Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2022 | Apr. 25, 2022 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0001512499 | |
Entity Registrant Name | LINDBLAD EXPEDITIONS HOLDINGS, INC. | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2022 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-35898 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 27-4749725 | |
Entity Address, Address Line One | 96 Morton Street, 9th Floor | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10014 | |
City Area Code | 212 | |
Local Phone Number | 261-9000 | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | LIND | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 50,941,997 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current Assets: | ||
Cash and cash equivalents | $ 154,816 | $ 150,753 |
Restricted cash | 30,046 | 21,940 |
Marine operating supplies | 8,037 | 8,275 |
Inventories | 2,034 | 2,278 |
Prepaid expenses and other current assets | 32,114 | 27,094 |
Total current assets | 227,047 | 210,340 |
Property and equipment, net | 539,177 | 542,418 |
Goodwill | 42,017 | 42,017 |
Intangibles, net | 12,830 | 13,235 |
Deferred tax asset | 7,758 | 7,609 |
Right-to-use lease assets | 4,085 | 4,402 |
Other long-term assets | 7,721 | 7,470 |
Total assets | 840,635 | 827,491 |
Current Liabilities: | ||
Unearned passenger revenues | 242,161 | 212,598 |
Accounts payable and accrued expenses | 48,344 | 49,252 |
Lease liabilities - current | 1,563 | 1,553 |
Long-term debt - current | 24,072 | 26,061 |
Total current liabilities | 316,140 | 289,464 |
Long-term debt, less current portion | 545,099 | 518,658 |
Lease liabilities | 2,842 | 3,178 |
Other long-term liabilities | 300 | 247 |
Total liabilities | 864,381 | 811,547 |
Commitments and contingencies | ||
Redeemable noncontrolling interests | 14,458 | 10,626 |
Temporary Equity, Carrying Amount, Including Portion Attributable to Noncontrolling Interests, Ending Balance | 99,659 | 94,527 |
STOCKHOLDERS’ (DEFICIT) EQUITY | ||
Preferred stock, $0.0001 par value, 1,000,000 shares authorized; 80,000 Series A shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively | 0 | 0 |
Common stock, $0.0001 par value, 200,000,000 shares authorized; 50,933,471 and 50,800,786 issued, 50,888,231 and 50,755,546 outstanding as of March 31, 2022 and December 31, 2021, respectively | 5 | 5 |
Additional paid-in capital | 60,307 | 58,485 |
Accumulated deficit | (183,717) | (136,439) |
Accumulated other comprehensive loss | 0 | (634) |
Total stockholders' deficit | (123,405) | (78,583) |
Total liabilities, mezzanine equity and stockholders' deficit | 840,635 | 827,491 |
Series A Redeemable Convertible Preferred Stock [Member] | ||
Current Liabilities: | ||
Series A redeemable convertible preferred stock, 165,000 shares authorized; 80,000 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively | $ 85,201 | $ 83,901 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, shares issued (in shares) | 80,000 | 80,000 |
Preferred stock, shares outstanding (in shares) | 80,000 | 80,000 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 50,933,471 | 50,800,786 |
Common stock, shares outstanding (in shares) | 50,888,231 | 50,755,546 |
Series A Redeemable Convertible Preferred Stock [Member] | ||
Temporary equity, shares authorized (in shares) | 165,000 | 165,000 |
Temporary equity, shares issued (in shares) | 80,000 | 80,000 |
Temporary equity, shares outstanding (in shares) | 80,000 | 80,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Tour revenues | $ 67,846 | $ 1,780 |
Operating expenses: | ||
Cost of tours | 57,947 | 8,279 |
General and administrative | 20,637 | 13,812 |
Selling and marketing | 12,329 | 2,506 |
Depreciation and amortization | 11,178 | 8,249 |
Total operating expenses | 102,091 | 32,846 |
Operating loss | (34,245) | (31,066) |
Other (expense) income: | ||
Interest expense, net | (8,715) | (5,669) |
Gain on foreign currency | 130 | 70 |
Other income | 533 | 1 |
Total other expense | (8,052) | (5,598) |
Loss before income taxes | (42,297) | (36,664) |
Income tax benefit | (149) | (2,801) |
Net loss | (42,148) | (33,863) |
Net loss attributable to noncontrolling interest | (427) | (619) |
Net loss attributable to Lindblad Expeditions Holdings, Inc. | (41,721) | (33,244) |
Series A redeemable convertible preferred stock dividend | 1,298 | 1,301 |
Net loss available to stockholders | $ (43,019) | $ (34,545) |
Weighted average shares outstanding | ||
Basic (in shares) | 50,757,126 | 49,865,234 |
Diluted (in shares) | 50,757,126 | 49,865,234 |
Undistributed loss per share available to stockholders: | ||
Basic (in dollars per share) | $ (0.85) | $ (0.66) |
Diluted (in dollars per share) | $ (0.85) | $ (0.66) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Net loss | $ (42,148) | $ (33,863) |
Other comprehensive income: | ||
Net unrealized loss | 0 | 494 |
Reclassification adjustment, net of tax | 634 | 0 |
Total other comprehensive income | 634 | 494 |
Total comprehensive loss | (41,514) | (33,369) |
Less: comprehensive loss attributive to non-controlling interest | (427) | (619) |
Comprehensive loss attributable to stockholders | $ (41,087) | $ (32,750) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total |
Balance as of December 31, 2021 (in shares) at Dec. 31, 2020 | 49,905,512 | ||||
Balance as of December 31, 2021 at Dec. 31, 2020 | $ 5 | $ 48,127 | $ (11,572) | $ (1,602) | $ 34,958 |
Stock-based compensation | $ 0 | 1,477 | 0 | 0 | 1,477 |
Issuance of stock for equity compensation plans, net (in shares) | 139,112 | ||||
Issuance of stock for equity compensation plans, net | $ 0 | (7) | 0 | 0 | (7) |
