742  78,645  67,765  287,206 
Location food and beverage costs 16,685  23,920  27,178  22,969  90,752 
Selling, general and administrative expenses, excluding depreciation and amortization 38,124  35,835  37,121  36,927  148,007 
Depreciation and amortization 31,352  37,071  36,327  40,614  145,364 
(Gain) loss on impairment and disposal of fixed assets, net (1) 50  1,011  60,373  61,433 
Other operating (income) expense (538) 2,739  (390) (100) 1,711 
Total costs and expenses 222,049  256,194  266,658  318,123  1,063,024 
Operating income (loss) 5,356  49,477  71,012  (34,255) 91,590 
Other (income) expenses
Interest expense, net 37,449  46,236  46,890  47,036  177,611 
Change in fair value of earnout liability (40,682) 64,091  (8,868) 10,915  25,456 
Other expense 53  10  10  76 
Total other (income) expense (3,180) 110,337  38,025  57,961  203,143 
Income (loss) before income tax (benefit) expense 8,536  (60,860) 32,987  (92,216) (111,553)
Income tax (benefit) expense (9,683) 2,609  9,141  (30,039) (27,972)
Net income (loss) $ 18,219  $ (63,469) $ 23,846  $ (62,177) $ (83,581)



Unaudited
Three Months Ended Fiscal Year Ended
October 2,
2022
January 1,
2023
April 2,
2023
July 2,
2023
July 2,
2023
Revenues
Bowling $ 115,327  $ 131,426  $ 154,960  $ 116,715  $ 518,428 
Food & beverage 79,023  100,657  111,708  81,219  372,607 
Amusement & other 35,910  41,302  49,057  41,486  167,755 
Total revenues 230,260  273,385  315,725  239,420  1,058,790 
Costs and expenses
Location operating costs, excluding depreciation and amortization 62,796  65,088  65,236  75,365  268,485 
Location payroll and benefit costs 59,812  65,229  71,736  65,550  262,327 
Location food and beverage costs 18,215  21,720  24,618  18,492  83,045 
Selling, general and administrative expenses, excluding depreciation and amortization 32,296  34,102  35,306  35,579  137,283 
Depreciation and amortization 26,267  29,303  29,444  24,391  109,405 
(Gain) loss on impairment and disposal of fixed assets, net (71) (1,823) 297  958  (639)
Other operating (income) expense (328) (670) (496) (422) (1,916)
Total costs and expenses 198,987  212,949  226,141  219,913  857,990 
Operating income (loss) 31,273  60,436  89,584  19,507  200,800 
Other (income) expenses
Interest expense, net 23,570  27,379  29,117  30,785  110,851 
Change in fair value of earnout liability 40,760  30,776  87,222  (73,406) 85,352 
Other expense 48  (678) 5,986  1,436  6,792 
Total other (income) expense 64,378  57,477  122,325  (41,185) 202,995 
Income (loss) before income tax (benefit) expense (33,105) 2,959  (32,741) 60,692  (2,195)
Income tax (benefit) expense 429  1,524  (668) (85,528) (84,243)
Net income (loss) $ (33,534) $ 1,435  $ (32,073) $ 146,220  $ 82,048 

The information referenced under Item 7.01 of this Current Report on Form 8-K is being “furnished” under “Item 7.01. Regulation FD Disclosure” and, as such, shall not be deemed to be “filed” for the purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall the information be deemed incorporated by reference in any filings under the Securities Act or the Exchange Act.

Item 9.01 - Financial Statements and Exhibits

(d) Exhibits:

Exhibit No. Description
99.1
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)








SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

BOWLERO CORP.
Date: November 4, 2024
By:
/s/ Robert M. Lavan
Name:
Robert M. Lavan
Title:
Chief Financial Officer


EX-99.1 2 pressreleaseq1fy-25.htm EX-99.1 Document

Bowlero Reports First Quarter Results for Fiscal Year 2025



RICHMOND, VA. November 4, 2024 – Bowlero Corp. (NYSE: BOWL) (“Bowlero” or the “Company”), one of the world’s premier operators of location-based entertainment, today provided financial results for the first quarter of the 2025 Fiscal Year, which ended on September 29, 2024.

