CEC / COUNTY OF CECIL MD - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

COUNTY OF CECIL MD
US ˙ US149843V768
HINDI NA ACTIVE ANG SIMBONG ITO

Mga Batayang Estadistika
LEI 549300MWTY75LB8TRO50
CIK 813920
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to COUNTY OF CECIL MD
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
June 25, 2020 EX-99.1

Exhibit 99.1 CEC Entertainment Takes Decisive Action to Strengthen Balance Sheet, Best Position Company for Long-Term Success Through Voluntary Chapter 11 Process Chuck E. Cheese and Peter Piper Pizza locations will continue to re-open in accordance

june242020exhibit991 Exhibit 99.1 CEC Entertainment Takes Decisive Action to Strengthen Balance Sheet, Best Position Company for Long-Term Success Through Voluntary Chapter 11 Process Chuck E. Cheese and Peter Piper Pizza locations will continue to re-open in accordance with all CDC, federal, state and local guidelines All U.S. and international franchise partners and corporate entities outside th

June 25, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

8-K 1 june252020cecentertainment.htm 8-K 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 Date of report (Date of earliest event reported): June 24, 2020 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdictio

June 25, 2020 15-15D

- 15-15D

15-15D 1 form151.htm 15-15D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-13687 CEC ENTERTAINMENT, INC. (Exact name o

June 5, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events

8-K 1 june52020cecentertainmenti.htm 8-K 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 Date of report (Date of earliest event reported): June 1, 2020 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction

May 11, 2020 8-K

Other Events

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 Date of report (Date of earliest event reported): May 11, 2020 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Numbe

April 27, 2020 10-K/A

Annual Report - 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 29, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13687 CEC ENTER

April 10, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Results of Operations and Financial Condition, Other Events

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 Date of report (Date of earliest event reported): April 7, 2020 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Numb

March 27, 2020 8-K

Other Events

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 Date of report (Date of earliest event reported): March 27, 2020 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Num

March 18, 2020 8-K

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 Date of report (Date of earliest event reported): March 18, 2020 CEC ENTERTAINMENT,

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 Date of report (Date of earliest event reported): March 18, 2020 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Num

March 16, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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 Date of report (Date of earliest event reported): March 16, 2020 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Num

March 16, 2020 EX-99.1

CEC Entertainment Announces Temporary Closure of In-Store Dining and Entertainment Rooms at Chuck E. Cheese and Peter Piper Pizza Restaurants Due to COVID-19 Safety Precautions Brands Announce Enhanced Delivery, To-Go and Home Birthday Celebration Pa

EX-99.1 2 exhibit991pressrelease.htm EXHIBIT 99.1 Exhibit 99.1 CEC Entertainment Announces Temporary Closure of In-Store Dining and Entertainment Rooms at Chuck E. Cheese and Peter Piper Pizza Restaurants Due to COVID-19 Safety Precautions Brands Announce Enhanced Delivery, To-Go and Home Birthday Celebration Packages IRVING, TEXAS - March 16, 2020 - CEC Entertainment announced today that it will

March 12, 2020 EX-24.1

Power of attorney

exhibit241

March 12, 2020 EX-21.1

Subsidiaries of the Company

Exhibit 21.1 Subsidiaries of CEC Entertainment, Inc. Subsidiaries Jurisdiction of Formation Percentage of Equity Interest Owned 1. CEC Entertainment Canada, ULC Canada 100% 2. CEC Entertainment Holdings, LLC Nevada 100% 3. SPT Distribution Company, Inc. Texas 100% 4. BHC Acquisition Corporation Texas 100% 5. CEC Entertainment Concepts, L.P. Texas 0.1% by CEC Entertainment, Inc. 99.9% by CEC Entert

March 12, 2020 10-K

Annual Report - 10-K

10-K 1 cecfy201910-k.htm 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 29, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-136

March 9, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 q42019earningsrelease.htm 8-K 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 Date of report (Date of earliest event reported): March 9, 2020 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of

February 6, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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 Date of report (Date of earliest event reported): January 31, 2020 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File N

January 21, 2020 EX-10.1

Employment Agreement, by and between CEC Entertainment, Inc. and David McKillips, dated as of January 4, 2020

EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT, by and between CEC Entertainment, Inc.

January 21, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 appointmentofceo.htm 8-K 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 Date of report (Date of earliest event reported): January 21, 2020 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of in

January 21, 2020 EX-99.1

CEC Entertainment, Inc. Announces Appointment of David McKillips as Chief Executive Officer

Exhibit 99.1 CEC Entertainment, Inc. Announces Appointment of David McKillips as Chief Executive Officer IRVING, Texas, January 21, 2020 - CEC Entertainment, Inc. today announced that, effective immediately, its Board of Directors has appointed David McKillips as Chief Executive Officer, replacing Tom Leverton who has resigned as CEO. The Board of Directors of CEC thanks Mr. Leverton for his servi

November 12, 2019 EX-10.3

Holdings Guarantee and Pledge Agreement, dated as of August 30, 2019, between Queso Holdings Inc., as Holdings, and Credit Suisse AG, Cayman Islands Branch, as Agent (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q (File No. 001-13687) as filed with the Commission on November 12, 2019)

EXECUTION VERSION HOLDINGS GUARANTEE AND PLEDGE AGREEMENT dated and effective as of August 30, 2019 between QUESO HOLDINGS INC.

November 12, 2019 EX-10.2

Collateral Agreement (First Lien), dated as of August 30, 2019, among CEC Entertainment, Inc., as Borrower, each Subsidiary Loan Party party thereto and Credit Suisse AG, Cayman Islands Branch, as Collateral Agent (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q (File No. 001-13687) as filed with the Commission on November 12, 2019)

EXECUTION VERSION COLLATERAL AGREEMENT (FIRST LIEN) dated and effective as of August 30, 2019 among CEC ENTERTAINMENT, INC.

November 12, 2019 EX-10.1

First Lien Credit Agreement, dated as of August 30, 2019, among Queso Holdings Inc., as Holdings, CEC Entertainment, Inc., as Borrower, the Lenders party thereto, and Credit Suisse AG, Cayman Islands Branch, as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 001-13687) as filed with the Commission on November 12, 2019)

EXECUTION VERSION FIRST LIEN CREDIT AGREEMENT Dated as of August 30, 2019 Among QUESO HOLDINGS INC.

November 12, 2019 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-1368

November 12, 2019 EX-10.4

Subsidiary Guarantee Agreement (First Lien), dated as of August 30, 2019, among the subsidiaries of CEC Entertainment, Inc. named therein and Credit Suisse AG, Cayman Islands Branch, as Administrative Agent (incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q (File No. 001-13687) as filed with the Commission on November 12, 2019)

EXECUTION VERSION SUBSIDIARY GUARANTEE AGREEMENT (FIRST LIEN) dated and effective as of August 30, 2019, among The Subsidiaries of CEC Entertainment, Inc.

November 7, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of report (Date of earliest event reported): November 7, 2019 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File N

September 5, 2019 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 Date of report (Date of earliest event reported): August 30, 2019 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Nu

August 16, 2019 8-K

Regulation FD Disclosure

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 Date of report (Date of earliest event reported): August 15, 2019 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Nu

August 14, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of report (Date of earliest event reported): August 14, 2019 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Nu

August 14, 2019 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-13687 CEC

August 6, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 Date of report (Date of earliest event reported): August 1, 2019 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Num

August 1, 2019 8-K

Regulation FD Disclosure

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 Date of report (Date of earliest event reported): August 1, 2019 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Num

July 1, 2019 EX-99.1

Supplemental Materials July 2019 Slide title - Font size: 20 pt Disclaimer FFFFFF R:255 G:255 B:255 Subtitle - Font size: 11 pt These Supplemental Materials supplement, and should be reviewed together with, the CEC Entertainment Investor Presentation

EX-99.1 2 exhibit991.htm EXHIBIT 99.1 Supplemental Materials July 2019 Slide title - Font size: 20 pt Disclaimer FFFFFF R:255 G:255 B:255 Subtitle - Font size: 11 pt These Supplemental Materials supplement, and should be reviewed together with, the CEC Entertainment Investor Presentation dated March 2019. References below to this presentation 682C91 R:104 G:44 B:145 refer to such Investor Presenta

July 1, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of report (Date of earliest event reported): July 1, 2019 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Numbe

July 1, 2019 EX-99.2

CEC ENTERTAINMENT, INC. ANNOUNCES PRELIMINARY UNAUDITED COMPARABLE VENUE SALES RESULTS FOR THE SECOND QUARTER AND YEAR-TO-DATE 2019 Private Placement Concurrent with Business Combination Transaction Increased to $114 Million from $100 Million Issues

Exhibit 99.2 CEC ENTERTAINMENT, INC. ANNOUNCES PRELIMINARY UNAUDITED COMPARABLE VENUE SALES RESULTS FOR THE SECOND QUARTER AND YEAR-TO-DATE 2019 Private Placement Concurrent with Business Combination Transaction Increased to $114 Million from $100 Million Issues Updated Investor Presentation Reiterates Annual Guidance IRVING, Texas - July 1, 2019 - CEC Entertainment, Inc. (?CEC? or the ?Company?),

June 27, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 Date of report (Date of earliest event reported): June 21, 2019 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Numb

May 15, 2019 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-13687 CE

May 14, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of report (Date of earliest event reported): May 14, 2019 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Numbe

April 29, 2019 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 30, 2018 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13687 CEC ENTER

April 8, 2019 EX-99.2

Investor Presentation April 2019 Disclaimer This investor presentation (“Investor Presentation”) is for informational purposes only to assist interested parties in making their own evaluation with respect to the proposed business combination (the “Bu

Investor Presentation April 2019 Disclaimer This investor presentation (?Investor Presentation?) is for informational purposes only to assist interested parties in making their own evaluation with respect to the proposed business combination (the ?Business Combination?) between Leo Holdings Corp.