Other comprehensive income (loss), net | 0 | 0 | 0 | 494 | 494 |
Series A preferred stock dividend | (1,301) | (1,301) | |||
Net income (loss) attributable to Lindblad Expeditions Holdings, Inc | $ 0 | 0 | (33,244) | 0 | (33,244) |
Issuance of stock for acquisition (in shares) | 82,302 | ||||
Issuance of stock for acquisition | $ 0 | 1,770 | 0 | 0 | 1,770 |
Balance (in shares) at Mar. 31, 2021 | 50,126,926 | ||||
Balance at Mar. 31, 2021 | $ 5 | 51,367 | (46,117) | (1,108) | 4,147 |
Balance as of December 31, 2021 (in shares) at Dec. 31, 2021 | 50,800,786 | ||||
Balance as of December 31, 2021 at Dec. 31, 2021 | $ 5 | 58,485 | (136,439) | (634) | (78,583) |
Stock-based compensation | $ 0 | 1,828 | 0 | 0 | 1,828 |
Issuance of stock for equity compensation plans, net (in shares) | 132,685 | ||||
Issuance of stock for equity compensation plans, net | $ 0 | (6) | 0 | 0 | (6) |
Other comprehensive income (loss), net | 0 | 0 | 0 | 634 | 634 |
Redeemable noncontrolling interest | 0 | 0 | (4,259) | 0 | (4,259) |
Series A preferred stock dividend | (1,298) | (1,298) | |||
Net income (loss) attributable to Lindblad Expeditions Holdings, Inc | $ 0 | 0 | (41,721) | 0 | (41,721) |
Balance (in shares) at Mar. 31, 2022 | 50,933,471 | ||||
Balance at Mar. 31, 2022 | $ 5 | $ 60,307 | $ (183,717) | $ 0 | $ (123,405) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash Flows From Operating Activities | ||
Net loss | $ (42,148) | $ (33,863) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 11,178 | 8,249 |
Amortization of deferred financing costs and other, net | 701 | 687 |
Amortization of right-to-use lease assets | (9) | (3) |
Stock-based compensation | 1,828 | 1,611 |
Deferred income taxes | (149) | (2,801) |
Change in fair value of contingent acquisition consideration | 56 | 0 |
Gain on foreign currency | (130) | (70) |
Write-off of unamortized issuance costs related to debt refinancing | 9,004 | 0 |
Changes in operating assets and liabilities | ||
Marine operating supplies and inventories | 482 | (382) |
Prepaid expenses and other current assets | (4,890) | (2,080) |
Unearned passenger revenues | 29,563 | 21,438 |
Other long-term assets | (261) | 675 |
Other long-term liabilities | 845 | 1,798 |
Accounts payable and accrued expenses | (908) | (2,179) |
Net cash provided by (used in) operating activities | 5,162 | (6,920) |
Cash Flows From Investing Activities | ||
Purchases of property and equipment | (7,522) | (3,800) |
Acquisition (net of cash acquired) | 0 | (6,872) |
Net cash used in investing activities | (7,522) | (10,672) |
Cash Flows From Financing Activities | ||
Proceeds from long-term debt | 360,000 | 0 |
Repayments of long-term debt | (334,684) | (500) |
Payment of deferred financing costs | (10,781) | (31) |
Repurchase under stock-based compensation plans and related tax impacts | (6) | (7) |
Net cash provided by (used in) financing activities | 14,529 | (538) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 12,169 | (18,130) |
Cash, cash equivalents and restricted cash at beginning of period | 172,693 | 204,515 |
Cash, cash equivalents and restricted cash at end of period | 184,862 | 186,385 |
Supplemental disclosures of cash flow information: | ||
Interest | 3,613 | 4,146 |
Income taxes | 58 | 1 |
Non-cash investing and financing activities: | ||
Non-cash preferred stock dividend | 1,298 | 1,301 |
Shares issued for acquisition | $ 0 | $ 1,770 |
Note 1 - Business and Basis of
Note 1 - Business and Basis of Presentation | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Text Block] | NOTE 1 BUSINESS AND BASIS OF PRESENTATION Business Lindblad Expeditions Holdings, Inc. and its consolidated subsidiaries’ (the “Company” or “Lindblad”) mission is offering life-changing adventures around the world and pioneering innovative ways to allow its guests to connect with exotic and remote places. The Company currently operates a fleet of ten five The Company operates the following two Lindblad Segment. Land Experiences Segment. four ● Natural Habitat ● DuVine ● Off the Beaten Path ● Classic Journeys 50 The Company’s common stock is listed on the NASDAQ Capital Market under the symbol “LIND”. Basis of Presentation The accompanying unaudited condensed consolidated financial statements and footnotes have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding unaudited interim financial information and include the accounts and transactions of the Company. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the Company’s financial statements for the periods presented. Operating results for the periods presented are not December 31, 2021 10 February 28, 2022 ( “2021 There have been no 2021 Ramp of Fleet Operations and COVID- 19 During the first 2022 nine ten 19 March 16, 2020 May 31, 2021. 19 2022 2023. The Company believes there are a variety of strategic advantages that enable it to deploy its ships safely and quickly, while mitigating the risk of COVID- 19 48 148 five Balance Sheet and Liquidity As of March 31, 2022, March 31, 2022, On February 4, 2022, 2027, |
Note 2 - Earnings Per Share
