Act III Holdings, Shaich\u2019s investment vehicle, is adding $50 million to its existing $50 million commitment, bringing its total stake in Level99 to $100 million. The increase follows the June opening of the company\u2019s fifth location, at Disney Springs in Lake Buena Vista, Florida. At just three weeks in, the site was \u201cexceeding our projections, doing really well,\u201d said Matt DuPlessie, Level99\u2019s founder and CEO.<\/p>\n
![\"\"](\"https:\/\/fortune.com\/img-assets\/wp-content\/uploads\/2026\/07\/Ron-Shaich-Chairman-of-the-Board.png?format=webp&w=1440&q=100\"\/)
<\/div>\nCourtesy Level99<\/p>\n<\/figure>\n<\/div>\n
\u201cI think Act III sees what we see: that the potential for this concept is much broader than kind of one location at a time, and we\u2019re going to accelerate,\u201d said DuPlessie.<\/p>\n
Shaich has been Level99\u2019s sole equity partner, and more partner than investor, since DuPlessie\u2019s earliest days developing the idea. \u201cWe\u2019ve been with Matt since day one, and since this was still a concept,\u201d Shaich said. \u201cI believe that Level99 has the potential to be the best business I\u2019ve ever been involved in.\u201d<\/p>\n
\u201cThis isn\u2019t something we decided to do yesterday. This is a commitment to ensuring that Matt has every ounce of resources he needs to build the organization and the capabilities ahead of the curve, and then to continue to build these out at the rate of one a quarter.\u201d<\/p>\n
The reasoning, Shaich said, comes down to how Act III evaluates any category before committing capital. It\u2019s the same test the firm applied to Mediterranean fast-casual before backing Cava. \u201cWe start by looking at categories and saying: does that category have, or will it have, tailwinds in five to 10 years?\u201d he said. \u201cWe know from our experience that the dominant player in a category wins. Think McDonald\u2019s versus Burger King. Think Panera versus Sawyer Bakery.\u201d <\/p>\n
\u201cWhat we do at Act III, and in all the businesses that we\u2019re involved in\u2014we start by looking at categories and saying: does that category have, will it have, tailwinds in five to 10 years? Just as we saw with Mediterranean, as we see with Panera today, and any of the other businesses we\u2019re invested in\u2014Honest Greens in Europe, Tatte [Caf\u00e9], and better casual dining.\u201d<\/p>\n
Social, challenge-based, immersive entertainment paired with real food, in his view, is a similarly powerful category\u2014and Level99 needs the scale to dominate it before anyone else builds the same thing.<\/p>\n
Level99 has spent roughly four years building a corporate team that now numbers more than 100 people, something unheard of for just a three-location company. \u201cNo business that has three units has any right to have 100 folks, really quality folks, in their corporate team,\u201d DuPlessie said. \u201cRon and Act III invested in the future of Level99.\u201d<\/p>\n
Level99 opened one venue a year for its first several years\u2014Natick, Massachusetts in 2021, Providence in 2024, Tysons, Virginia in 2025\u2014while the company tested what resonated with customers. This year it\u2019s opening two, with Disney Springs already live and West Hartford, Connecticut following in the fourth quarter. Next year, four. <\/p>\n
\u201cIt\u2019s a very thoughtful doubling,\u201d DuPlessie said, \u201cmaking sure we\u2019ve built the systems, the capability, and have the team ahead of that growth, so that we\u2019re not making the mistakes so many concepts do, where they get entirely focused on the new units and lose track of the ones that are already open.\u201d<\/p>\n
![\"\"](\"https:\/\/fortune.com\/img-assets\/wp-content\/uploads\/2026\/07\/Matt-DuPlessie-Founder-and-CEO.jpg?format=webp&w=1440&q=100\"\/)
<\/div>\nCourtesy Level99<\/p>\n<\/figure>\n<\/div>\n
Location-based entertainment hasn\u2019t been an easy category lately, with public operators posting years of same-store sales declines even while expanding. DuPlessie said there\u2019s a difference between Level99 and that category. \u201cThe concepts you named\u2014Dave & Buster\u2019s, Chuck E. Cheese\u2014what are those concepts? They\u2019re a video game hall,\u201d he said. \u201cAt Level99, all of the entertainment concept is 100% our own IP, internally developed. Half of that 100-person corporate team is our in-house creative team, engineering team, software development team. These are games that you can\u2019t get anywhere else.\u201d<\/p>\n
It\u2019s less about passive consumption and more about that physical, social play. \u201cA whole lot of our strategy is actually taking the addictive mechanics: the compelling things that came out of those video games that brought you back to the arcade 30 or 40 years ago. This maps those onto a physical space,\u201d DuPlessie said. \u201cUnlike a Chuck E. Cheese or a Dave & Buster\u2019s, you can\u2019t get this at home.\u201d<\/p>\n
Creating a location where adults can not only get real food but also experience a greater sense of community through entertainment also is driving the investment, Shaich said. Level99 would be the only one of its kind in this regard. \u201cWe built Panera into a 2,500-unit, $5 billion-plus company. We built Cava, came along and bought a company five times larger, Zoe\u2019s, a public company, converted it into Cava, because we knew that the Mediterranean was a powerful category. We wanted to dominate it, so we went to Cava with the idea and actually led that investment and helped Cava make that transformation to becoming the dominant player.\u201d<\/p>\n