April 8, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of report (Date of earliest event reported): April 8, 2019 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Numb

April 8, 2019 EX-99.1

CEC ENTERTAINMENT, INC. AND LEO HOLDINGS, CORP. ANNOUNCE EXECUTION OF BUSINESS COMBINATION AGREEMENT Transaction Reintroduces CEC Entertainment, Inc. as a Publicly Listed Company to Trade on the NYSE Joint Investor Conference Call Scheduled for Today

EX-99.1 2 exhibit991pressrelease.htm EXHIBIT 99.1 CEC ENTERTAINMENT, INC. AND LEO HOLDINGS, CORP. ANNOUNCE EXECUTION OF BUSINESS COMBINATION AGREEMENT Transaction Reintroduces CEC Entertainment, Inc. as a Publicly Listed Company to Trade on the NYSE Joint Investor Conference Call Scheduled for Today at 11:00 a.m. ET LONDON, UK & IRVING, TEXAS – April 8, 2019 – CEC Entertainment, Inc. (“CEC” or the

March 26, 2019 8-K

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 Date of report (Date of earliest event reported): March 20, 2019 CEC ENTERTAINMENT,

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 Date of report (Date of earliest event reported): March 20, 2019 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Num

March 12, 2019 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 30, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13687 CEC ENTERTAINMENT, INC. (Ex

March 12, 2019 EX-24.1

Power of attorney

exhibit241

March 12, 2019 EX-10.14

Employment Agreement, dated as of December 20, 2018 between the Company and James A. Howell (incorporated by reference to Exhibit 10.14 to the Company’s Annual Report on Form 10-K (File No. 001-13687) as filed with the Commission on March 12, 2019

EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT, by and between CEC Entertainment, Inc.

March 12, 2019 EX-21.1

Subsidiaries of the Company

Exhibit 21.1 Subsidiaries of CEC Entertainment, Inc. Subsidiaries Jurisdiction of Formation Percentage of Equity Interest Owned 1. CEC Entertainment Canada, ULC Canada 100% 2. CEC Entertainment Holdings, LLC Nevada 100% 3. SPT Distribution Company, Inc. Texas 100% 4. BHC Acquisition Corporation Texas 100% 5. CEC Entertainment Concepts, L.P. Texas 0.1% by CEC Entertainment, Inc. 99.9% by CEC Entert

February 22, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of report (Date of earliest event reported): February 19, 2019 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File

December 20, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 Date of report (Date of earliest event reported): December 18, 2018 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File

November 9, 2018 EX-10.2

Amendment to Employment Agreement, dated as of October 12, 2018, between CEC Entertainment, Inc. and J. Roger Cardinale

AMENDMENT TO EMPLOYMENT AGREEMENT This AMENDMENT TO EMPLOYMENT AGREEMENT, by and between CEC Entertainment, Inc.

November 9, 2018 EX-10.3

Amendment to Employment Agreement, dated as of October 12, 2018, between CEC Entertainment, Inc. and Randy Forsythe

AMENDMENT TO EMPLOYMENT AGREEMENT This AMENDMENT TO EMPLOYMENT AGREEMENT, by and between CEC Entertainment, Inc.

November 9, 2018 EX-10.1

Amendment to Employment Agreement, dated as of October 12, 2018, between CEC Entertainment, Inc. and Thomas Leverton

AMENDMENT TO EMPLOYMENT AGREEMENT This AMENDMENT TO EMPLOYMENT AGREEMENT, by and between CEC Entertainment, Inc.

November 9, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 q32018earningsrelease.htm 8-K 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 Date of report (Date of earliest event reported): November 8, 2018 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction

November 9, 2018 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-1368

October 16, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 Date of report (Date of earliest event reported): October 12, 2018 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File N

September 11, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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 Date of report (Date of earliest event reported): September 10, 2018 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File

August 10, 2018 8-K

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 Date of report (Date of earliest event reported): August 9, 2018 CEC ENTERTAINMENT,

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 Date of report (Date of earliest event reported): August 9, 2018 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Num

August 10, 2018 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 1, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-13687 CEC

August 10, 2018 EX-10.1

Incremental Assumption Agreement (Extended Revolving Facility Commitment) dated as of May 8, 2018

EXECUTION VERSION INCREMENTAL ASSUMPTION AGREEMENT (EXTENDED REVOLVING FACILITY COMMITMENT) This INCREMENTAL ASSUMPTION AGREEMENT (EXTENDED REVOLVING FACILITY COMMITMENT) (this ?Agreement?), dated as of May 8, 2018, is made by and among Queso Holdings Inc.

May 9, 2018 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 1, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-13687 CEC

May 9, 2018 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of report (Date of earliest event reported): May 8, 2018 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Number

April 30, 2018 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13687 CEC ENTER

March 28, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of report (Date of earliest event reported): March 27, 2018 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Num

March 28, 2018 EX-4.5

Third Supplemental Indenture, dated as of March 19, 2015, among CEC Entertainment, Inc., CEC Leaseholder, LLC and Wilmington Trust, National Association

EX-4.5 2 exhibit45thirdsupplemental.htm EXHIBIT 4.5 EXECUTION VERSION THIRD SUPPLEMENTAL INDENTURE THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of March 19, 2015 among CEC LEASEHOLDER, LLC, a Delaware corporation (the “New Subsidiary Guarantor”), a subsidiary of CEC ENTERTAINMENT, INC. (or its successor), a Kansas Corporation (the “Issuer”), and WILMINGTON TRUST, NATIONAL

March 28, 2018 EX-24.1

Fifth Supplemental Indenture, dated as of January 24, 2018, among CEC Entertainment, Inc., CEC Entertainment International, LLC and Wilmington Trust, National Association (incorporated by reference to Exhibit 24.1 to the Company’s Annual Report on Form 10-K (File No. 001-13687) as filed with the Commission on March 28, 2018)

EX-24.1 6 exhibit241.htm EXHIBIT 24.1 Exhibit 24.1 POWER OF ATTORNEY DIRECTORS OF CEC ENTERTAINMENT, INC The undersigned directors of CEC Entertainment, Inc., a Kansas corporation (the "Company"), hereby constitute and appoint Thomas Leverton, Dale R. Black, Rodolfo Rodriguez, Jr., and Laurie E. Priest, and each of them (with full power to each of them to act alone), the true and lawful attorneys-

March 28, 2018 EX-4.6

Fourth Supplemental Indenture, dated as of November 13, 2017, among CEC Entertainment., CEC Leaseholder #2, LLC and Wilmington Trust, National Association

EX-4.6 3 exhibit46fourthsupplementa.htm EXHIBIT 4.6 FOURTH SUPPLEMENTAL INDENTURE FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of November 13, 2017 among CEC LEASEHOLDER #2, LLC, a Delaware limited liability company (the “New Subsidiary Guarantor”), a subsidiary of CEC ENTERTAINMENT, INC. (or its successor), a Kansas Corporation (the “Issuer”), and WILMINGTON TRUST, NATIO

March 28, 2018 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13687 CEC ENTERTAINMENT, INC. (Ex

March 28, 2018 EX-21.1

Subsidiaries of the Company

EX-21.1 5 exhibit211.htm EXHIBIT 21.1 Exhibit 21.1 Subsidiaries of CEC Entertainment, Inc. Subsidiaries Jurisdiction of Formation Percentage of Equity Interest Owned 1. CEC Entertainment Canada, ULC Canada 100% 2. CEC Entertainment Holdings, LLC Nevada 100% 3. SPT Distribution Company, Inc. Texas 100% 4. BHC Acquisition Corporation Texas 100% 5. CEC Entertainment Concepts, L.P. Texas 0.1% by CEC E

March 28, 2018 EX-4.7

Fifth Supplemental Indenture, dated as of January 24, 2018, among CEC Entertainment, Inc., CEC Entertainment International, LLC and Wilmington Trust, National Association

1 FIFTH SUPPLEMENTAL INDENTURE FIFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of January 24, 2018 among CEC ENTERTAINMENT INTERNATIONAL, LLC, a Delaware limited liability company (the “New Subsidiary Guarantor”), a subsidiary of CEC ENTERTAINMENT, INC.

November 13, 2017 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 1, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-13687 C

November 13, 2017 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of report (Date of earliest event reported): November 9, 2017 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File N

August 4, 2017 8-K

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 Date of report (Date of earliest event reported): August 3, 2017 CEC ENTERTAINMENT,

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 Date of report (Date of earliest event reported): August 3, 2017 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Num

August 4, 2017 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 2, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-13687 CEC

May 10, 2017 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 2, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-13687 CEC

May 9, 2017 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of report (Date of earliest event reported): May 8, 2017 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Number

May 1, 2017 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 1, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13687 CEC ENTERTA

March 16, 2017 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 1, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13687 CEC ENTERTAINMENT, INC. (Exac

March 16, 2017 EX-21.1

Subsidiaries of CEC Entertainment, Inc.

Exhibit 21.1 Subsidiaries of CEC Entertainment, Inc. Subsidiaries Jurisdiction of Formation Percentage of Equity Interest Owned 1. CEC Entertainment Canada, Inc. Canada 100% 2. CEC Entertainment Holdings, LLC Nevada 100% 3. SPT Distribution Company, Inc. Texas 100% 4. BHC Acquisition Corporation Texas 100% 5. CEC Entertainment Concepts, L.P. Texas 0.1% by CEC Entertainment, Inc. 99.9% by CEC Enter

March 16, 2017 EX-24.1

POWER OF ATTORNEY DIRECTORS OF CEC ENTERTAINMENT, INC

Exhibit 24.1 POWER OF ATTORNEY DIRECTORS OF CEC ENTERTAINMENT, INC The undersigned directors of CEC Entertainment, Inc., a Kansas corporation (the "Company"), hereby constitute and appoint Thomas Leverton, Dale R. Black, Rodolfo Rodriguez, Jr., and Laurie E. Priest, and each of them (with full power to each of them to act alone), the true and lawful attorneys-in-fact and agents for the undersigned

March 14, 2017 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 q42016earningsrelease.htm 8-K 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 Date of report (Date of earliest event reported): March 13, 2017 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of

January 27, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 Date of report (Date of earliest event reported): January 25, 2017 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File N

November 9, 2016 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 2, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-13687 C

November 8, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of report (Date of earliest event reported): November 7, 2016 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File N

August 9, 2016 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 3, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-13687 CEC

August 5, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of report (Date of earliest event reported): August 4, 2016 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Num

May 10, 2016 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 3, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-13687 CEC

May 6, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of report (Date of earliest event reported): May 6, 2016 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Number

April 5, 2016 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 3, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13687 CEC ENTERTA

March 2, 2016 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 3, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13687 CEC ENTERTAINMENT, INC. (Exac

March 2, 2016 EX-10.13

Employment Agreement, dated as of November 20, 2015, between the Company and Dale R. Black (incorporated by reference to Exhibit 10.13 to the Company’s Annual Report on Form 10-K (File No. 001-13687) as filed with the Commission on March 2, 2016)

EXECUTION COPY EMPLOYMENTAGREEMENT This EMPLOYMENT AGREEMENT, by and between CEC Entertainment, Inc.

