SEC Comment Letter 0000000000-23-001637 to Lucky Strike Entertainment Corp (LUCK)
Lucky Strike Entertainment Corp
Date: Feb. 17, 2023 · CIK: 0001840572 · Accession: 0000000000-23-001637
AI Filing Summary & Sentiment
File numbers found in text: 001-40142
Letter
United States securities and exchange commission logo February 17, 2023 Thomas Shannon Chairman and Chief Executive Officer Bowlero Corp. 7313 Bell Creek Road Mechanicsville, Virginia 23111 Re:Bowlero Corp. Form 10-K for Fiscal Year Ended July 3, 2022 Form 8-K filed November 16, 2022 File No. 001-40142 Dear Thomas Shannon: We have reviewed your filings and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Form 8-K filed November 16, 2022 Exhibit 99. 1 Press Release, page 1 1.In your press release you disclose the Non-GAAP measure " Adjusted EBITDA Margin". Please revise to disclose the most comparable GAAP measure "Net Loss Margin" with equal or greater prominence in any future press releases. Refer to the guidance in Item 10(e)(1)(i)A of Regulation S-K, Regulation G and Question 102.10 of the Compliance and Disclosure Interpretations Regarding Non-GAAP Measures. 2.In your press release, you disclose the Non-GAAP Measure "Center EBITDA". Please revise to disclose why you believe this measure is meaningful to potential investors as well as the additional purposes, if any, that this measure is used by management. Refer to the guidance in Item 10(e)(1)(i)(C) and (D) of Regulation S-K. Also, as it does not appear that you have adjusted for all SG&A expenses incurred during the periods in arriving at this measure, please explain in further detail how you determined the amounts of the adjustments made for SG&A expenses in arriving at this Non-GAAP measure.
FirstName LastNameThomas Shannon Comapany NameBowlero Corp. February 17, 2023 Page 2 FirstName LastName Thomas Shannon Bowlero Corp. February 17, 2023 Page 2 We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Linda Cvrkel at (202) 551-3813 or Angela Lumley at (202) 551-3398 with any questions. Sincerely, Division of Corporation Finance Office of Trade & Services
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United States securities and exchange commission logo
February 17, 2023
Thomas Shannon
Chairman and Chief Executive Officer
Bowlero Corp.
7313 Bell Creek Road
Mechanicsville, Virginia 23111
Re:Bowlero Corp.
Form 10-K for Fiscal Year Ended July 3, 2022
Form 8-K filed November 16, 2022
File No. 001-40142
Dear Thomas Shannon:
We have reviewed your filings and have the following comments. In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.
Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
Form 8-K filed November 16, 2022
Exhibit 99. 1 Press Release, page 1
1.In your press release you disclose the Non-GAAP measure " Adjusted EBITDA Margin".
Please revise to disclose the most comparable GAAP measure "Net Loss Margin" with
equal or greater prominence in any future press releases. Refer to the guidance in Item
10(e)(1)(i)A of Regulation S-K, Regulation G and Question 102.10 of the Compliance and
Disclosure Interpretations Regarding Non-GAAP Measures.
2.In your press release, you disclose the Non-GAAP Measure "Center EBITDA". Please
revise to disclose why you believe this measure is meaningful to potential investors as
well as the additional purposes, if any, that this measure is used by management. Refer to
the guidance in Item 10(e)(1)(i)(C) and (D) of Regulation S-K. Also, as it does not appear
that you have adjusted for all SG&A expenses incurred during the periods in arriving at
this measure, please explain in further detail how you determined the amounts of the
adjustments made for SG&A expenses in arriving at this Non-GAAP measure.
FirstName LastNameThomas Shannon
Comapany NameBowlero Corp.
February 17, 2023 Page 2
FirstName LastName
Thomas Shannon
Bowlero Corp.
February 17, 2023
Page 2
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
You may contact Linda Cvrkel at (202) 551-3813 or Angela Lumley at (202) 551-3398
with any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services