Quarter Highlights:

•Revenue increased 14.4% to $260.2 million from $227.4 million in the previous year
•Total Location Revenue increased 17.5% versus the prior year
•Same Store Revenue increased 0.4% versus the prior year
•Net income of $23.1 million versus prior year income of $18.2 million
•Adjusted EBITDA of $62.9 million versus $52.1 million in the prior year
•From July 1, 2024 through November 4, 2024, opened two new builds and acquired one bowling location, five family entertainment centers and one water park. Total locations in operation as of November 4, 2024 is 3611

“Total Location Revenue grew 17.5% year over year in the quarter as we outperformed the market driven by increased customer wallet share through heightened food, beverage, and experiential offerings,” said Founder, Chairman, and CEO Thomas Shannon. “Raging Waves, the largest waterpark in Illinois, outperformed expectations throughout the summer, in part from an expanded season pass offering. We acquired Boomers Parks, a leading family entertainment center brand in California and Florida. In addition, we recently acquired Spectrum Entertainment Complex, a 52-lane bowling and events venue near Grand Rapids, Michigan, and opened two Lucky Strike locations in Denver. We expect to open the flagship Lucky Strike Beverly Hills and Lucky Strike Ladera Ranch California, shortly. The M&A market is extremely active, and we look to continue to deploy capital at attractive returns through our long-proven underwriting process and operational excellence.”

“Cash flow from operations in the quarter was a record for the seasonally small first quarter as we focus on operational efficiencies to expand margins and improve cash flow conversion. Mobile ordering is now available in all locations. We also have reformatted our income statement to provide investors new visibility into revenue segments and 4-wall profitability,” added Bobby Lavan, Chief Financial Officer.


1 Two properties from a recent acquisition are excluded from the count



Share Repurchase and Capital Return Program Update
From July 1, 2024 through October 30, 2024, the Company repurchased 0.8 million shares of Class A common stock for approximately $8 million. The company has $156 million currently remaining under the share repurchase program.

The Board of Directors declared a quarterly cash dividend of $0.055 per share of common stock for the second quarter of fiscal year 2025. The dividend will be payable on December 6, 2024, to stockholders of record on November 22, 2024.

Fiscal Year 2025 Guidance
After completing the first quarter, Bowlero is increasing the low end of its total revenue guidance for fiscal year 2025 by $10 million. We expect total Revenue to be up mid-single digits to 10%+ year-over-year, which equates to $1.23 billion to $1.28 billion of total Revenue. Adjusted EBITDA margin is expected to be 32% to 34%, which equates to Adjusted EBITDA of $390 million to $430 million.




Investor Webcast Information
Listeners may access an investor webcast hosted by Bowlero. The webcast and results presentation will be accessible at 4:30 PM ET on November 4, 2024 in the Events & Presentations section of the Bowlero Investor Relations website at https://ir.bowlerocorp.com/overview/default.aspx.

About Bowlero Corp.
Bowlero Corporation is one of the world’s premier operators of location-based entertainment. With over 360 locations across North America, including bowling and our other location-based entertainment offerings like Octane Raceway, Raging Waves water park and Boomers Parks, the Company serves more than 40 million guest visits annually through a family of brands that include Lucky Strike, Bowlero and AMF. In 2019, Bowlero acquired the Professional Bowlers Association, the major league of bowling and a growing media property that boasts millions of fans around the globe. For more information on Bowlero, please visit BowleroCorp.com.