March 2, 2016 EX-10.12

Employment Term Sheet, dated as of December 17, 2014 between the Company and Michael Hartman (incorporated by reference to Exhibit 10.12 to the Company’s Annual Report on Form 10-K (File No. 001-13687) as filed with the Commission on March 2, 2016)

1

March 2, 2016 EX-24.1

EX-24.1

March 2, 2016 EX-21.1

Subsidiaries of CEC Entertainment, Inc.

Exhibit 21.1 Subsidiaries of CEC Entertainment, Inc. Subsidiaries Jurisdiction of Formation Percentage of Equity Interest Owned 1. CEC Entertainment Canada, Inc. Canada 100% 2. CEC Entertainment Holdings, LLC Nevada 100% 3. SPT Distribution Company, Inc. Texas 100% 4. BHC Acquisition Corporation Texas 100% 5. CEC Entertainment Concepts, L.P. Texas 0.1% by CEC Entertainment, Inc. 99.9% by CEC Enter

February 26, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of report (Date of earliest event reported): February 25, 2016 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File

February 19, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 Date of Report (Date of earliest event reported): February 12, 2016 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in its charter) Kansas (State or other jurisdiction of incorporation) 1-13687 (Commission File Number)

November 24, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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 Date of Report (Date of earliest event reported): November 20, 2015 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in its charter) Kansas (State or other jurisdiction of incorporation) 1-13687 (Commission File Number)

November 24, 2015 EX-99.1

CEC Entertainment, Inc. Appoints Dale Black as Chief Financial Officer

EXHIBIT 99.1 CEC Entertainment, Inc. Appoints Dale Black as Chief Financial Officer IRVING, Texas, Nov. 24, 2015 /PRNewswire/ - CEC Entertainment, Inc. ("CEC" or the "Company"), which operates Chuck E. Cheese's and Peter Piper Pizza restaurants, today announced the appointment of Dale Black as Chief Financial Officer, effective November 20, 2015. Mr. Black will replace Temple Weiss, who will be pu

November 10, 2015 CORRESP

* * * Page 2

CEC Entertainment 1707 Market Place Blvd., Suite 200, Irving, TX 75063 phone 972.258.8507 :: fax 214.627.8254 November 10, 2015 VIA EDGAR Melissa Raminpour Branch Chief Securities and Exchange Commission Division of Corporation Finance Washington, D.C. 20549 Re: CEC Entertainment, Inc. Form 10-K for the Fiscal Year Ended December 28, 2014 Filed March 5, 2015 Form 8-Ks filed July 30, 2015, May 8, 2

November 5, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 27, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-1368

October 30, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of report (Date of earliest event reported): October 30, 2015 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File N

August 4, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 28, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-13687 CEC

July 30, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of report (Date of earliest event reported): July 30, 2015 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Numb

May 12, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 29, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-13687 CE

May 8, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of report (Date of earliest event reported): May 8, 2015 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Number

March 5, 2015 EX-4.4

Second Supplemental Indenture, dated as of November 20, 2014, among Peter Piper Holdings, Inc., CEC Entertainment, Inc., Peter Piper Inc., Peter Piper Mexico, LLC, Peter Piper Texas, LLC, Texas PP Beverage, Inc. and Wilmington Trust, National Association (incorporated by reference to Exhibit 4.4 to the Company’s Annual Report on Form 10-K (File No. 001-13687) as filed with the Commission on March 5, 2015)

4 Doc#: US1:9685093v3 SECOND SUPPLEMENTAL INDENTURE SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of November 20, 2014 among PETER PIPER HOLDINGS, INC.

March 5, 2015 EX-14.1

CEC ENTERTAINMENT, INC. CODE OF BUSINESS CONDUCT AND ETHICS As amended on October 31, 2014 Table of Contents

CEC ENTERTAINMENT, INC. CODE OF BUSINESS CONDUCT AND ETHICS As amended on October 31, 2014 Table of Contents Page Message from the President and CEO 3 Introduction 4 Compliance with Laws 5 Conflicts of Interest. 8 Fair Dealing 11 Responding to Inquiries from the Press, Securities Analysts, Investors and Others 11 Political Activity 12 Safeguarding Corporate Assets 12 Confidentiality 12 Equal Emplo

March 5, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 28, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13687 CEC ENTERTAINMENT, INC. (Ex

February 27, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of report (Date of earliest event reported): February 27, 2015 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File

February 10, 2015 SC 13G/A

United States Securities and Exchange Commission Washington, D.C. 20549

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* CEC ENTERTAINMENT, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 125137109 (CUSIP Number) DECEMBER 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

January 5, 2015 CORRESP

CEC Entertainment, Inc. 4441 West Airport Freeway Irving, Texas 75062

CEC Entertainment, Inc. 4441 West Airport Freeway Irving, Texas 75062 January 5, 2014 VIA EDGAR Melissa Raminpour Branch Chief Securities and Exchange Commission Division of Corporation Finance Washington, D.C. 20549 Re: CEC Entertainment, Inc. Form 10-Q for the fiscal quarter ended September 28, 2014 Filed November 12, 2014 File No. 001-13687 Dear Ms. Raminpour: We hereby respond to the comments

November 12, 2014 EX-4.1

First Supplemental Indenture, dated as of October 9, 2014, among CEC Entertainment, Inc., CEC Entertainment Leasing Company and Wilmington Trust, National Association (incorporated by reference to Exhibit 4.1 to the Company’s Quarterly Report on Form 10-Q (File No. 001-13687) as filed with the Commission on November 12, 2014)

EXECUTION VERSION FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of October 9, 2014 among CEC ENTERTAINMENT LEASING COMPANY, a Delaware corporation (the “New Subsidiary Guarantor”), a subsidiary of CEC ENTERTAINMENT, INC.

November 12, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 28, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-1368

October 28, 2014 424B3

CEC Entertainment, Inc. Exchange Offer for $255,000,000 8.000% Senior Notes due 2022

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-199298 PROSPECTUS CEC Entertainment, Inc. Exchange Offer for $255,000,000 8.000% Senior Notes due 2022 The Notes and the Guarantees • We are offering to exchange $255,000,000 of registered 8.000% Senior Notes due 2022 and certain related guarantees, which we refer to collectively as the “exchange notes,” for a like aggregate a

October 14, 2014 EX-99.4

CEC ENTERTAINMENT, INC. Offer to Exchange $255,000,000 Aggregate Principal Amount of its 8.000% Senior Notes due 2022 (CUSIP Number 125137 AB5) For a Like Aggregate Principal Amount of its 8.000% Senior Notes due 2022 (CUSIP Numbers 125137 AA7 / U122

Exhibit 99.4 CEC ENTERTAINMENT, INC. Offer to Exchange $255,000,000 Aggregate Principal Amount of its 8.000% Senior Notes due 2022 (CUSIP Number 125137 AB5) For a Like Aggregate Principal Amount of its 8.000% Senior Notes due 2022 (CUSIP Numbers 125137 AA7 / U1222R AA5) To Registered Holders: We are enclosing the materials listed below in connection with the offer (the ?Exchange Offer?) by CEC Ent

October 14, 2014 EX-3.8

BYLAWS SPT DISTRIBUTION COMPANY, INC. ARTICLE I.

EX-3.8 Exhibit 3.8 BYLAWS OF SPT DISTRIBUTION COMPANY, INC. ARTICLE I. OFFICE 1.1 The corporation may have offices at such places, both within and without the State of Texas, as the board of directors may from time to time determine or the business of the corporation may require. 1.2 The initial registered office and initial registered agent of the corporation shall be as set out in the articles o

October 14, 2014 EX-3.15

State of Delaware Secretary of State Division of Corporations Delivered 06:23 PM 07/28/2014 FILED 06:04 PM 07/28/2014 SRV 141005840 ? 5576442 FILE

EX-3.15 Exhibit 3.15 State of Delaware Secretary of State Division of Corporations Delivered 06:23 PM 07/28/2014 FILED 06:04 PM 07/28/2014 SRV 141005840 – 5576442 FILE ARTICLES OF INCORPORATION OF CEC ENTERTAINMENT LEASING COMPANY The undersigned, for the purpose of organizing a corporation for conducting the business and promoting the purposes hereinafter stated, under the provisions and subject

October 14, 2014 EX-10.8

Employment Agreement, dated as of October 9, 2014, between the Company and Temple Weiss (incorporated by reference to Exhibit 10.8 to the Company’s Registration Statement on Form S-4 (File No. 333-199298) as filed with the Commission on October 14, 2014)

EX-10.8 Exhibit 10.8 EXECUTION VERSION EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT, by and between CEC Entertainment, Inc., a Kansas corporation (the “Company”), and Temple Weiss (“Executive”) (collectively, the “Parties”) is made as of October 9, 2014 (the “Effective Date”). WHEREAS, the Company and Executive have previously entered into an employment term sheet, dated as of September 10, 2014

October 14, 2014 EX-10.7

Employment Agreement, dated as of July 30, 2014, between the Company and Randy Forsythe (incorporated by reference to Exhibit 10.7 to the Company’s Registration Statement on Form S-4 (File No. 333-199298) as filed with the Commission on October 14, 2014)

EX-10.7 Exhibit 10.7 EXECUTION VERSION EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT, by and between CEC Entertainment, Inc., a Kansas corporation (the “Company”), and Randy Forsythe (“Executive”) (collectively the “Parties”) is made as of July 30, 2014 (the “Effective Date”). WHEREAS, the Company and Executive have previously entered into an employment term sheet, dated as of April 14, 2014 (the

October 14, 2014 EX-10.11

Form of Queso Holdings Inc. 2014 Equity Incentive Plan Stock Option Agreement (incorporated by reference to Exhibit 10.11 to the Company’s Registration Statement on Form S-4 (File No. 333-199298) as filed with the Commission on October 14, 2014)

EX-10.11 Exhibit 10.11 EXECUTION VERSION QUESO HOLDINGS INC. 2014 EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT (this “Agreement”), made as of this [•], 2014 (the “Date of Grant”), by and between Queso Holdings Inc., a Delaware corporation (the “Company”), and the grantee whose name appears on the signature page hereto (the “Participant”). Capitalized terms used herein w