Note 2 - Earnings Per Share | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | NOTE 2 EARNINGS PER SHARE Earnings per Common Share Earnings (loss) per common share is computed using the two two Diluted earnings per share is computed using the weighted average number of common shares outstanding and, if dilutive, potential common shares outstanding during the period. Potential common shares consist of the dilutive incremental common shares associated with restricted stock awards and shares issuable upon the exercise of stock options, using the treasury stock method, and the potential common shares that could be issued from conversion of the Preferred Stock, using the if-converted method. When a net loss occurs, potential common shares have an anti-dilutive effect on earnings per share and such shares are excluded from the diluted earnings per share calculation. For the three March 31, 2022 2021, three March 31, 2022, three March 31, 2021, For the three March 31, 2022 2021, For the three months ended March 31, 2022 2021 (unaudited) (In thousands, except share and per share data) Net loss attributable to Lindblad Expeditions Holdings, Inc. $ (41,721 ) $ (33,244 ) Series A redeemable convertible preferred stock dividend 1,298 1,301 Undistributed loss available to stockholders $ (43,019 ) $ (34,545 ) Weighted average shares outstanding: Total weighted average shares outstanding, basic 50,757,126 49,865,234 Total weighted average shares outstanding, diluted 50,757,126 49,865,234 Undistributed loss per share available to stockholders: Basic $ (0.85 ) $ (0.66 ) Diluted $ (0.85 ) $ (0.66 ) |
Note 3 - Revenues
Note 3 - Revenues | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Revenue from Contract with Customer [Text Block] | NOTE 3 REVENUES Customer Deposits and Contract Liabilities The Company’s guests remit deposits in advance of tour embarkation. Guest deposits consist of guest ticket revenues as well as revenues from the sale of pre- and post-expedition excursions, hotel accommodations, land-based expeditions and air transportation to and from the ships. Guest deposits represent unearned revenues and are reported as unearned passenger revenues in the condensed consolidated balance sheets when received and are subsequently recognized as tour revenue over the duration of the trip. Accounting Standards Codification, Revenue from Contracts with Customers 606 not no Contract Liabilities (In thousands) (unaudited) Balance as of December 31, 2021 $ 147,783 Recognized in tour revenues during the period (66,112 ) Additional contract liabilities in period 64,017 Balance as of March 31, 2022 $ 145,688 The following table disaggregates our tour revenues by the sales channel it was derived from: For the three months ended March 31, 2022 2021 Guest ticket revenue: (unaudited) Direct 45 % 57 % National Geographic 16 % 0 % Agencies 20 % 13 % Affinity 9 % 0 % Guest ticket revenue 90 % 70 % Other tour revenue 10 % 30 % Tour revenues 100 % 100 % |
Note 4 - Financial Statement De
Note 4 - Financial Statement Details | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Condensed Financial Statements [Text Block] | NOTE 4 FINANCIAL STATEMENT DETAILS The following is a reconciliation of cash, cash equivalents and restricted cash to the statement of cash flows: For the three months ended March 31, 2022 2021 (In thousands) (unaudited) Cash and cash equivalents $ 154,816 $ 163,939 Restricted cash 30,046 22,446 Total cash, cash equivalents and restricted cash as presented in the statement of cash flows $ 184,862 $ 186,385 Restricted cash consists of the following: As of March 31, 2022 As of December 31, 2021 (In thousands) (unaudited) Credit card processor reserves $ 13,894 $ 10,536 Federal Maritime Commission escrow 14,796 9,814 Certificates of deposit and other restricted securities 1,356 1,590 Total restricted cash $ 30,046 $ 21,940 As of March 31, 2022 December 31, 2021, 5% As of March 31, 2022 December 31, 2021, 5% In 2021, 25 19. not one three March 31, 2022, Loan Receivable The Company’s loan receivable is recorded at amortized cost within other long-term assets. The Company reviewed its loan receivable for credit losses in connection with the preparation of its condensed consolidated financial statements for the period ended March 31, 2022. may three March 31, 2022. Loan Receivable (In thousands) (unaudited) Balance as of December 31, 2021 $ 3,964 Accrued interest 35 Amortization of deferred costs (9 ) Balance as of March 31, 2022 $ 3,990 |
Note 5 - Long-term Debt
Note 5 - Long-term Debt | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | NOTE 5 LONG-TERM DEBT As of March 31, 2022 As of December 31, 2021 (unaudited) (In thousands) Principal Deferred Financing Costs, net Balance Principal Deferred Financing Costs, net Balance 6.75% Notes $ 360,000 (10,447 ) $ 349,553 $ - $ - $ - First Export Credit Agreement 104,470 (2,025 ) 102,445 107,695 (2,090 ) 105,605 Second Export Credit Agreement 117,722 (2,407 ) 115,315 120,281 (2,473 ) 117,808 Note payable 842 - 842 842 - 842 Other 1,016 - 1,016 1,034 - 1,034 Credit Facility - - - 284,170 (9,050 ) 275,120 Revolving Facility - - - 44,500 (190 ) 44,310 Total long-term debt 584,050 (14,879 ) 569,171 558,522 (13,803 ) 544,719 Less current portion (24,072 ) - (24,072 ) (26,061 ) - (26,061 ) Total long-term debt, non-current $ 559,978 $ (14,879 ) $ 545,099 $ 532,461 $ (13,803 ) $ 518,658 For the three March 31, 2022 2021, three March 31, 2022, 6.75% On February 4, 2022, 2027 6.75% February 4, 2022 February 15 August 15 August 15, 2022. February 15, 2027, first pari passu may plus accrued and unpaid interest, if any. The Notes contain covenants that, among other things, restrict the Company’s ability, and the ability of the Company’s restricted subsidiaries, to incur certain additional indebtedness and issue preferred stock and make certain dividend payments, distributions, investments and other restricted payments. These covenants are subject to a number of important exceptions and qualifications set forth in the Notes. New Revolving Credit Facility On February 4, 2022, February 2027, first pari passu The New Revolving Credit Facility contains customary affirmative and negative covenants, as well as financial covenants and event of default provisions. Senior