Forward Looking Statements
Some of the statements contained in this press release are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that involve risk, assumptions and uncertainties, such as statements of our plans, objectives, expectations, intentions and forecasts. These forward-looking statements are generally identified by the use of forward-looking terminology, including the terms "anticipate," "believe," “confident,” “continue,” "could," "estimate," "expect," "intend," “likely,” "may," "plan," “possible,” "potential," "predict," "project," "should," "target," "will," "would" and, in each case, their negative or other various or comparable terminology. These forward-looking statements reflect our views with respect to future events as of the date of this release and are based on our management’s current expectations, estimates, forecasts, projections, assumptions, beliefs and information. Although management believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurance that these expectations will prove to have been correct. All such forward-looking statements are subject to risks and uncertainties, many of which are outside of our control, and could cause future events or results to be materially different from those stated or implied in this document. It is not possible to predict or identify all such risks. These risks include, but are not limited to: our ability to design and execute our business strategy; changes in consumer preferences and buying patterns; our ability to compete in our markets; the occurrence of unfavorable publicity; risks associated with long-term non-cancellable leases for our locations; our ability to retain key managers; risks associated with our substantial indebtedness and limitations on future sources of liquidity; our ability to carry out our expansion plans; our ability to successfully defend litigation brought against us; our ability to adequately obtain, maintain, protect and enforce our intellectual property and proprietary rights and claims of intellectual property and proprietary right infringement, misappropriation or other violation by competitors and third parties; failure to hire and retain qualified employees and personnel; the cost and availability of commodities and other products we need to operate our business; cybersecurity breaches, cyber-attacks and other interruptions to our and our third-party service providers’ technological and physical infrastructures; catastrophic events, including war, terrorism and other conflicts; public health emergencies and pandemics, such as the COVID-19 pandemic, or natural catastrophes and accidents; changes in the regulatory atmosphere and related private sector initiatives; fluctuations in our operating results; economic conditions, including the impact of increasing interest rates, inflation and recession; and other factors described under the section titled “Risk Factors” in the Company's Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (the “SEC”) by the Company on September 5, 2024, as well as other filings that the Company will make, or has made, with the SEC, such as Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this press release and in other filings.



We expressly disclaim any obligation to publicly update or review any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by applicable law.

Non-GAAP Financial Measures
To provide investors with information in addition to our results as determined under Generally Accepted Accounting Principles (“GAAP”), we disclose Revenue Excluding Service Fee Revenue, Total Location Revenue, Same Store Revenue and Adjusted EBITDA as “non-GAAP measures”, which management believes provide useful information to investors because each measure assists both investors and management in analyzing and benchmarking the performance and value of our business. Accordingly, management believes that these measurements are useful for comparing general operating performance from period to period, and management relies on these measures for planning and forecasting of future periods. Additionally, these measures allow management to compare our results with those of other companies that have different financing and capital structures. These measures are not financial measures calculated in accordance with GAAP and should not be considered as a substitute for revenue, net income, or any other operating performance or liquidity measure calculated in accordance with GAAP, and may not be comparable to a similarly titled measure reported by other companies. Our fiscal year 2025 guidance measures (other than revenue) are provided on a non-GAAP basis without a reconciliation to the most directly comparable GAAP measure because the Company is unable to predict with a reasonable degree of certainty certain items contained in the GAAP measures without unreasonable efforts. For the same reasons, the Company is unable to address the probable significance of the unavailable information. Such items include, but are not limited to, acquisition related expenses, share-based compensation and other items not reflective of the company's ongoing operations.

Revenue Excluding Service Fee Revenue represents total Revenue less Service Fee Revenue. Total Location Revenue represents total Revenue less Non-Location Related Revenue, Revenue from Closed Locations, and Service Fee Revenue, if applicable. Same Store Revenue represents total Revenue less Non-Location Related Revenue, Revenue from Closed Locations, Service Fee Revenue, if applicable, and Acquired Revenue. Adjusted EBITDA represents Net Income (Loss) before Interest Expense, Income Taxes, Depreciation and Amortization, Impairment and Other Charges, Share-based Compensation, EBITDA from Closed Locations, Foreign Currency Exchange Loss (Gain), Asset Disposition Loss (Gain), Transactional and other advisory costs, changes in the value of earnouts, and other.

The Company considers Revenue Excluding Service Fee Revenue as an important financial measure because it provides a financial measure of revenue directly associated with consumer discretionary spending and Total Location Revenue as an important financial measure because it provides a financial measure of revenue directly associated with location operations. The Company also considers Same Store Revenue as an important financial measure because it provides comparable revenue for locations open for the entire duration of both the current and comparable measurement periods.