October 14, 2014 EX-3.1

Third Restated Articles of Incorporation of CEC Entertainment, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-4 (File No. 333-199298) as filed with the Commission on October 14, 2014)

Exhibit 3.1 THIRD RESTATED ARTICLES OF INCORPORATION OF CEC ENTERTAINMENT, INC. CEC Entertainment, Inc., a corporation organized and existing under the laws of the State of Kansas, hereby certifies as follows: I. The name of the corporation is CEC Entertainment, Inc. and the name under which the corporation was originally incorporated was ShowBiz Pizza Place, Inc, Its original Articles of Incorpor

October 14, 2014 EX-3.11

ARTICLES OF INCORPORATION HOSPITALITY DISTRIBUTION INCORPORATED

EX-3.11 Exhibit 3.11 ARTICLES OF INCORPORATION OF HOSPITALITY DISTRIBUTION INCORPORATED ARTICLE ONE The name of the corporation is HOSPITALITY DISTRIBUTION INCORPORATED. ARTICLE TWO The period of its duration is perpetual. ARTICLE THREE The purpose or purposes for which the corporation is duly organized are: The transaction of any or all lawful business for which a corporation may be incorporated

October 14, 2014 EX-10.9

Non-Employee Director Term Sheet, dated as of July 30, 2014, between the Company and Allen R. Weiss (incorporated by reference to Exhibit 10.9 to the Company’s Registration Statement on Form S-4 (File No. 333-199298) as filed with the Commission on October 14, 2014)

EX-10.9 Exhibit 10.9 EXECUTION VERSION Non-Employee Director Term Sheet Set forth below are the key terms of the proposed arrangement concerning the service of the Director (as defined below) to the Board of Directors (the “Board”) of CEC Entertainment, Inc. (the “Company”). This term sheet constitutes the entire agreement between the parties hereto and is hereafter referred to as the “Agreement.”

October 14, 2014 EX-3.6

AGREEMENT OF LIMITED PARTNERSHIP SHOWBIZ MERCHANDISING, L.P.

EX-3.6 Exhibit 3.6 AGREEMENT OF LIMITED PARTNERSHIP OF SHOWBIZ MERCHANDISING, L.P. This Agreement of Limited Partnership of ShowBiz Merchandising, L.P. (as amended from time to time, the “Agreement”) is made and entered into as of the 21st day of November, 2002, by and among CEC Entertainment, Inc., a Kansas corporation, as general partner (the “General Partner”), and CEC Entertainment Holdings, L

October 14, 2014 EX-5.4

October 10, 2014

Exhibit 5.4 200 Crescent Court, Suite 300 Dallas, Texas 75201 +1 214 746 7700 tel +1 214 746 7777 fax October 10, 2014 CEC Entertainment Concepts, L.P. SPT Distribution Company, Inc. BHC Acquisition Corporation Hospitality Distribution Incorporated SB Hospitality Corporation 4441 W Airport Fwy Irving, TX 75062 Ladies and Gentlemen: We have acted as special counsel to (a) CEC Entertainment Concepts

October 14, 2014 EX-99.2

NOTICE OF GUARANTEED DELIVERY CEC ENTERTAINMENT, INC. Offer to Exchange $255,000,000 Aggregate Principal Amount of its 8.000% Senior Notes due 2022 (CUSIP Number 125137 AB5) which Have Been Registered under the Securities Act of 1933 for a Like Aggre

EX-99.2 Exhibit 99.2 NOTICE OF GUARANTEED DELIVERY CEC ENTERTAINMENT, INC. Offer to Exchange $255,000,000 Aggregate Principal Amount of its 8.000% Senior Notes due 2022 (CUSIP Number 125137 AB5) which Have Been Registered under the Securities Act of 1933 for a Like Aggregate Principal Amount of their 8.000% Senior Notes due 2022 (CUSIP Numbers 125137 AA7 / U1222R AA5) This form or one substantiall

October 14, 2014 EX-3.12

BYLAWS HOSPITALITY DISTRIBUTION INCORPORATED ARTICLE I.

EX-3.12 Exhibit 3.12 BYLAWS OF HOSPITALITY DISTRIBUTION INCORPORATED ARTICLE I. OFFICE 1.1 The corporation may have offices at such places, both within and without the State of Texas, as the board of directors may from time to time determine or the business of the corporation may require. 1.2 The initial registered office and initial registered agent of the corporation shall be as set out in the a

October 14, 2014 EX-3.14

BYLAWS SB HOSPITALITY CORPORATION ARTICLE I.

EX-3.14 Exhibit 3.14 BYLAWS OF SB HOSPITALITY CORPORATION ARTICLE I. OFFICE 1.1 The corporation may have offices at such places, both within and without the State of Texas, as the board of directors may from time to time determine or the business of the corporation may require. 1.2 The initial registered office and initial registered agent of the corporation shall be as set out in the articles of

October 14, 2014 EX-4.1

Indenture, dated as of February 19, 2014, among CEC Entertainment, Inc., the Subsidiary Guarantors party thereto from time to time and Wilmington Trust, National Association (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-4 (File No. 333-199298) as filed with the Commission on October 14, 2014)

Exhibit 4.1 EXECUTION VERSION CEC ENTERTAINMENT, INC. as Issuer and the Subsidiary Guarantors party hereto from time to time 8.000% Senior Notes due 2022 INDENTURE Dated as of February 19, 2014 and Wilmington Trust, National Association as Trustee TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE SECTION 1.01 Definitions 1 SECTION 1.02 Other Definitions 49 SECTION 1.03 Ru

October 14, 2014 EX-5.3

October 10, 2014

EX-5.3 Exhibit 5.3 October 10, 2014 CEC Entertainment, Inc. 4441 West Airport Freeway Irving, Texas 75062 Ladies and Gentlemen: We have acted as special Nevada counsel to CEC Entertainment, Inc., a Kansas corporation (the “Company”) and CEC Entertainment Holdings, LLC, a Nevada limited liability company (the “Nevada Guarantor”), in connection with the filing by the Company of a registration statem

October 14, 2014 EX-99.3

CEC ENTERTAINMENT, INC. Offer to Exchange $255,000,000 Aggregate Principal Amount of its 8.000% Senior Notes due 2022 (CUSIP Number 125137 AB5) For a Like Aggregate Principal Amount of its 8.000% Senior Notes due 2022 (CUSIP Numbers 125137 AA7 / U122

EX-99.3 Exhibit 99.3 CEC ENTERTAINMENT, INC. Offer to Exchange $255,000,000 Aggregate Principal Amount of its 8.000% Senior Notes due 2022 (CUSIP Number 125137 AB5) For a Like Aggregate Principal Amount of its 8.000% Senior Notes due 2022 (CUSIP Numbers 125137 AA7 / U1222R AA5) To Our Clients: Enclosed for your consideration is a prospectus dated [—], 2014 (the “Prospectus”), of CEC Entertainment,

October 14, 2014 EX-3.7

ARTICLES OF INCORPORATION SPT DISTRIBUTION COMPANY, INC.

Exhibit 3.7 ARTICLES OF INCORPORATION OF SPT DISTRIBUTION COMPANY, INC. ARTICLE ONE The name of the corporation is SPT DISTRIBUTION COMPANY, INC. ARTICLE TWO The period of its duration is perpetual. ARTICLE THREE The purpose or purposes for which the corporation is duly organized are: The transaction of any or all lawful business for which a corporation may be incorporated under the Texas Business

October 14, 2014 EX-3.2

Second Amended and Restated Bylaws of CEC Entertainment, Inc. (incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form S-4 (File No. 333-199298) as filed with the Commission on October 14, 2014)

EX-3.2 Exhibit 3.2 Amended and Restated February 14, 2014 SECOND AMENDED AND RESTATED BYLAWS OF CEC ENTERTAINMENT, INC. OFFICES 1. Registered Office and Resident Agent. The location of the registered office and the name of the resident agent of the corporation in the State of Kansas shall be as stated in the articles of incorporation or shall be as determined from time to time by resolution of the

October 14, 2014 EX-12.1

Computation of Earnings to Fixed Charges

EX-12.1 Exhibit 12.1 Computation of Earnings to Fixed Charges The following table sets forth information regarding the registrant’s ratio of earnings to fixed charges for the periods shown. For purposes of determining the ratio of earnings to fixed charges, earnings consist of income from continuing operations before income taxes, fixed charges and amortization of capitalized interest. Fixed charg

October 14, 2014 EX-3.5

CERTIFICATE OF LIMITED PARTNERSHIP SHOWBIZ MERCHANDISING, L.P.

EX-3.5 Exhibit 3.5 CERTIFICATE OF LIMITED PARTNERSHIP OF SHOWBIZ MERCHANDISING, L.P. The undersigned, as general partner (the “General Partner”) of ShowBiz Merchandising, L.P. (the “Partnership”), desiring to form a limited partnership pursuant to the Texas Revised Limited Partnership Act (“TRLPA”), as set forth in the Revised Civil Statutes of the State of Texas, hereby certifies and states as fo

October 14, 2014 EX-25.1

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE

EX-25.1 Exhibit 25.1 File No. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ¨ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) WILMINGTON TRUST, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) 16-148645

October 14, 2014 EX-10.2

Collateral Agreement (First Lien), dated as of February 14, 2014, among CEC Entertainment, Inc. (as successor by merger on the date thereof to Q Merger Sub Inc.), as Borrower, each Subsidiary Loan Party party thereto and Deutsche Bank AG New York Branch, as Collateral Agent (incorporated by reference to Exhibit 10.2 to the Company’s Registration Statement on Form S-4 (File No. 333-199298) as filed with the Commission on October 14, 2014)

Exhibit 10.2 EXECUTION COPY COLLATERAL AGREEMENT (FIRST LIEN) dated and effective as of February 14, 2014 among CEC ENTERTAINMENT, INC. (as successor by merger on the date hereof to Q MERGER SUB INC.), as Borrower, each Subsidiary Loan Party party hereto and DEUTSCHE BANK AG NEW YORK BRANCH, as Collateral Agent TABLE OF CONTENTS Page ARTICLE I Definitions SECTION 1.01. Credit Agreement 1 SECTION 1

October 14, 2014 EX-10.6

Employment Agreement, dated as of July 30, 2014, between the Company and J. Roger Cardinale (incorporated by reference to Exhibit 10.6 to the Company’s Registration Statement on Form S-4 (File No. 333-199298) as filed with the Commission on October 14, 2014)

