Merger and Acquisitions (Tables)

9 Months Ended

Mar. 27, 2022

Business Combination and Asset Acquisition [Abstract]

Schedule of merger to the consolidated statement of cash flows

The following summarizes the elements of the Business Combination to the consolidated statement of cash flows, including the transaction funding, sources and uses of cash, and merger-related earnouts and warrants:

	Recapitalization
Cash-Isos Acquisition Corporation Trust	$	254,851
Less: Isos transaction costs paid from Trust	(23,869)
Less: Redemptions of existing shareholders of Isos	(136,569)
Net proceeds from SPAC shareholders	94,413
Cash-PIPE	150,604
Cash-PIPE preferred	95,000
Cash-Forward	100,000
Total Cash received	440,017
Less: Bowlero transaction costs	(20,670)
Total Cash received, net of Bowlero transaction costs	419,347
Earnout liability	(181,113)
Warrant liability	(22,426)
New equity, net	215,808
Less: Consideration payment to Bowlero shareholders	(226,000)
Less: Payoff of preferred stock and accumulated dividends	(145,298)
Less: Payments for stock options	(15,467)
Net distributions to existing shareholders	(386,765)
Net contribution from Business Combination and preferred financing	$	(170,957)

Schedule of identifiable assets acquired components of consideration transferred and the transactional related expenses for acquisitions

The following table summarizes the purchase price allocation for the fair values of the identifiable assets acquired, components of consideration transferred and the transactional related expenses.

Identifiable assets acquired and liabilities assumed	Business Combination Totals
Current assets	$	2,510
Property and equipment	29,027
Identifiable intangible assets	3,080
Goodwill	12,763
Total assets acquired	$	47,380
Current liabilities	(415)
Total assumed liabilities	(415)
Total consideration transferred, net of cash acquired of $25	$	46,965
Components of consideration transferred
Cash	$	44,027
Holdback	1,468
Contingent consideration	1,470
Total	$	46,965
Transaction expenses included in “other operating expense” in the condensed consolidated statement of operations for the nine months ended March 27, 2022	$	759

Schedule of asset acquisition

The following table summarizes the allocation of the fair value amounts under a cost accumulation approach:

Identifiable assets acquired and liabilities assumed	Bowl  America		Other Asset Acquisition		Total
Current assets	$	2,949	$	5	$	2,954
Property and equipment	40,121		8,564		48,685
Identifiable intangible assets	1,099		1,136		2,235
Assets held for sale	10,985		—		10,985
Current liabilities	(1,426)		(81)		(1,507)
Deferred tax liability	(9,107)		—		(9,107)
Total consideration transferred	$	44,621	$	9,624	$	54,245