Lindblad Expeditions Holdings, Inc. Announces Upsize and Pricing of Private Offering of Senior Secured Notes

NEW YORK, Aug. 6, 2025 /PRNewswire/ -- Lindblad Expeditions Holdings, Inc. (Nasdaq: LIND) ("Lindblad") today announced that its wholly-owned subsidiary, Lindblad Expeditions, LLC (the "Issuer"), has priced $675 million aggregate principal amount of 7.000% senior secured notes due 2030 (the "New Notes") at par in connection with its previously announced private offering, which represents an upsize of $25 million over the previously contemplated offering amount. The offering is expected to close on or about August 20, 2025, subject to customary closing conditions. The New Notes will be senior obligations of the Issuer and will be guaranteed by Lindblad and certain of Lindblad's subsidiaries (other than the Issuer) and will be secured, subject to permitted liens and certain other exceptions, by a first-priority lien on substantially all the assets of the Issuer and the guarantors.

The Issuer intends to use the net proceeds from the offering (i) to fund its previously announced tender offer for any and all of its outstanding 6.750% Senior Secured Notes due 2027 (the "2027 Notes") and (ii) to fund the redemption of all of Lindblad's 9.000% Senior Secured Notes due 2028 (the "2028 Notes"), including, in each case, to pay fees and expenses in connection therewith. The Issuer also intends to call for redemption of any 2027 Notes not tendered in the tender offer. Any remaining proceeds from the offering will be used for general corporate purposes.

The New Notes and the related guarantees have not been, and will not be, registered under the Securities Act of 1933, as amended (the "Securities Act"), or any applicable state or foreign securities laws, and will be offered only to qualified institutional buyers in reliance on Rule 144A under the Securities Act, and to persons outside the United States in compliance with Regulation S under the Securities Act. Unless so registered, the New Notes and the related guarantees may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy any New Notes or any other securities. The offering is not being made to any person in any jurisdiction in which the offer, solicitation or sale is unlawful. This press release shall not constitute a notice of redemption, an offer to purchase or an offer to sell either of the 2027 Notes or the 2028 Notes.

About Lindblad Expeditions Holdings, Inc.

Lindblad is a leader in global expedition travel, offering immersive, educational journeys that span all seven continents through its six pioneering brands. Driven by a passion for the planet and the belief that there is always more to be discovered, Lindblad leads travelers to the farthest reaches of the world with an expansive portfolio of ship- and land-based expeditions. In collaboration with National Geographic, Lindblad Expeditions operates and sells the National Geographic-Lindblad Expeditions co-brand, which offers ship-based voyages that allow guests to explore remote destinations alongside scientists and naturalists, and with state-of-the-art exploration tools. In addition to its renowned modern expedition cruises, Lindblad's award-winning land-based brands—Natural Habitat Adventures, Off the Beaten Path, DuVine Cycling + Adventure Co., Classic Journeys, and Wineland-Thomson Adventures—provide extraordinary wildlife, cultural, and adventure-focused experiences. Together, these brands connect travelers with some of the planet's most inspiring natural and cultural landscapes, fostering a deep appreciation for the world.

Forward-Looking Statements

Certain matters discussed in this press release are "forward-looking statements" intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements include the intended use of proceeds for the offering of New Notes and the expected timing for closing of the offering and may also generally be identified as such because the context of such statements will include words such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "plan," "potential," "predict," "project," "should," "will," "would" or words of similar import. Similarly, statements that describe Lindblad's financial guidance or future plans, objectives or goals are also forward-looking statements. Such forward-looking statements are subject to certain risks and uncertainties that could cause results to differ materially from those expected. It is not possible to predict or identify all such risks. There may be additional risks that Lindblad considers immaterial or which are unknown. These factors include, but are not limited to, the following: (i) adverse general economic factors, including the impact of geopolitical, macroeconomic conditions, tariffs, changes in trade policies or capital markets volatility, that decrease the level of disposable income of consumers or consumer confidence and negatively impact the ability or desire of people to travel; (ii) suspended operations, cancelling or rescheduling of voyages, the denial and/or unavailability of ports of call and other potential disruptions to Lindblad's business and operations related to health pandemics, political or civil unrest, war, terrorism, or other similar events; (iii) increases in fuel prices, changes in fuels consumed and availability of fuel supply in the geographies in which Lindblad operates or in general; (iv) the loss of key employees, Lindblad's inability to recruit or retain qualified shoreside and shipboard employees and increased labor costs; (v) the impact of delays or cost overruns with respect to anticipated or unanticipated drydock, maintenance, modifications or other required construction related to any of Lindblad's vessels; (vi) unscheduled disruptions in Lindblad's business due to civil unrest, travel restrictions, weather events, mechanical failures, pandemics or other events; (vii) management of our growth and Lindblad's ability to execute on its planned growth, including Lindblad's ability to successfully integrate acquisitions; (viii) Lindblad's ability to maintain its relationships with National Geographic and/or World Wildlife Fund; (ix) compliance with new and existing laws and regulations, including environmental regulations and travel advisories and restrictions; (x) Lindblad's substantial indebtedness and its ability to remain in compliance with the financial and/or operating covenants in such arrangements; (xi) the impact of material litigation, enforcement actions, claims, fines or penalties on Lindblad's business; (xii) the impact of severe or unusual weather conditions, including climate change, on Lindblad's business; (xiii) adverse publicity regarding the travel and cruise industry in general; (xiv) loss of business due to competition; (xv) the inability to meet or achieve Lindblad's sustainability related goals, aspirations, initiatives, and our public statements and disclosures regarding them; (xvi) the result of future financing efforts; and (xvii) those risks described in Lindblad's filings with the Securities and Exchange Commission (the "SEC"). Stockholders, potential investors and other readers are urged to consider these factors carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements made herein are made only as of the date of this press release, and Lindblad undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise. More detailed information about factors that may affect Lindblad's performance may be found in its filings with the SEC, which are available at http://www.sec.gov.  

SOURCE Lindblad Expeditions