Exhibit 10.6 EXECUTION VERSION EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT, by and between CEC Entertainment, Inc., a Kansas corporation (the ?Company?), and J. Roger Cardinale (?Executive?) (collectively, the ?Parties?) is made as of July 30, 2014 (the ?Effective Date?). WHEREAS, the Company and Executive have previously entered into an employment term sheet, dated as of April 11, 2014 (the ?P

October 14, 2014 EX-10.5

Employment Agreement, dated as of July 30, 2014, between the Company and Thomas Leverton (incorporated by reference to Exhibit 10.5 to the Company’s Registration Statement on Form S-4 (File No. 333-199298) as filed with the Commission on October 14, 2014)

EX-10.5 Exhibit 10.5 EXECUTION VERSION EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT, by and between CEC Entertainment, Inc., a Kansas corporation (the “Company”), and Thomas Leverton (“Executive”) (collectively the “Parties”) is made as of July 30, 2014 (the “Effective Date”). WHEREAS, the Company and Executive have previously entered into an employment term sheet, dated as of July 2, 2014 (the

October 14, 2014 EX-10.10

Queso Holdings Inc. 2014 Equity Incentive Plan, as adopted on August 21, 2014 (incorporated by reference to Exhibit 10.10 to the Company’s Registration Statement on Form S-4 (File No. 333-199298) as filed with the Commission on October 14, 2014)

Exhibit 10.10 AS ADOPTED QUESO HOLDINGS INC. 2014 EQUITY INCENTIVE PLAN 1. Purpose. The purpose of the Queso Holdings Inc. 2014 Equity Incentive Plan is to provide a means through which the Company and its Affiliates may attract and retain key personnel and to provide a means whereby directors, officers, employees, consultants and advisors (and prospective directors, officers, employees, consultan

October 14, 2014 EX-3.13

ARTICLES OF INCORPORATION SB HOSPITALITY CORPORATION

EX-3.13 Exhibit 3.13 ARTICLES OF INCORPORATION OF SB HOSPITALITY CORPORATION ARTICLE ONE The name of the corporation is SB HOSPITALITY CORPORATION. ARTICLE TWO The period of its duration is perpetual. ARTICLE THREE The purpose or purposes for which the corporation is organized are: The transaction of any or all lawful business for which a corporation may be incorporated under the Texas Business Co

October 14, 2014 EX-3.9

ARTICLES OF INCORPORATION FJ ACQUISITION COMPANY

EX-3.9 Exhibit 3.9 ARTICLES OF INCORPORATION OF FJ ACQUISITION COMPANY I, the undersigned natural person of the age of eighteen (18) years or more, acting as the incorporator of a corporation under the Texas Business Corporation Act, do hereby adopt the following Articles of Incorporation for such corporation. ARTICLE ONE The name of the corporation is FJ Acquisition Company. ARTICLE TWO The perio

October 14, 2014 EX-4.2

Registration Rights Agreement, dated as of February 19, 2014, among CEC Entertainment, Inc., the Subsidiary Guarantors, Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc. (incorporated by reference to Exhibit 4.2 to the Company’s Registration Statement on Form S-4 (File No. 333-199298) as filed with the Commission on October 14, 2014)

EX-4.2 Exhibit 4.2 Execution Copy REGISTRATION RIGHTS AGREEMENT Dated February 19, 2014 among CEC ENTERTAINMENT, INC. THE SUBSIDIARY GUARANTORS NAMED HEREIN and CREDIT SUISSE SECURITIES (USA) LLC DEUTSCHE BANK SECURITIES INC. REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT is made and entered into as of February 19, 2014 (the “Agreement”), among CEC Entertainment, Inc., a Kansas C

October 14, 2014 EX-10.1

First Lien Credit Agreement, dated as of February 14, 2014, among Queso Holdings Inc., as Holdings, Q Merger Sub Inc., as Borrower, the Lenders party thereto, Deutsche Bank AG New York Branch, as Administrative Agent, Deutsche Bank Securities Inc., Credit Suisse Securities (USA) LLC, Morgan Stanley Senior Funding, Inc. and UBS Securities LLC, as Joint Lead Arrangers and Joint Bookrunners, Credit Suisse Securities (USA) LLC, as Syndication Agent, and Morgan Stanley Senior Funding, Inc. and UBS Securities LLC, as Documentation Agents (incorporated by reference to Exhibit 10.1 to the Company’s Registration Statement on Form S-4 (File No. 333-199298) as filed with the Commission on October 14, 2014)

EX-10.1 Table of Contents Exhibit 10.1 Execution Version CONFIDENTIAL FIRST LIEN CREDIT AGREEMENT Dated as of February 14, 2014 Among QUESO HOLDINGS INC., as Holdings, Q MERGER SUB INC. (to be merged on the Closing Date with and into CEC ENTERTAINMENT, INC.), as Borrower, THE LENDERS PARTY HERETO, DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent, DEUTSCHE BANK SECURITIES INC., CREDIT SUIS

October 14, 2014 EX-2.1

Agreement and Plan of Merger, dated as of January 15, 2014, among Queso Holdings Inc., Q Merger Sub Inc., and CEC Entertainment, Inc. (incorporated by reference to Exhibit 2.1 to the Company’s Registration Statement on Form S-4 (File No. 333-199298) as filed with the Commission on October 14, 2014)

EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among QUESO HOLDINGS INC., Q MERGER SUB INC. and CEC ENTERTAINMENT, INC. Dated as of January 15, 2014 TABLE OF CONTENTS Page ARTICLE I THE OFFER 2 SECTION 1.1 The Offer 2 SECTION 1.2 Company Actions 6 SECTION 1.3 Directors of the Company 7 SECTION 1.4 Top-Up Option 9 SECTION 1.5 Offer Documents; Schedule 14D-9; Proxy Statement 10 AR

October 14, 2014 EX-3.4

OPERATING AGREEMENT CEC ENTERTAINMENT HOLDINGS, LLC (A Nevada Limited Liability Company)

EX-3.4 Exhibit 3.4 OPERATING AGREEMENT OF CEC ENTERTAINMENT HOLDINGS, LLC (A Nevada Limited Liability Company) This Operating Agreement of CEC Entertainment Holdings, LLC, dated as of December 18, 2002 (the “Agreement”), is adopted by CEC Entertainment, Inc., a Kansas corporation (“CEC”), as the sole member of CEC Entertainment Holdings, LLC (the “Company”). R E C I T A L S A. The Member desires t

October 14, 2014 EX-99.1

LETTER OF TRANSMITTAL To Tender for Exchange $255,000,000 Aggregate Principal Amount 8.000% Senior Notes due 2022 (CUSIP Numbers 125137 AA7 / U1222R AA5) CEC Entertainment, Inc.

Exhibit 99.1 LETTER OF TRANSMITTAL To Tender for Exchange $255,000,000 Aggregate Principal Amount 8.000% Senior Notes due 2022 (CUSIP Numbers 125137 AA7 / U1222R AA5) CEC Entertainment, Inc. THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON [?], 2014, UNLESS EXTENDED (THE ?EXPIRATION DATE?). TENDERS OF INITIAL NOTES MAY BE WITHDRAWN PRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON THE

October 14, 2014 EX-10.3

Holdings Guarantee and Pledge Agreement, dated as of February 14, 2014, between Queso Holdings Inc., as Holdings, and Deutsche Bank AG New York Branch, as Agent (incorporated by reference to Exhibit 10.3 to the Company’s Registration Statement on Form S-4 (File No. 333-199298) as filed with the Commission on October 14, 2014)

EX-10.3 Exhibit 10.3 EXECUTION VERSION HOLDINGS GUARANTEE AND PLEDGE AGREEMENT dated and effective as of February 14, 2014 between QUESO HOLDINGS INC., as Holdings and DEUTSCHE BANK AG NEW YORK BRANCH, as Agent TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 SECTION 1.01. Credit Agreement 1 SECTION 1.02. Other Defined Terms 1 ARTICLE II GUARANTEE 5 SECTION 2.01. The Guarantee 5 ARTICLE III PLEDGE O

October 14, 2014 EX-10.4

Subsidiary Guarantee Agreement (First Lien), dated as of February 14, 2014, among the subsidiaries of CEC Entertainment, Inc. named therein and Deutsche Bank AG New York Branch, as Collateral Agent (incorporated by reference to Exhibit 10.4 to the Company’s Registration Statement on Form S-4 (File No. 333-199298) as filed with the Commission on October 14, 2014)

EX-10.4 Exhibit 10.4 EXECUTION VERSION SUBSIDIARY GUARANTEE AGREEMENT (FIRST LIEN) dated and effective as of February 14, 2014, among The Subsidiaries of CEC Entertainment, Inc. Named Herein and DEUTSCHE BANK AG NEW YORK BRANCH, as Collateral Agent TABLE OF CONTENTS Page 1. DEFINITIONS 1 2. THE GUARANTY 1 3. FURTHER ASSURANCES 4 4. PAYMENTS FREE AND CLEAR OF TAXES 4 5. OTHER TERMS 4 6. INDEMNITY;

October 14, 2014 EX-21.1

Subsidiaries of CEC Entertainment, Inc. Subsidiaries Jurisdiction of Formation Percentage of Equity Interest Owned 1. CEC Entertainment Canada, Inc. Canada 100% 2. CEC Entertainment Holdings, LLC Nevada 100% 3. SPT Distribution Company, Inc. Texas 10

EX-21.1 Exhibit 21.1 Subsidiaries of CEC Entertainment, Inc. Subsidiaries Jurisdiction of Formation Percentage of Equity Interest Owned 1. CEC Entertainment Canada, Inc. Canada 100% 2. CEC Entertainment Holdings, LLC Nevada 100% 3. SPT Distribution Company, Inc. Texas 100% 4. BHC Acquisition Corporation Texas 100% 5. CEC Entertainment Concepts, L.P. Texas 0.1% by CEC Entertainment, Inc. 99.9% by C

October 14, 2014 EX-3.10

BYLAWS BHC ACQUISITION CORPORATION ARTICLE I.