Secured Credit Agreement In January 2018, not National Geographic Endurance March 2020. June 2021, December 2021 March 31, 2022, December 31, 2022. three March 2022. three March 31, 2022. In April 2019, not National Geographic Resolution September 2021 June 2021, March 31, 2022, December 31, 2022. three March 31, 2022. Notes Payable In connection with the Natural Habitat acquisition in May 2016, May 2020, March 31, 2022. six December 22, 2022. Other The Company’s Off the Beaten Path subsidiary has a loan maturing June 2023 The Company’s Off the Beaten Path subsidiary has a $0.8 million loan under the Main Street Expanded Loan Facility, originated on December 11, 2020. first 12 not December 2023 December 2024, December 2025. one March 31, 2022. may The Company’s DuVine subsidiary has a EUR 0.1 million State Assistance Loan related to the financial consequences of the COVID- 19 August 2025, Covenants The Company’s Notes, New Revolving Credit Facility, First Export Credit Agreement and Second Export Credit Agreement contain financial and restrictive covenants that include among others, net leverage ratios, limits on additional indebtedness and limits on certain investments. As of March 31, 2022, March 31, 2022. |
Note 6 - Financial Instruments
Note 6 - Financial Instruments and Fair Value Measurements | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Derivatives and Fair Value [Text Block] | NOTE 6 FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS Derivative Instruments and Hedging Activities The Company’s derivative assets and liabilities consist principally of foreign exchange forward contracts and interest rate caps and are carried at fair value based on significant observable inputs (Level 2 not Currency Risk Interest Rate Risk The Company recorded the effective portion of changes in the fair value of its cash flow hedges to other comprehensive income (loss), net of tax, and subsequently reclassified these amounts into earnings in the period during which the hedged transaction was recognized. Any changes in fair values of hedges that are determined to be ineffective are immediately reclassified from accumulated other comprehensive income (loss) into earnings. The Company reclassified $0.6 million from other comprehensive income (loss) to earnings for the period ended March 31, 2022, February 2022. The Company held the following derivative instruments with absolute notional values as of March 31, 2022: (In thousands) Absolute Notional Value Interest rate caps $ 100,000 Foreign exchange contracts 8,892 Estimated fair values (Level 2 As of March 31, 2022 As of December 31, 2021 (unaudited) (In thousands) Fair Value, Asset Derivatives Fair Value, Liability Derivatives Fair Value, Asset Derivatives Fair Value, Liability Derivatives Derivative instruments designated as cash flow hedging instruments: Interest rate cap (a) $ - $ - $ 9 $ - Total $ - $ - $ 9 $ - Derivative instruments not designated as cash flow hedging instruments: Interest rate cap (a) $ 192 $ - $ - $ - Foreign exchange forward (b) 794 - 664 - Total $ 986 $ - $ 664 $ - (a) Recorded in other current assets. (b) Recorded in prepaid expenses and other current assets. Changes in the fair value of the Company’s hedging instruments are recorded in accumulated other comprehensive income. The effects of derivatives recognized in the Company’s condensed consolidated financial statements were as follows: For the three months ended March 31, (In thousands) 2022 2021 (unaudited) Derivative instruments designated as cash flow hedging instruments: Interest rate cap (a) $ - $ (77 ) Foreign exchange forward (b) - (417 ) Derivative instruments not designated as cash flow hedging instruments: Interest rate cap (a) (451 ) Foreign exchange forward (c) 130 (70 ) Total $ (321 ) $ (564 ) (a) For the three March 31, 2022, three March 31, 2021, (b) For the three March 31, 2021, (c) Gains (losses) related to derivative instruments are expected to be largely offset by (losses) gains on the underlying exposures being hedged. During the three March 31, 2022, three March 31, 2021, In connection with the acquisition of Classic Journeys, the purchase agreement includes a contingent consideration earnout, see Note 11—Acquisitions, December 31, 2022 2023 March 31, 2022, 3 The carrying amounts of cash and cash equivalents, accounts payable and accrued expenses, approximate fair value due to the short-term nature of these instruments. The carrying value of long-term debt approximates fair value given that the terms of the agreements were comparable to the market as of March 31, 2022. March 31, 2022 December 31, 2021, no |
Note 7 - Stockholders' Equity
Note 7 - Stockholders' Equity | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 7 STOCKHOLDERS EQUITY Stock and Warrant Repurchase Plan The Company’s Board of Directors approved a stock and warrant repurchase plan (“Repurchase Plan”) in November 2015 November 2016. no March 2020, 19 March 31, 2022. Preferred Stock In August 2020, December 31, 2021, first two second may third may, not 150% 20 30 March 31, 2022. three March 31, 2022 2021. March 31, 2022, |
Note 8 - Stock Based Compensati