\u201cNine out of 10 restaurants fail,\u201d he continued. \u201cWe\u2019ve had now seven successes: Au Bon Pain, Panera, Cava, Life Alive, Honest Greens in Europe, Tatte. We believe in doing this right and taking a long-term approach, and it seems to work for us.\u201d<\/p>\n
![\"\"](\"https:\/\/fortune.com\/img-assets\/wp-content\/uploads\/2026\/07\/Axe-Run-2-e1784683497638.jpg?format=webp&w=1440&q=100\"\/)
<\/div>\nCourtesy of Level99<\/p>\n<\/figure>\n<\/div>\n
Building camaraderie in a digital world<\/h2>\n
Each venue runs 35,000 to 50,000 square feet and is organized around three formats. Challenge Rooms are the core of it: one-to-four-minute collaborative puzzles for groups of two to six, ranging from physical obstacle courses to logic puzzles, spread across roughly 50 rooms per venue. \u201cYou\u2019re in something for two, three minutes,\u201d DuPlessie said. \u201cVery likely, you\u2019re going to fail on your first try, as your team doesn\u2019t have a strategy locked in yet. You\u2019ve got to strategize, collaborate. If you love the game, you play it again and again and again.\u201d Duels, the second format, are staged in an open arena between rooms, built as spectator moments. DuPlessie said the Axe Run, a balance-beam challenge, is the company\u2019s signature. The third is Hunt Art, a scavenger hunt built around murals and sculpture commissioned from local and international artists, turning the venue itself into something closer to a gallery.<\/p>\n
\u201cThis is \u2018life goal accomplished\u2019 here,\u201d he said. \u201cI saw this yesterday: three women here in Natick, our first location, got Level99 tattoos on their forearm. Our logo and their player emblem, because of the bonding that their little group of friends has when they\u2019re here.\u201d<\/p>\n
This all plays into getting people off their sofas and outside. \u201cThis is first and foremost a hyper-social experience. You can\u2019t even do it solo,\u201d DuPlessie said. \u201cIt\u2019s exactly that third space social element: where can I get out and be with my people rather than texting them?\u201d Shaich drew a parallel to what he learned in restaurants during the pandemic, when much of the industry bet the future was off-premises delivery. \u201cI remember thinking to myself: yes, there\u2019s going to be off-premises, there\u2019s going to be delivery, but this is the second oldest profession in the world, hospitality,\u201d he said. \u201cPeople want community. People want to gather. People want to be cared for and cared about.\u201d<\/p>\n
\u201cThere is a business model difference in that many of these location-based entertainment concepts today are glorified bars,\u201d DuPlessie said. \u201cThey\u2019re trying to sell you a beer, and they\u2019re bolting on entertainment. Level99\u2019s business is actually driven, in terms of the P&L, by the entertainment. The food and beverage are a critical component.\u201d<\/p>\n
\u201cYou get the one-plus-one-equals-three effect by having great food, by having great facility, but I don\u2019t think this would work if the entertainment weren\u2019t worth coming out for again and again.\u201d <\/p>\n
![\"\"](\"https:\/\/fortune.com\/img-assets\/wp-content\/uploads\/2026\/07\/3-Whole-Pizzas-Action-e1784683733649.jpg?format=webp&w=1440&q=100\"\/)
<\/div>\nCourtesy of Level99<\/p>\n<\/figure>\n<\/div>\n
For Shaich, coming from the restaurant industry, this is in part due to the good eats. \u201cThis is real food. Everything is scratch-made. Everything is farm to table.\u201d DuPlessie added that the standard extends to details most guests wouldn\u2019t notice: \u201cWe are hand-shaving sweet potatoes on the slicer in the unit every day. We\u2019re making our own dough with a blend of flour that is developed for us to have this award-winning pizza.\u201d<\/p>\n
Learning from the partnership<\/h2>\n
The two are coming from relatively intertwined but often separated industries. Shaich is bringing in the food ideas: those sweet potatoes on the slicer, that fresh dough. DuPlessie is scaling up strategically, providing entertainment with a quality menu. Together, they make a good team, they say.<\/p>\n
Asked what he\u2019d learned building a restaurant company that he didn\u2019t expect to apply to entertainment, Shaich pointed to the same metric that\u2019s driven his public-company track record. \u201cThe most powerful question that always exists in these businesses is how you drive recurring revenue. How do you drive comp store sales? Because that\u2019s what drives multiples,\u201d he said. <\/p>\n
\u201cI didn\u2019t understand how complex and detail-oriented getting a restaurant right really is,\u201d DuPlessie said. \u201cTo do this at scale, serving hundreds of thousands of people a year at a consistent level of quality, to have food that\u2019s really crave-able that people want to come back for. There\u2019s so much that goes into getting this right.\u201d<\/p>\n
\u201cIt is essentially the volumes these generate and the margins the likes of which we never see in restaurants that make this an extraordinarily impressive business,\u201d Shaich said. \u201cYou put those two things together\u2014a great business, a category that\u2019s powerful, a great business model that actually performs, and a partner that does the heavy lifting\u2014and it\u2019s really a joy.\u201d<\/p>\n<\/div>\n
#Panera #founder #Ron #Shaich #bets #million #Level99 #turning #restaurants #entertainment<\/p>\n","protected":false},"excerpt":{"rendered":"
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