RCI HOSPITALITY HOLDINGS INC

Future maturities of operating lease liabilities as of June 30, 2024 are as follows (in thousands):

12. Supplemental Pro Forma Information on Prior Year Business Acquisition

In relation to the acquisition of the Baby Dolls-Chicas Locas clubs in March 2023, below are certain unaudited pro forma combined results of operations of the Company and thefive acquired clubs and related assets as though the acquisition occurred at the beginning of fiscal 2022 (in thousands, except per share amounts and number of shares):

The above unaudited pro forma financial information is presented for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of fiscal 2022. The unaudited pro forma financial information reflects material, nonrecurring adjustments directly attributable to the acquisition, including acquisition-related expenses, interest expense, and any related tax effects. We incurred approximately $0 and $292,000 in acquisition-related expenses during the three and nine months ended June 30, 2023, respectively, which is included in selling, general and administrative expenses in our unaudited condensed consolidated statements of income. Pro forma net income and pro forma earnings per share include the impact of acquisition-related expenses and interest expense related to a $10.0 million line-of-credit facility and thenine seller-financed notes in the acquisition as if they were incurred as of the first day of fiscal 2022. Pro forma weighted average shares used in computing earnings per share include the impact of 200,000 shares of our common stock issued as partial consideration for the acquisition. Since the results of operations during the three and nine months ended June 30, 2024 were in a fiscal year subsequent to the fiscal year of acquisition and that the periods fully include the results of operations of thefive acquired clubs, the amounts presented do not reflect any pro forma adjustments.

13. Subsequent Events

On July 10, one of our clubs in Fort Worth, Texas, was razed by fire. The insurance claim is still in process and no insurance proceeds have been received or recorded as of the filing of this report.

On July 11, 2024, our Board of Directors approved a $25.0 million increase in the Company's share repurchase program.

On July 23, 2024, the Company amended a promissory note related to a club acquisition on May 2, 2022, with a remaining principal balance of $5.2 million. The amendment called for a 16-month extension to the original term of the note. In turn, the Company paid down $1.5 million of the note's principal and a 1% fee on the remaining principal balance. The monthly installment payment of $79,290 in principal and interest was unchanged in the amended note and the balloon payment at the extended maturity date was adjusted accordingly.

Subsequent to the balance sheet date through August 5, 2024, we repurchased 133,244 shares of our common stock at an average price of $44.86.