Note 8 - Stock Based Compensation | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Share-Based Payment Arrangement [Text Block] | NOTE 8 STOCK BASED COMPENSATION The Company is authorized to issue up to 4.7 million shares of common stock under the 2021 June 2021. March 31, 2022, As of March 31, 2022 December 31, 2021, March 31, 2022, The Company recorded stock-based compensation expense of $1.8 million during the three March 31, 2022, three March 31, 2021. 2022 Long-Term Incentive Compensation During the three March 31, 2022, three During the three March 31, 2022, March 31, 2025. may March 31, 2025. Natural Habitat Contingent Arrangement In connection with the acquisition of Natural Habitat, Mr. Bressler, the founder of Natural Habitat, has an equity incentive opportunity to earn an award of options based on the future financial performance of Natural Habitat, where if the Final Year Equity Value of Natural Habitat, as defined in Mr. Bressler's amended employment agreement, exceeds $25.0 million, effective as of December 31, 2023, |
Note 9 - Related Party Transact
Note 9 - Related Party Transactions | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | NOTE 9 RELATED PARTY TRANSACTIONS In May 2016, May 2020, 5—Long |
Note 10 - Income Taxes
Note 10 - Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | NOTE 10 INCOME TAXES As of March 31, 2022, December 31, 2021, three March 31, 2022 three March 31, 2021, 2022 2021 19 |
Note 11 - Acquisitions
Note 11 - Acquisitions | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | NOTE 11 ACQUISITIONS To further expand the Company’s land-based experiential travel offerings and increase its addressable market, the Company completed three 2021. February 1, 2021 , March 3, 2021 , October 13, 2021, The acquisitions had an aggregate purchase price of $23.6 million, including $1.8 million in Company stock and $0.2 million in deferred contingent consideration. The deferred contingent consideration has an earnout potential between zero and $0.6 million. The acquisitions were accounted for under purchase accounting and are included in the Company's consolidated financial statements since the date of the acquisitions. The Company preliminarily recorded $10.4 million in intangible assets related to tradenames and customer lists and $19.9 million in goodwill related to these acquisitions. The amount recorded for the intangible assets and goodwill is subject to possible adjustment when the valuation of Classic Journeys is finalized. |
Note 12 - Commitments and Conti
Note 12 - Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 12 COMMITMENTS AND CONTINGENCIES Redeemable Non-Controlling Interest The Company has controlling interests in its Natural Habitat, Off the Beaten Path, DuVine and Classic Journeys consolidated subsidiaries. The noncontrolling interests are subject to put/call agreements. The put options enable the minority holders, but do not not Since the redemption of the noncontrolling interests are not one two The redemption value of the put options were determined using a discounted cash flow model. The redemption values were adjusted to their present value using the Company’s weighted average cost of capital. The following is a rollforward of redeemable non-controlling interest: For the three months ended March 31, (In thousands) 2022 2021 (unaudited) Beginning balance $ 10,626 $ 7,494 Net loss attributable to noncontrolling interest (427 ) (619 ) Acquired businesses' noncontrolling interest - 3,598 Redemption value adjustment of put option 4,259 - Ending balance $ 14,458 $ 10,473 Royalty Agreement National Geographic The Company is party to an alliance and license agreement with National Geographic, which allows the Company to use the National Geographic name and logo. In return for these rights, the Company is charged a royalty fee. The royalty fee is included within selling and marketing expense on the accompanying condensed consolidated statements of operations. The fee is calculated based upon a percentage of certain ticket revenues less travel agent commission, including the revenues received from cancellation fees and any revenues received from the sale of pre- and post-expedition extensions. Royalty expense for the three March 31, 2022 $1.2 three March 31, 2021. The royalty balance payable to National Geographic as of March 31, 2022 December 31, 2021 $1.5 Royalty Agreement World Wildlife Fund Natural Habitat has a license agreement with WWF, which allows it to use the WWF name and logo. In return for these rights, Natural Habitat is charged a royalty fee and a fee based on annual gross sales. The fees are included within selling and marketing expense on the accompanying condensed consolidated statements of operations. This royalty fee expense was $0.2 million and $0.0 million for the three March 31, 2022 2021, Charter Commitments From time to time, the Company enters into agreements to charter vessels onto which it holds its tours and expeditions. Future minimum payments on its charter agreements as of March 31, 2022 For the years ended December 31, Amount (In thousands) (unaudited) 2022 (nine months) $ 8,178 2023 10,156 Total $ 18,334 |
Note 13 - Segment Information
Note 13 - Segment Information | 3 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | NOTE 13 SEGMENT INFORMATION The Company is primarily a specialty cruise and experiential travel operator with operations in two reportable segments, Lindblad and Land Experiences. The Company evaluates the performance of the business based largely on the results of its operating segments. The chief operating decision maker and management review operating results monthly, and base operating decisions on the total results at a consolidated level, as well as at a segment level. The reports provided to the Board of Directors are at a consolidated level and contain information regarding the separate results of both segments. The Company evaluates the performance of its business segments based largely on tour revenues and operating income, without allocating other income and expenses, net, income taxes and interest expense, net. For the three March 31, 2022 2021, For the three