Exhibit 3.10 Amended, July 1, 1987 BYLAWS OF BHC ACQUISITION CORPORATION ARTICLE I. OFFICE 1.1 The corporation may have offices at such places, both within and without the State of Texas, as the board of directors may from time to time determine or the business of the corporation may require. 1.2 The initial registered office and initial registered agent of the corporation shall be as set out in t

October 14, 2014 EX-3.16

BYLAWS CEC ENTERTAINMENT LEASING COMPANY ARTICLE I. OFFICES

EX-3.16 Exhibit 3.16 BYLAWS OF CEC ENTERTAINMENT LEASING COMPANY ARTICLE I. OFFICES The registered office of this corporation shall be in the County of New Castle, State of Delaware. The corporation may also have offices at such other places both within and without the State of Delaware as the Board of Directors may from time to time determine or the business of the corporation may require. ARTICL

October 14, 2014 EX-3.3

ARTICLES OF ORGANIZATION CEC ENTERTAINMENT HOLDINGS, LLC

EX-3.3 Exhibit 3.3 ARTICLES OF ORGANIZATION OF CEC ENTERTAINMENT HOLDINGS, LLC The undersigned, a natural person of the age of eighteen (18) years or more, acting as organizer of a limited liability company under Chapter 86 of the Nevada Revised Statutes, as amended, (“NRS 86”), does hereby adopt the following Articles of Organization. ARTICLE ONE The name of the limited liability company is CEC E

October 14, 2014 S-4

As filed with the Securities and Exchange Commission on October 14, 2014 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 CEC Entertainment, Inc. (Exact name of registr

Form S-4 Table of Contents As filed with the Securities and Exchange Commission on October 14, 2014 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 17, 2014 15-12B

- FORM 15

FORM 15 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-13687 CEC ENTERTAINMENT, INC. (Exact name of registrant as speci

March 5, 2014 EX-99.25

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on March 17, 2014, pursuant to the provisions of Rule 12d2-2 (a).

February 28, 2014 15-12B

- 15-12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-13687 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in

February 24, 2014 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on February 24, 2014 Registration No.

February 24, 2014 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on February 24, 2014 Registration No.

February 24, 2014 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on February 24, 2014 Registration No.

February 24, 2014 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on February 24, 2014 Registration No.

February 24, 2014 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on February 24, 2014 Registration No.

February 24, 2014 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on February 24, 2014 Registration No.

February 24, 2014 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on February 24, 2014 Registration No.

February 24, 2014 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on February 24, 2014 Registration No.

February 24, 2014 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on February 24, 2014 Registration No.

February 24, 2014 S-8 POS

- S-8 POS

S-8 POS 1 d681136ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on February 24, 2014 Registration No. 333-103572 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO Form S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in its charter) Kansas 48-09

February 24, 2014 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on February 24, 2014 Registration No.

February 24, 2014 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on February 24, 2014 Registration No.

February 24, 2014 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on February 24, 2014 Registration No.

February 24, 2014 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on February 24, 2014 Registration No.

February 24, 2014 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on February 24, 2014 Registration No.

February 24, 2014 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on February 24, 2014 Registration No.

February 24, 2014 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on February 24, 2014 Registration No.

February 24, 2014 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on February 24, 2014 Registration No.

February 24, 2014 S-8 POS

- S-8 POS

As filed with the Securities and Exchange Commission on February 24, 2014 Registration No.

February 18, 2014 EX-99.25

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on March 3, 2014, pursuant to the provisions of Rule 12d2-2 (a).

February 14, 2014 SC TO-T/A

- SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR SECTION 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 7) CEC ENTERTAINMENT, INC. (Names of Subject Company (Issuer)) Q MERGER SUB INC. (Name of Filing Persons (Offeror)) a wholly owned subsidiary of QUESO HOLDINGS INC. (Name of Filing

February 14, 2014 EX-3.2

SECOND AMENDED AND RESTATED BYLAWS CEC ENTERTAINMENT, INC.

EX-3.2 Exhibit 3.2 SECOND AMENDED AND RESTATED BYLAWS OF CEC ENTERTAINMENT, INC. OFFICES 1. Registered Office and Resident Agent. The location of the registered office and the name of the resident agent of the corporation in the State of Kansas shall be as stated in the articles of incorporation or shall be as determined from time to time by resolution of the board of directors and on file in the

February 14, 2014 EX-3.1

THIRD RESTATED ARTICLES OF INCORPORATION CEC ENTERTAINMENT, INC.

EX-3.1 Exhibit 3.1 THIRD RESTATED ARTICLES OF INCORPORATION OF CEC ENTERTAINMENT, INC. CEC Entertainment, Inc., a corporation organized and existing under the laws of the State of Kansas, hereby certifies as follows: I. The name of the corporation is CEC Entertainment, Inc. and the name under which the corporation was originally incorporated was ShowBiz Pizza Place, Inc. Its original Articles of I

February 14, 2014 SC 13G/A

CEC / COUNTY OF CECIL MD - 5.0% 2022-08-01 / Wellington Management Group LLP - DISCLOSURE DOCUMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* CEC Entertainment, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 125137109 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

February 14, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

8-K 1 d676495d8k.htm FORM 8-K 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 Date of Report (Date of earliest event reported): February 14, 2014 CEC ENTERTAINMENT, INC. (Exact Name of Registrant as Specified in its Charter) Kansas 1-13687 48-0905805 (State or other jurisdiction o

February 14, 2014 EX-99.(A)(1)(H)

Apollo Global Management Announces Completion of its Acquisition of CEC Entertainment, Inc.

Exhibit (a)(1)(H) Apollo Global Management Announces Completion of its Acquisition of CEC Entertainment, Inc.

February 14, 2014 8-K

Regulation FD Disclosure, Changes in Control of Registrant, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

8-K 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 Date of Report (Date of earliest event reported): February 14, 2014 CEC ENTERTAINMENT, INC. (Exact Name of Registrant as Specified in its Charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of Incorporation) (Commissi

February 14, 2014 SC 14D9/A

- SC 14D9/A

SC 14D9/A 1 d672665dsc14d9a.htm SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3) CEC Entertainment, Inc. (Name of Subject Company) CEC Entertainment, Inc. (Name of Person(s) Filing Statement) Common Stock, par value $0.10 per share (T

February 14, 2014 EX-99.1

Apollo Global Management Announces Completion of its Acquisition of CEC Entertainment, Inc.

EX-99.1 Exhibit 99.1 Apollo Global Management Announces Completion of its Acquisition of CEC Entertainment, Inc. Company Release – 2/14/2014 NEW YORK, NY—(BUSINESS WIRE)—An affiliate of Apollo Global Management, LLC (NYSE: APO) (“Apollo”) and CEC Entertainment, Inc. (NYSE: CEC) (“CEC” or the “Company”) today announced the successful completion of the previously announced transaction, whereby Apoll

February 13, 2014 SC 13G/A

CEC / COUNTY OF CECIL MD - 5.0% 2022-08-01 / AMERICAN CENTURY INVESTMENT MANAGEMENT INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 cecentertainment13g-a2.htm SCHEDULE 13G/A United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* CEC ENTERTAINMENT, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 125137109 (CUSIP Number) DECEMBER 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropr

February 12, 2014 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 29, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13687 CEC ENTER

February 12, 2014 SC 13G/A

CEC / COUNTY OF CECIL MD - 5.0% 2022-08-01 / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 cecentertanmentinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4 )* Name of issuer: CEC Entertainment Inc Title of Class of Securities: Common Stock CUSIP Number: 125137109 Date of Event Which Requires Filing of this Statement: December 31, 2013 Check the appropriate box to designate the rule pursua

February 10, 2014 SC 13G/A

CEC / COUNTY OF CECIL MD - 5.0% 2022-08-01 / Wellington Management Group LLP - DISCLOSURE DOCUMENT Passive Investment

SC 13G/A 1 secfiling.htm DISCLOSURE DOCUMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* CEC Entertainment, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 125137109 (CUSIP Number) January 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box

February 7, 2014 SC TO-T/A

- SC TO-T/A

SC TO-T/A 1 d668954dsctota.htm SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR SECTION 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 6) CEC ENTERTAINMENT, INC. (Names of Subject Company (Issuer)) Q MERGER SUB INC. (Name of Filing Persons (Offeror)) a wholly owned subsidiar

February 5, 2014 SC 14D9/A

- SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) CEC Entertainment, Inc. (Name of Subject Company) CEC Entertainment, Inc. (Name of Person(s) Filing Statement) Common Stock, par value $0.10 per share (Title of Class of Securities) 125

February 4, 2014 EX-99.(A)(5)(E)

IN THE DISTRICT COURT OF SHAWNEE COUNTY, KANSAS

Exhibit (a)(5)(E) FILED BY CLERK KS. DISTRICT COURT THIRD JUDICIAL DIST. TOPEKA, KS 2014 JAN 31 P 12:35 IN THE DISTRICT COURT OF SHAWNEE COUNTY, KANSAS LOUISIANA MUNICIPAL POLICE EMPLOYEES? RETIREMENT SYSTEM, on behalf of itself and all other similarly situated stockholders of CEC Entertainment, Inc., Plaintiff, v. RICHARD M. FRANK, MICHAEL H. MAGUSIAK, TOMMY FRANKS, TIM T. MORRIS, LOUIS P. NEEB,

February 4, 2014 SC TO-T/A

- SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR SECTION 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 5) CEC ENTERTAINMENT, INC. (Names of Subject Company (Issuer)) Q MERGER SUB INC. (Name of Filing Persons (Offeror)) a wholly owned subsidiary of QUESO HOLDINGS INC. (Name of Filing

February 4, 2014 SC 14F1

- SC 14F1

SC 14F1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14F-1 INFORMATION STATEMENT PURSUANT TO SECTION 14(f) OF THE SECURITIES EXCHANGE ACT OF 1934 AND RULE 14f-1 THEREUNDER CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in its charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission file number) (I.R.S. employe

February 4, 2014 EX-99.(A)(5)(F)

IN THE DISTRICT COURT OF SHAWNEE COUNTY, KANSAS CIVIL DIVISION JOHN SOLAK, Individually and on Behalf of ) Civil Action No. 14C55 All Others Similarly Situated, ) Div. 6 ) Plaintiff, ) CLASS ACTION ) vs. ) AMENDED PETITION FOR BREACH OF ) FIDUCIARY D

Exhibit (a)(5)(F) IN THE DISTRICT COURT OF SHAWNEE COUNTY, KANSAS CIVIL DIVISION JOHN SOLAK, Individually and on Behalf of ) Civil Action No.

January 30, 2014 EX-99.(A)(5)(D)

AMENDED VERIFIED CLASS ACTION PETITION

Exhibit (a)(5)(D) IN THE DISTRICT COURT OF SHAWNEE COUNTY, KANSAS HILARY COYNE, ) ) Case No.