The Company considers Adjusted EBITDA as an important financial measure because it provides a financial measure of the quality of the Company’s earnings. Other companies may calculate Adjusted EBITDA differently than we do, which might limit its usefulness as a comparative measure. Adjusted EBITDA is used by management in addition to and in conjunction with the results presented in accordance with GAAP. We have presented Adjusted EBITDA solely as a supplemental disclosure because we believe it allows for a more complete analysis of results of operations and assists investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. Adjusted EBITDA has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are that Adjusted EBITDA:




•do not reflect every expenditure, future requirements for capital expenditures or contractual commitments;
•do not reflect changes in our working capital needs;
•do not reflect the interest expense, or the amounts necessary to service interest or principal payments, on our outstanding debt;
•do not reflect income tax (benefit) expense, and because the payment of taxes is part of our operations, tax expense is a necessary element of our costs and ability to operate;
•do not reflect non-cash equity compensation, which will remain a key element of our overall equity based compensation package; and
•do not reflect the impact of earnings or charges resulting from matters we consider not to be indicative of our ongoing operations.



GAAP Financial Information
Bowlero Corp.
Condensed Consolidated Balance Sheets
(Amounts in thousands, except share and per share amounts)
(Unaudited)
September 29, 2024 June 30,
2024
Assets
Current assets:
Cash and cash equivalents $ 38,448  $ 66,972 
Accounts and notes receivable, net 5,666  6,757 
Inventories, net 13,650  13,171 
Prepaid expenses and other current assets 30,365  25,316 
Assets held-for-sale 20  1,746 
Total current assets 88,149  113,962 
Property and equipment, net 892,782  887,738 
Operating lease right of use assets 554,474  559,168 
Finance lease right of use assets, net 520,218  524,392 
Intangible assets, net 45,111  47,051 
Goodwill 833,961  833,888 
Deferred income tax asset 122,847  112,106 
Other assets 34,884  35,730 
Total assets $ 3,092,426  $ 3,114,035 
Liabilities, Temporary Equity and Stockholders’ Deficit
Current liabilities:
Accounts payable and accrued expenses $ 146,022  $ 135,784 
Current maturities of long-term debt 9,106  9,163 
Current obligations of operating lease liabilities 28,811  28,460 
Other current liabilities 8,381  9,399 
Total current liabilities 192,320  182,806 
Long-term debt, net 1,130,141  1,129,523 
Long-term obligations of operating lease liabilities 567,209  561,916 
Long-term obligations of finance lease liabilities 681,222  680,213 
Long-term financing obligations 442,980  440,875 
Earnout liability 88,741  137,636 
Other long-term liabilities 26,093  26,471 
Deferred income tax liabilities 4,129  4,447 
Total liabilities 3,132,835  3,163,887 
Commitments and Contingencies



September 29, 2024 June 30,
2024
Temporary Equity
Series A preferred stock $ 123,918  $ 127,410 
Stockholders’ Deficit
Class A common stock 11  11 
Class B common stock
Additional paid-in capital 509,929  510,675 
Treasury stock, at cost (392,735) (385,015)
Accumulated deficit (280,064) (303,159)
Accumulated other comprehensive (loss) income (1,474) 220 
Total stockholders’ deficit (164,327) (177,262)
Total liabilities, temporary equity and stockholders’ deficit $ 3,092,426  $ 3,114,035 



Bowlero Corp.
Condensed Consolidated Statements of Operations
(Amounts in thousands)
(Unaudited)
Three Months Ended
September 29,
2024
October 1,
2023
Revenues
Bowling $ 122,203  $ 116,430 
Food & beverage 88,039  74,913 
Amusement & other 49,953  36,062 
Total revenues 260,195  227,405 
Costs and expenses
Location operating costs, excluding depreciation and amortization 86,228  73,373 
Location payroll and benefit costs 67,436  63,054 
Location food and beverage costs 20,530  16,685 
Selling, general and administrative expenses, excluding depreciation and amortization 34,811  38,124 
Depreciation and amortization 36,983  31,352 
Loss (gain) on impairment and disposal of fixed assets, net 1,472  (1)
Other operating income, net (211) (538)
Total costs and expenses 247,249  222,049 
Operating income 12,946  5,356 
Other (income) expenses
Interest expense, net 48,670  37,449 
Change in fair value of earnout liability (48,921) (40,682)
Other expense —  53 
Total other income (251) (3,180)
Income before income tax benefit 13,197  8,536 
Income tax benefit (9,898) (9,683)
Net income $ 23,095  $ 18,219 



Bowlero Corp.
Condensed Consolidated Statements of Cash Flows
(Amounts in thousands)
(Unaudited)