months ended March 31, 2022 2021 Change % (In thousands) (unaudited) Tour revenues: Lindblad $ 50,274 $ 484 $ 49,790 NM Land Experiences 17,572 1,296 16,276 NM Total tour revenues $ 67,846 $ 1,780 $ 66,066 NM Operating loss: Lindblad $ (33,569 ) $ (27,296 ) $ (6,273 ) (23 )% Land Experiences (676 ) (3,770 ) 3,094 82 % Total operating loss $ (34,245 ) $ (31,066 ) $ (3,179 ) (10 )% Depreciation and amortization are included in segment operating income as shown below: For the three months ended March 31, 2022 2021 Change % (In thousands) (unaudited) Depreciation and amortization: Lindblad $ 10,741 $ 7,867 $ 2,874 37 % Land Experiences 437 382 55 14 % Total depreciation and amortization $ 11,178 $ 8,249 $ 2,929 36 % The following table presents our total assets, intangibles, net and goodwill by segment: (In thousands) As of March 31, 2022 As of December 31, 2021 Total Assets: (unaudited) Lindblad $ 714,926 $ 724,873 Land Experiences 125,709 102,618 Total assets $ 840,635 $ 827,491 Intangibles, net: Lindblad $ 1,746 $ 1,874 Land Experiences 11,084 11,361 Total intangibles, net $ 12,830 $ 13,235 Goodwill: Lindblad $ - $ - Land Experiences 42,017 42,017 Total goodwill $ 42,017 $ 42,017 For the three March 31, 2022 2021, |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying unaudited condensed consolidated financial statements and footnotes have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding unaudited interim financial information and include the accounts and transactions of the Company. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the Company’s financial statements for the periods presented. Operating results for the periods presented are not December 31, 2021 10 February 28, 2022 ( “2021 There have been no 2021 |
Return to Operations, Policy [Policy Text Block] | Ramp of Fleet Operations and COVID- 19 During the first 2022 nine ten 19 March 16, 2020 May 31, 2021. 19 2022 2023. The Company believes there are a variety of strategic advantages that enable it to deploy its ships safely and quickly, while mitigating the risk of COVID- 19 48 148 five |
Balance Sheet and Liquidity, Policy [Policy Text Block] | Balance Sheet and Liquidity As of March 31, 2022, March 31, 2022, On February 4, 2022, 2027, |
Note 2 - Earnings Per Share (Ta
Note 2 - Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | For the three months ended March 31, 2022 2021 (unaudited) (In thousands, except share and per share data) Net loss attributable to Lindblad Expeditions Holdings, Inc. $ (41,721 ) $ (33,244 ) Series A redeemable convertible preferred stock dividend 1,298 1,301 Undistributed loss available to stockholders $ (43,019 ) $ (34,545 ) Weighted average shares outstanding: Total weighted average shares outstanding, basic 50,757,126 49,865,234 Total weighted average shares outstanding, diluted 50,757,126 49,865,234 Undistributed loss per share available to stockholders: Basic $ (0.85 ) $ (0.66 ) Diluted $ (0.85 ) $ (0.66 ) |
Note 3 - Revenues (Tables)
Note 3 - Revenues (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block] | Contract Liabilities (In thousands) (unaudited) Balance as of December 31, 2021 $ 147,783 Recognized in tour revenues during the period (66,112 ) Additional contract liabilities in period 64,017 Balance as of March 31, 2022 $ 145,688 |
Disaggregation of Revenue [Table Text Block] | For the three months ended March 31, 2022 2021 Guest ticket revenue: (unaudited) Direct 45 % 57 % National Geographic 16 % 0 % Agencies 20 % 13 % Affinity 9 % 0 % Guest ticket revenue 90 % 70 % Other tour revenue 10 % 30 % Tour revenues 100 % 100 % |
Note 4 - Financial Statement _2
Note 4 - Financial Statement Details (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Schedule of Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Table Text Block] | For the three months ended March 31, 2022 2021 (In thousands) (unaudited) Cash and cash equivalents $ 154,816 $ 163,939 Restricted cash 30,046 22,446 Total cash, cash equivalents and restricted cash as presented in the statement of cash flows $ 184,862 $ 186,385 |
Restricted Cash and Marketable Securities [Table Text Block] | As of March 31, 2022 As of December 31, 2021 (In thousands) (unaudited) Credit card processor reserves $ 13,894 $ 10,536 Federal Maritime Commission escrow 14,796 9,814 Certificates of deposit and other restricted securities 1,356 1,590 Total restricted cash $ 30,046 $ 21,940 |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | Loan Receivable (In thousands) (unaudited) Balance as of December 31, 2021 $ 3,964 Accrued interest 35 Amortization of deferred costs (9 ) Balance as of March 31, 2022 $ 3,990 |
Note 5 - Long-term Debt (Tables
Note 5 - Long-term Debt (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Schedule of Long-Term Debt Instruments [Table Text Block] | As of March 31, 2022 As of December 31, 2021 (unaudited) (In thousands) Principal Deferred Financing Costs, net Balance Principal Deferred Financing Costs, net Balance 6.75% Notes $ 360,000 (10,447 ) $ 349,553 $ - $ - $ - First Export Credit Agreement 104,470 (2,025 ) 102,445 107,695 (2,090 ) 105,605 Second Export Credit Agreement 117,722 (2,407 ) 115,315 120,281 (2,473 ) 117,808 Note payable 842 - 842 842 - 842 Other 1,016 - 1,016 1,034 - 1,034 Credit Facility - - - 284,170 (9,050 ) 275,120 Revolving Facility - - - 44,500 (190 ) 44,310 Total long-term debt 584,050 (14,879 ) 569,171 558,522 (13,803 ) 544,719 Less current portion (24,072 ) - (24,072 ) (26,061 ) - (26,061 ) Total long-term debt, non-current $ 559,978 $ (14,879 ) $ 545,099 $ 532,461 $ (13,803 ) $ 518,658 |
Note 6 - Financial Instrument_2