January 30, 2014 SC TO-T/A

- SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR SECTION 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 4) CEC ENTERTAINMENT, INC. (Names of Subject Company (Issuer)) Q MERGER SUB INC. (Name of Filing Persons (Offeror)) a wholly owned subsidiary of QUESO HOLDINGS INC. (Name

January 30, 2014 SC 14D9/A

- SC 14D9/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.1) CEC Entertainment, Inc. (Name of Subject Company) CEC Entertainment, Inc. (Name of Person(s) Filing Statement) Common Stock, par value $0.10 per share (Title of Class of Securities) 125137109 (CUS

January 29, 2014 CORRESP

-

CORRESP 1 filename1.htm 200 Crescent Court, Suite 300 Dallas, TX 75201-6950 +1 214 746 7700 tel +1 214 746 7777 fax VIA EDGAR D. Gilbert Friedlander January 29, 2014 Mr. Perry J. Hindin Special Counsel Office of Mergers and Acquisitions U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3628 Re: CEC Entertainment, Inc. Schedule 14D-9 F

January 27, 2014 EX-99.(A)(5)(A)

IN THE DISTRICT COURT OF SHAWNEE COUNTY, KANSAS HILARY COYNE, ) ) Case No. 14C57 Plaintiff, ) ) Division: 1 v. ) ) Chapter 60 RICHARD M. FRANK, MICHAEL H. ) MAGUSIAK, GENERAL TOMMY FRANKS, ) TIM T. MORRIS, LOUIS P. NEEB, CYNTHIA ) PHARR LEE, BRUCE M.

Exhibit (a)(5)(A) IN THE DISTRICT COURT OF SHAWNEE COUNTY, KANSAS HILARY COYNE, ) ) Case No.

January 27, 2014 EX-99.(A)(5)(B)

IN THE DISTRICT COURT OF SHAWNEE COUNTY, KANSAS CIVIL DIVISION JOHN SOLAK, Individually and on Behalf of ) Civil Action No. 14C55 All Others Similarly Situated, ) ) CLASS ACTION Plaintiff, ) vs. ) ) PETITION FOR BREACH OF FIDUCIARY DUTIES CEC ENTERTA

Exhibit (a)(5)(B) IN THE DISTRICT COURT OF SHAWNEE COUNTY, KANSAS CIVIL DIVISION JOHN SOLAK, Individually and on Behalf of ) Civil Action No.

January 27, 2014 EX-99.(A)(5)(C)

IN THE DISTRICT COURT OF SHAWNEE COUNTY, KANSAS IRENE DIXON, On Behalf of Herself and All ) Others Similarly Situated, ) ) Plaintiff, ) Case No. 14C81 v. ) ) Division No. 1 Chapter 60 ) CEC ENTERTAINMENT, INC., RICHARD M. ) CLASS ACTION FRANK, MICHAE

Exhibit (a)(5)(C) IN THE DISTRICT COURT OF SHAWNEE COUNTY, KANSAS IRENE DIXON, On Behalf of Herself and All ) Others Similarly Situated, ) ) Plaintiff, ) Case No.

January 27, 2014 SC TO-T/A

- SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR SECTION 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3) CEC ENTERTAINMENT, INC. (Names of Subject Company (Issuer)) Q MERGER SUB INC. (Name of Filing Persons (Offeror)) a wholly owned subsidiary of QUESO HOLDINGS INC. (Name of Filing

January 23, 2014 8-A12B

- 8-A12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in its charter) Kansas 48-0905805 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 4441 West Airport Free

January 23, 2014 EX-4.2

CEC Entertainment, Inc. 4441 West Airport Freeway Irving, Texas 75062

Exhibit 4.2 Execution Version CEC Entertainment, Inc. 4441 West Airport Freeway Irving, Texas 75062 January 17, 2014 Computershare Trust Company, N.A. 250 Royall Street Canton, Massachusetts 02021 Re: CEC Entertainment, Inc. Rights Agreement Ladies and Gentlemen: Reference is made to that certain Rights Agreement (the “Rights Agreement”), dated as of January 15, 2014, by and between CEC Entertainm

January 22, 2014 SC 14D9

- SC 14D9

SC 14D9 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 22, 2014 8-K

Results of Operations and Financial Condition

8-K 1 d660361d8k.htm FORM 8-K 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 Date of Report (Date of earliest event reported): January 22, 2014 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in its charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of

January 21, 2014 SC TO-T/A

- SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR SECTION 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) CEC ENTERTAINMENT, INC. (Names of Subject Company (Issuer)) Q MERGER SUB INC. (Name of Filing Persons (Offeror)) a wholly owned subsidiary of QUESO HOLDINGS INC. (Name of Filing

January 17, 2014 SC TO-T/A

- SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR SECTION 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) CEC ENTERTAINMENT, INC. (Names of Subject Company (Issuer)) Q MERGER SUB INC. (Name of Filing Persons (Offeror)) a wholly owned subsidiary of QUESO HOLDINGS INC. (Name of Filing

January 16, 2014 SC TO-T

- SC TO-T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR SECTION 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 CEC ENTERTAINMENT, INC. (Names of Subject Company (Issuer)) Q MERGER SUB INC. (Name of Filing Persons (Offeror)) a wholly owned subsidiary of QUESO HOLDINGS INC. (Name of Filing Persons (Parent of

January 16, 2014 SC14D9C

- SC14D9C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 CEC Entertainment, Inc. (Name of Subject Company) CEC Entertainment, Inc. (Name of Person(s) Filing Statement) Common Stock, par value $0.10 per share (Title of Class of Securities) 125137109 (CUSIP Number of Clas

January 16, 2014 EX-3.2

CERTIFICATE OF DESIGNATIONS SERIES B JUNIOR PARTICIPATING PREFERRED STOCK CEC ENTERTAINMENT, INC. (Pursuant to Section 17-6401(g) of the Kansas General Corporation Code)

EX-3.2 Exhibit 3.2 CERTIFICATE OF DESIGNATIONS of SERIES B JUNIOR PARTICIPATING PREFERRED STOCK of CEC ENTERTAINMENT, INC. (Pursuant to Section 17-6401(g) of the Kansas General Corporation Code) CEC Entertainment, Inc., a Kansas corporation (hereinafter called the “Corporation”), hereby certifies that the following resolution was adopted by the Board of Directors of the Corporation as required by

January 16, 2014 EX-99.(A)(1)(D)

Offer to Purchase for Cash All Outstanding Shares of Common Stock (Including any Associated Rights) CEC Entertainment, Inc. $54.00 NET PER SHARE Q Merger Sub Inc. a wholly-owned subsidiary of Queso Holdings Inc. THE OFFER AND WITHDRAWAL RIGHTS WILL E

Exhibit (a)(1)(D) Offer to Purchase for Cash All Outstanding Shares of Common Stock (Including any Associated Rights) of CEC Entertainment, Inc.

January 16, 2014 EX-99.1

CEC Entertainment, Inc. Agrees to be Acquired by an Affiliate of Apollo Global Management for $54.00 per Share in Cash Transaction Provides Significant Value for Shareholders and Strong Partner to Support CEC’s Future Growth

EX-99.1 Exhibit 99.1 CEC Entertainment, Inc. Agrees to be Acquired by an Affiliate of Apollo Global Management for $54.00 per Share in Cash Transaction Provides Significant Value for Shareholders and Strong Partner to Support CEC’s Future Growth IRVING, Texas and NEW YORK, NY – January 16, 2014 – An affiliate of Apollo Global Management, LLC (NYSE: APO) (together with its consolidated subsidiaries

January 16, 2014 EX-2.1

AGREEMENT AND PLAN OF MERGER QUESO HOLDINGS INC., Q MERGER SUB INC. CEC ENTERTAINMENT, INC. Dated as of January 15, 2014 TABLE OF CONTENTS Page ARTICLE I THE OFFER 2 SECTION 1.1 The Offer 2 SECTION 1.2 Company Actions 6 SECTION 1.3 Directors of the C

EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among QUESO HOLDINGS INC., Q MERGER SUB INC. and CEC ENTERTAINMENT, INC. Dated as of January 15, 2014 TABLE OF CONTENTS Page ARTICLE I THE OFFER 2 SECTION 1.1 The Offer 2 SECTION 1.2 Company Actions 6 SECTION 1.3 Directors of the Company 7 SECTION 1.4 Top-Up Option 9 SECTION 1.5 Offer Documents; Schedule 14D-9; Proxy Statement 11 AR

January 16, 2014 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

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 Date of Report (Date of earliest event reported): January 15, 2014 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in its charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission fi

January 16, 2014 EX-99.(A)(1)(A)

Offer to Purchase for Cash All Outstanding Shares of Common Stock (Including any Associated Rights) CEC Entertainment, Inc. $54.00 NET PER SHARE Q Merger Sub Inc. a wholly owned subsidiary of Queso Holdings Inc.

Table of Contents Exhibit (a)(1)(A) Offer to Purchase for Cash All Outstanding Shares of Common Stock (Including any Associated Rights) of CEC Entertainment, Inc.

January 16, 2014 EX-4.1

CEC Entertainment, Inc. Computershare Trust Company, N.A. Rights Agreement Dated as of January 15, 2014 TABLE OF CONTENTS Page Section 1. Definitions 1 Section 2. Appointment of Rights Agent 9 Section 3. Issue of Right Certificates 10 Section 4. Form

EX-4.1 Exhibit 4.1 CEC Entertainment, Inc. and Computershare Trust Company, N.A. Rights Agreement Dated as of January 15, 2014 TABLE OF CONTENTS Page Section 1. Definitions 1 Section 2. Appointment of Rights Agent 9 Section 3. Issue of Right Certificates 10 Section 4. Form of Right Certificates 13 Section 5. Countersignature and Registration 13 Section 6. Transfer, Split Up, Combination and Exchan

January 16, 2014 SC14D9C

- SC14D9C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 CEC Entertainment, Inc. (Name of Subject Company) CEC Entertainment, Inc. (Name of Person(s) Filing Statement) Common Stock, par value $0.10 per share (Title of Class of Securities) 125137109 (CUSIP Number of Clas

January 16, 2014 EX-99.(D)(2)

LIMITED GUARANTEE

Exhibit (d)(2) EXECUTION VERSION LIMITED GUARANTEE Limited Guarantee, dated as of January 15, 2014 (this ?Limited Guarantee?), by each of the parties listed on Exhibit A hereto (each, a ?Guarantor? and collectively, the ?Guarantors?), in favor of CEC Entertainment, Inc.

