Business Combination — Acquisition of Main Event (Tables)

12 Months Ended

Feb. 04, 2024

Business Combination and Asset Acquisition [Abstract]

Summary of Purchase Price and Net Assets Acquired in the Acquisition

The components of the purchase price and net assets acquired in the Main Event Acquisition are as follows:


	Amount
Gross cash consideration	$	853.2
Contingent consideration (1)	13.8
Less: cash acquired	(34.5)
Total consideration	$	832.5

Assets:
Current assets	$	16.9
Property and equipment	338.3
Operating lease right of use assets	297.2
Tradenames	99.2
Other assets and deferred charges	5.8
Less Liabilities:
Accounts payable	20.1
Current portion of operating lease liabilities	11.6
Accrued liabilities	41.6
Operating lease liabilities	279.2
Deferred tax liabilities	35.8
Other liabilities	6.5
Net assets acquired, excluding goodwill	$	362.6
Goodwill	$	469.9

(1) The Company has an obligation to pay, in cash, an aggregate amount equal to any “Transaction Tax Benefits,” with respect to any taxable year of the Company after the Closing Date ending on or before December 31, 2028, including the current taxable year. This amount was based on the present value of the maximum amount provided in the Merger Agreement. As of February 4, 2024, the remaining unpaid balance of the contingent consideration of $0.6 was included in accrued liabilities on the consolidated balance sheet.

Summary of Unaudited Pro Forma Information Provides the Effect of the Main Event Acquisition

The following unaudited pro forma information provides the effect of the Main Event Acquisition as if the acquisition had occurred at the beginning of fiscal 2022:


	Fiscal Year Ended January 29, 2023
Total revenues	$	2,165.0
Net income	$	88.2