Note 6 - Financial Instruments and Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Schedule of Notional Amounts of Outstanding Derivative Positions [Table Text Block] | (In thousands) Absolute Notional Value Interest rate caps $ 100,000 Foreign exchange contracts 8,892 |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) and Non-cash Flow Hedges Impacting the Income Statement [Table Text Block] | For the three months ended March 31, (In thousands) 2022 2021 (unaudited) Derivative instruments designated as cash flow hedging instruments: Interest rate cap (a) $ - $ (77 ) Foreign exchange forward (b) - (417 ) Derivative instruments not designated as cash flow hedging instruments: Interest rate cap (a) (451 ) Foreign exchange forward (c) 130 (70 ) Total $ (321 ) $ (564 ) |
Fair Value, Inputs, Level 2 [Member] | |
Notes Tables | |
Schedule of Derivative Instruments [Table Text Block] | As of March 31, 2022 As of December 31, 2021 (unaudited) (In thousands) Fair Value, Asset Derivatives Fair Value, Liability Derivatives Fair Value, Asset Derivatives Fair Value, Liability Derivatives Derivative instruments designated as cash flow hedging instruments: Interest rate cap (a) $ - $ - $ 9 $ - Total $ - $ - $ 9 $ - Derivative instruments not designated as cash flow hedging instruments: Interest rate cap (a) $ 192 $ - $ - $ - Foreign exchange forward (b) 794 - 664 - Total $ 986 $ - $ 664 $ - |
Note 12 - Commitments and Con_2
Note 12 - Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Redeemable Noncontrolling Interest [Table Text Block] | For the three months ended March 31, (In thousands) 2022 2021 (unaudited) Beginning balance $ 10,626 $ 7,494 Net loss attributable to noncontrolling interest (427 ) (619 ) Acquired businesses' noncontrolling interest - 3,598 Redemption value adjustment of put option 4,259 - Ending balance $ 14,458 $ 10,473 |
Shcedule of Future Minimum Payments for Charter Commitments [Table Text Block] | For the years ended December 31, Amount (In thousands) (unaudited) 2022 (nine months) $ 8,178 2023 10,156 Total $ 18,334 |
Note 13 - Segment Information (
Note 13 - Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | For the three months ended March 31, 2022 2021 Change % (In thousands) (unaudited) Tour revenues: Lindblad $ 50,274 $ 484 $ 49,790 NM Land Experiences 17,572 1,296 16,276 NM Total tour revenues $ 67,846 $ 1,780 $ 66,066 NM Operating loss: Lindblad $ (33,569 ) $ (27,296 ) $ (6,273 ) (23 )% Land Experiences (676 ) (3,770 ) 3,094 82 % Total operating loss $ (34,245 ) $ (31,066 ) $ (3,179 ) (10 )% For the three months ended March 31, 2022 2021 Change % (In thousands) (unaudited) Depreciation and amortization: Lindblad $ 10,741 $ 7,867 $ 2,874 37 % Land Experiences 437 382 55 14 % Total depreciation and amortization $ 11,178 $ 8,249 $ 2,929 36 % (In thousands) As of March 31, 2022 As of December 31, 2021 Total Assets: (unaudited) Lindblad $ 714,926 $ 724,873 Land Experiences 125,709 102,618 Total assets $ 840,635 $ 827,491 Intangibles, net: Lindblad $ 1,746 $ 1,874 Land Experiences 11,084 11,361 Total intangibles, net $ 12,830 $ 13,235 Goodwill: Lindblad $ - $ - Land Experiences 42,017 42,017 Total goodwill $ 42,017 $ 42,017 |
Note 1 - Business and Basis o_2
Note 1 - Business and Basis of Presentation (Details Textual) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2022USD ($) | Feb. 04, 2022USD ($) | Dec. 31, 2021USD ($) | Mar. 31, 2021USD ($) | |
Number of Expedition Ships Operated | 10 | |||
Number of Seasonal Charter Vessels Operated | 5 | |||
Number of Reportable Segments | 2 | |||
Cash and Cash Equivalents, at Carrying Value, Total | $ 154,816 | $ 150,753 | $ 163,939 | |
Restricted Cash and Investments, Current, Total | 30,046 | 21,940 | $ 22,446 | |
Long-Term Debt, Gross | 584,050 | 558,522 | ||
Revolving Credit Facility [Member] | ||||
Long-Term Debt, Gross | $ 0 | $ 44,500 | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 45,000 | |||
Letter of Credit [Member] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | 5,000 | |||
Senior Secured Notes [Member] | ||||
Debt Instrument, Face Amount | $ 360,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 6.75% |
Note 2 - Earnings Per Share (De
Note 2 - Earnings Per Share (Details Textual) - $ / shares shares in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Restricted Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 0.8 | 0.9 |
Share-Based Payment Arrangement, Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 1.5 | 0.5 |
Series A Redeemable Convertible Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 9.3 | 9.3 |
Series A Redeemable Convertible Preferred Stock [Member] | ||
Temporary Equity, Par or Stated Value Per Share (in dollars per share) | $ 0.0001 |
Note 2 - Earnings Per Share - S
Note 2 - Earnings Per Share - Schedule of Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Net income (loss) attributable to Lindblad Expeditions Holdings, Inc | $ (41,721) | $ (33,244) |
Series A redeemable convertible preferred stock dividend | 1,298 | 1,301 |
Undistributed loss available to stockholders | $ (43,019) | $ (34,545) |
Total weighted average shares outstanding, basic (in shares) | 50,757,126 | 49,865,234 |
Diluted (in shares) | 50,757,126 | 49,865,234 |
Basic (in dollars per share) | $ (0.85) | $ (0.66) |
Diluted (in dollars per share) | $ (0.85) | $ (0.66) |
Note 3 - Revenues - Change in C
Note 3 - Revenues - Change in Contract Liabilities (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Balance as of December 31, 2021 | $ 147,783 |
Recognized in tour revenues during the period | (66,112) |
Additional contract liabilities in period | 64,017 |
Balance | $ 145,688 |
Note 3 - Revenues - Disaggregat