January 16, 2014 EX-99.(A)(1)(E)

Offer to Purchase for Cash All Outstanding Shares of Common Stock (Including any Associated Rights) CEC Entertainment, Inc. $54.00 NET PER SHARE Q Merger Sub Inc. a wholly-owned subsidiary of Queso Holdings Inc.

Exhibit (a)(1)(E) Offer to Purchase for Cash All Outstanding Shares of Common Stock (Including any Associated Rights) of CEC Entertainment, Inc.

January 16, 2014 EX-99.(A)(1)(C)

Notice of Guaranteed Delivery for Tender of Shares of Common Stock (Including any Associated Rights) CEC Entertainment, Inc. $54.00 NET PER SHARE Pursuant to the Offer to Purchase Q Merger Sub Inc. a wholly owned subsidiary of Queso Holdings Inc. (No

Exhibit (a)(1)(C) Notice of Guaranteed Delivery for Tender of Shares of Common Stock (Including any Associated Rights) of CEC Entertainment, Inc.

January 16, 2014 EX-99.(D)(3)

AP VIII Queso Holdings, L.P. One Manhattanville Road Suite 201 Purchase, NY 10577

Exhibit (d)(3) EXECUTION VERSION AP VIII Queso Holdings, L.P. One Manhattanville Road Suite 201 Purchase, NY 10577 January 15, 2014 Queso Holdings Inc. c/o Apollo Management VIII, L.P. 9 West 57th Street 43rd Floor New York, NY 10019 Re: Equity Commitment Letter Ladies and Gentlemen: Reference is hereby made to the Agreement and Plan of Merger, dated as of the date hereof (as the same may be amend

January 16, 2014 EX-99.2

CEC Entertainment, Inc. Adopts Shareholder Rights Plan

EX-99.2 Exhibit 99.2 CEC Entertainment, Inc. Adopts Shareholder Rights Plan IRVING, Texas – January 16, 2014 – The Board of Directors of CEC Entertainment, Inc. (NYSE: CEC) (“CEC”) today announced that it has adopted a shareholder rights plan (the “Plan”). Pursuant to the Plan, the Board of Directors declared a dividend of one preferred stock purchase right (each a “Right” and collectively, the “R

January 16, 2014 EX-99.(A)(1)(B)

LETTER OF TRANSMITTAL to Tender Shares of Common Stock (Including any Associated Rights) CEC Entertainment, Inc. $54.00 NET PER SHARE pursuant to the Offer to Purchase dated January 16, 2014 Q Merger Sub Inc. a wholly-owned subsidiary of Queso Holdin

Exhibit (a)(1)(B) LETTER OF TRANSMITTAL to Tender Shares of Common Stock (Including any Associated Rights) of CEC Entertainment, Inc.

January 16, 2014 EX-99.(B)(1)

DEUTSCHE BANK AG NEW YORK BRANCH DEUTSCHE BANK AG CAYMAN ISLANDS BRANCH DEUTSCHE BANK SECURITIES INC. 60 Wall Street New York, New York 10005

Exhibit (b)(1) EXECUTION VERSION DEUTSCHE BANK AG NEW YORK BRANCH DEUTSCHE BANK AG CAYMAN ISLANDS BRANCH DEUTSCHE BANK SECURITIES INC.

January 16, 2014 EX-3.1

AMENDMENT NO. 1 AMENDED AND RESTATED BYLAWS CEC ENTERTAINMENT, INC.

EX-3.1 Exhibit 3.1 AMENDMENT NO. 1 TO AMENDED AND RESTATED BYLAWS OF CEC ENTERTAINMENT, INC. THIS AMENDMENT NO. 1 to the Amended and Restated Bylaws, dated May 4, 2010 (the “Bylaws”) of CEC Entertainment, Inc. (the “Company”) was duly enacted and approved on the 15th day of January, 2014 in accordance with Article Ninth of the Company’s Second Restated Articles of Incorporation. The Bylaws are her

January 16, 2014 SC14D9C

- SC14D9C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 CEC Entertainment, Inc. (Name of Subject Company) CEC Entertainment, Inc. (Name of Person(s) Filing Statement) Common Stock, par value $0.10 per share (Title of Class of Securities) 125137109 (CUSIP Number of Clas

January 16, 2014 EX-99.(A)(1)(G)

This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below), and the provisions herein are subject in their entirety to the provisions of the Offer (as defined below). The Offer is made solely by

Exhibit (a)(1)(G) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below), and the provisions herein are subject in their entirety to the provisions of the Offer (as defined below).

December 13, 2013 S-8 POS

- POST-EFFECTIVE AMENDMENT #3 TO FORM S-8

S-8 POS 1 cec2013s-8pos.htm POST-EFFECTIVE AMENDMENT #3 TO FORM S-8 As filed with the Securities and Exchange Commission on December 13, 2013 Registration No. 333-168626 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 3 TO Form S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CEC ENTERTAINMENT, INC. (Exact name of registrant as specif

November 8, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K

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 Date of report (Date of earliest event reported): November 8, 2013 (November 4, 2013) CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation)

October 31, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-1368

October 31, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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 Date of report (Date of earliest event reported): October 31, 2013 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File N

October 31, 2013 EX-99.1

CEC ENTERTAINMENT REPORTS THIRD QUARTER RESULTS ANNOUNCES 13% INCREASE IN CASH DIVIDEND

FOR IMMEDIATE RELEASE CONTACT: Tiffany B. Kice October 31, 2013 Executive Vice President 3:05 p.m. Central Time Chief Financial Officer CEC ENTERTAINMENT REPORTS THIRD QUARTER RESULTS ANNOUNCES 13% INCREASE IN CASH DIVIDEND IRVING, TEXAS - CEC Entertainment, Inc. (NYSE: CEC) today announced its financial results for its third quarter ended September 29, 2013. Total revenues for the third quarter o

August 1, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-13687 CEC

August 1, 2013 EX-99.1

CEC ENTERTAINMENT REPORTS SECOND QUARTER RESULTS COMPARABLE STORE SALES INCREASE 2.9%

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACT: Tiffany B. Kice August 1, 2013 Executive Vice President 3:05 p.m. Central Time Chief Financial Officer (972) 258-4525 CEC ENTERTAINMENT REPORTS SECOND QUARTER RESULTS COMPARABLE STORE SALES INCREASE 2.9% IRVING, TEXAS—CEC Entertainment, Inc. (NYSE: CEC) today announced its financial results for its second quarter ended June 30, 2013. Total revenu

August 1, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events - FORM 8-K

Form 8-K 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 Date of report (Date of earliest event reported): August 1, 2013 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission

May 2, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-13687 CE

May 2, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events, Submission of Matters to a Vote of Security Holders

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 Date of report (Date of earliest event reported): April 30, 2013 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File Num

May 2, 2013 EX-99.1

CEC ENTERTAINMENT REPORTS FIRST QUARTER RESULTS COMPARABLE STORE SALES INCREASE 1.6% DECLARES DIVIDEND AND AUTHORIZES ADDITIONAL SHARE REPURCHASES

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACT: Tiffany B. Kice May 2, 2013 Executive Vice President 3:05 p.m. Central Time Chief Financial Officer (972) 258-4525 CEC ENTERTAINMENT REPORTS FIRST QUARTER RESULTS COMPARABLE STORE SALES INCREASE 1.6% DECLARES DIVIDEND AND AUTHORIZES ADDITIONAL SHARE REPURCHASES IRVING, TEXAS—CEC Entertainment, Inc. (NYSE: CEC) today announced its financial result

March 18, 2013 DEF 14A

- DEFINITIVE PROXY STATEMENT

Definitive Proxy Statement SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Soliciting Material under §240.

March 18, 2013 DEFA14A

- DEFA14A

DEFA14A 1 d486670ddefa14a.htm DEFA14A SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement

March 11, 2013 SC 13G/A

CEC / COUNTY OF CECIL MD - 5.0% 2022-08-01 / WELLINGTON MANAGEMENT GROUP LLP - DISCLOSURE DOCUMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* CEC Entertainment, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 125137109 (CUSIP Number) February 28, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

February 21, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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 Date of report (Date of earliest event reported): February 21, 2013 CEC ENTERTAINMENT, INC. (Exact name of registrant as specified in charter) Kansas 1-13687 48-0905805 (State or other jurisdiction of incorporation) (Commission File

February 21, 2013 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 30, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-13687 CEC ENT

February 21, 2013 EX-99.1

CEC ENTERTAINMENT REPORTS FINANCIAL RESULTS FOR THE 2012 FOURTH QUARTER AND FISCAL YEAR

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACT: Tiffany B. Kice February 21, 2013 Executive Vice President 3:05 p.m. Central Time Chief Financial Officer (972) 258-4525 CEC ENTERTAINMENT REPORTS FINANCIAL RESULTS FOR THE 2012 FOURTH QUARTER AND FISCAL YEAR IRVING, TEXAS—CEC Entertainment, Inc. (NYSE: CEC) today announced its financial results for its fourth quarter ended December 30, 2012. Tot

February 14, 2013 SC 13G/A

CEC / COUNTY OF CECIL MD - 5.0% 2022-08-01 / WELLINGTON MANAGEMENT GROUP LLP - DISCLOSURE DOCUMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* CEC Entertainment, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 125137109 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

February 12, 2013 SC 13G/A

CEC / COUNTY OF CECIL MD - 5.0% 2022-08-01 / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 cecentertainmentinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3 )* Name of issuer: CEC Entertainment Inc Title of Class of Securities: Common Stock CUSIP Number: 125137109 Date of Event Which Requires Filing of this Statement: December 31, 2012 Check the appropriate box to designate the rule pursu

February 11, 2013 SC 13G/A

CEC / COUNTY OF CECIL MD - 5.0% 2022-08-01 / AMERICAN CENTURY INVESTMENT MANAGEMENT INC - SCHEDULE 13G/A Passive Investment

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* CEC ENTERTAINMENT, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 125137109 (CUSIP Number) DECEMBER 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

November 2, 2012 S-8 POS

- POST-EFFECTIVE AMENDMENT #2 TO FORM S-8

POST-EFFECTIVE AMENDMENT #2 TO FORM S-8 Table of Contents As filed with the Securities and Exchange Commission on November 2, 2012 Registration No.

November 1, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-1368

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