Three Months Ended
September 29,
2024
October 1,
2023
Net cash provided by operating activities $ 29,413  $ 16,083 
Net cash used in investing activities (39,924) (176,576)
Net cash (used in) provided by financing activities (17,806) 5,091 
Effect of exchange rate changes on cash (207) (143)
Net decrease in cash and cash equivalents (28,524) (155,545)
Cash and cash equivalents at beginning of period 66,972  195,633 
Cash and cash equivalents at end of period $ 38,448  $ 40,088 




Balance Sheet and Liquidity
As of September 29, 2024 and June 30, 2024, our calculation of net debt was as follows:

(in thousands) September 29, 2024 June 30,
2024
Cash and cash equivalents $ 38,448  $ 66,972 
Bank debt and loans 1,151,951  1,152,200 
Net debt $ 1,113,503  $ 1,085,228 

As of September 29, 2024 and June 30, 2024, our cash on hand and revolving borrowing capacity was as follows:

(in thousands) September 29, 2024 June 30,
2024
Cash and cash equivalents $ 38,448  $ 66,972 
Revolver Capacity 335,000  285,000 
Revolver capacity committed to letters of credit (18,584) (15,834)
Total cash on hand and revolving borrowing capacity $ 354,864  $ 336,138 






GAAP to non-GAAP Reconciliations

Same Store Revenue
Three Months Ended
(in thousands) October 1,
2023
September 29, 2024
Total Revenue - Reported $227,405 $260,195
less: Service Fee Revenue (1,621) (650)
Revenue Excluding Service Fee Revenue $225,784 $259,545
less: Non-Location Related (including Closed Centers) (7,985) (3,597)
Total Location Revenue $217,799 $255,948
less: Acquired Revenue (1,211) (38,425)
Same Store Revenue $216,588 $217,523
% Year-over-Year Change
Total Revenue – Reported 14.4%
Total Revenue excluding Service Fee Revenue 15.0%
Total Location Revenue 17.5%
Same Store Revenue 0.4%






Adjusted EBITDA Reconciliation
Three Months Ended
(in thousands) September 29, 2024 October 1,
2023
Consolidated
Revenue $260,195 $227,405
Net income - GAAP 23,095 18,219
Net income margin 8.9% 8.0%
Adjustments:
Interest expense 48,670 39,032
Income tax benefit (9,898) (9,683)
Depreciation and amortization 37,437 32,000
Loss (gain) on impairment, disposals, and other charges, net 1,472 (1)
Share-based compensation 4,503 1,911
Closed location EBITDA (1)
2,205 2,462
Transactional and other advisory costs (2)
3,259 8,398
Changes in the value of earnouts (3)
(48,921) (40,682)
Other, net (4)
1,121 478
Adjusted EBITDA $62,943 $52,134
Adjusted EBITDA Margin 24.2% 22.9%
(1)The closed location adjustment is to remove EBITDA for closed locations. Closed locations are those locations that are closed for a variety of reasons, including permanent closure, newly acquired or built locations prior to opening, locations closed for renovation or rebranding and conversion. If a location is not open on the last day of the reporting period, it will be considered closed for that reporting period. If the location is closed on the first day of the reporting period for permanent closure, the location will be considered closed for that reporting period.
(2)The adjustment for transaction costs and other advisory costs is to remove charges incurred in connection with any transaction, including mergers, acquisitions, refinancing, amendment or modification to indebtedness, dispositions and costs in connection with an initial public offering, in each case, regardless of whether consummated.
(3)The adjustment for changes in the value of earnouts is to remove of the impact of the revaluation of the earnouts. Changes in the fair value of the earnout liability is recognized in the statement of operations. Decreases in the liability will have a favorable impact on the statement of operations and increases in the liability will have an unfavorable impact.
(4)Other includes the following related to transactions that do not represent ongoing or frequently recurring activities as part of the Company’s operations: (i) non-routine expenses, net of recoveries for matters outside the normal course of business, (ii) costs incurred that have been expensed associated with obtaining an equity method investment in a subsidiary of VICI, (iii) severance expense, and (iv) other individually de minimis expenses. Certain prior year amounts have been reclassified to conform to current year presentation.




Contacts:
Bowlero Corp. Investor Relations
IR@BowleroCorp.com