Note 3 - Revenues - Disaggregation of Revenues by Type (Details) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Tour revenues | 100.00% | 100.00% |
Guest Ticket [Member] | ||
Tour revenues | 90.00% | 70.00% |
Guest Ticket [Member] | Sales Channel, Directly to Consumer [Member] | ||
Tour revenues | 45.00% | 57.00% |
Guest Ticket [Member] | Sales Channel, National Geographic [Member] | ||
Tour revenues | 16.00% | 0.00% |
Guest Ticket [Member] | Sales Channel, Agencies [Member] | ||
Tour revenues | 20.00% | 13.00% |
Guest Ticket [Member] | Sales Channel, Affinity [Member] | ||
Tour revenues | 9.00% | 0.00% |
Other Tour [Member] | ||
Tour revenues | 10.00% | 30.00% |
Note 4 - Financial Statement _3
Note 4 - Financial Statement Details (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Prepaid Tour Expenses | $ 20,600 | $ 10,300 | |
Accounts Payable, Current, Total | 20,200 | 9,700 | |
Proceeds from Coronavirus Economic Relief for Transportation Services (CERTS) Act, Grant | $ 27,000 | ||
Other Nonoperating Income (Expense), Total | 533 | $ 1 | |
Financing Receivable, Credit Loss, Expense (Reversal) | 0 | ||
Grant [Member] | |||
Other Nonoperating Income (Expense), Total | $ 11,600 |
Note 4 - Financial Statement _4
Note 4 - Financial Statement Details - Reconciliation of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
Cash and cash equivalents | $ 154,816 | $ 150,753 | $ 163,939 | |
Restricted cash | 30,046 | 21,940 | 22,446 | |
Total cash, cash equivalents and restricted cash as presented in the statement of cash flows | $ 184,862 | $ 172,693 | $ 186,385 | $ 204,515 |
Note 4 - Financial Statement _5
Note 4 - Financial Statement Details - Restricted Cash and Marketable Securities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 |
Total restricted cash and marketable securities | $ 30,046 | $ 21,940 | $ 22,446 |
Credit Card Processor Reserves [Member] | |||
Total restricted cash and marketable securities | 13,894 | 10,536 | |
Federal Maritime Commission Escrow [Member] | |||
Total restricted cash and marketable securities | 14,796 | 9,814 | |
Certificates of Deposit and Other Restricted Securities [Member] | |||
Total restricted cash and marketable securities | $ 1,356 | $ 1,590 |
Note 4 - Financial Statement _6
Note 4 - Financial Statement Details - Loan Receivable (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Balance as of December 31, 2021 | $ 3,964 |
Accrued interest | 35 |
Amortization of deferred costs | (9) |
Balance | $ 3,990 |
Note 5 - Long-term Debt (Detail
Note 5 - Long-term Debt (Details Textual) $ in Thousands, € in Millions | 1 Months Ended | 3 Months Ended | ||||||||||
Jun. 30, 2021USD ($) | Mar. 31, 2022USD ($) | Mar. 31, 2021USD ($) | Dec. 31, 2023 | Mar. 31, 2022EUR (€) | Feb. 04, 2022USD ($) | Dec. 31, 2021USD ($) | Sep. 30, 2021USD ($) | Apr. 30, 2019USD ($) | Mar. 31, 2018USD ($) | Jan. 31, 2018USD ($) | May 31, 2016USD ($) | |
Amortization of Debt Issuance Costs | $ 500 | $ 800 | ||||||||||
Write off of Deferred Debt Issuance Cost | 9,004 | $ 0 | ||||||||||
Long-Term Debt, Gross | 584,050 | $ 558,522 | ||||||||||
Revolving Credit Facility [Member] | ||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 45,000 | |||||||||||
Long-Term Debt, Gross | $ 0 | $ 44,500 | ||||||||||
Letter of Credit [Member] | ||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 5,000 | |||||||||||
Senior Secured Notes [Member] | ||||||||||||
Debt Instrument, Face Amount | $ 360,000 | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.75% | |||||||||||
Credit Agreement [Member] | Revolving Credit Facility [Member] | ||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 45,000 | |||||||||||
Credit Agreement [Member] | Letter of Credit [Member] | ||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 5,000 | |||||||||||
Export Credit Agreement [Member] | ||||||||||||
Debt Agreement, Maximum Borrowing Capacity | $ 107,700 | |||||||||||
Percentage of Purchase Price, Financing Maximum | 80.00% | |||||||||||
First Export Credit Facility [Member] | ||||||||||||
Long-Term Debt, Aggregate Amount Deferred for Future Payments | $ 15,700 | |||||||||||
Debt Instrument, Interest Rate Spreads, Increase (Decrease) | 0.50% | |||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 4.33% | 4.33% | ||||||||||
First Export Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | |||||||||||
Second Export Credit Agreement [Member] | ||||||||||||
Debt Agreement, Maximum Borrowing Capacity | $ 122,800 | |||||||||||
Percentage of Purchase Price, Financing Maximum | 80.00% | |||||||||||
Debt Instrument, Interest Rate Spreads, Increase (Decrease) | 0.50% | |||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 4.43% | 4.43% | ||||||||||
Long-Term Debt, Gross | $ 122,800 | |||||||||||
Second Export Credit Agreement [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | |||||||||||
Promissory Notes, Natural Habitat Acquisition [Member] | ||||||||||||
Debt Instrument, Face Amount | $ 2,500 | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.44% | 1.44% | ||||||||||
Long-Term Debt, Gross | $ 800 | |||||||||||
Loan Maturing June 2023 [Member] | Off the Beaten Path, LLC (OBP) [Member] | ||||||||||||
Debt Instrument, Face Amount | $ 300 | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.77% | 4.77% | ||||||||||
Loan Originated on December 11, 2020 [Member] | Off the Beaten Path, LLC (OBP) [Member] | Main Street Expanded Loan Facility Program [Member] | ||||||||||||
Debt Instrument, Face Amount | $ 800 | |||||||||||
Loan Originated on December 11, 2020 [Member] | Off the Beaten Path, LLC (OBP) [Member] | Main Street Expanded Loan Facility Program [Member] | Forecast [Member] | ||||||||||||
Debt Instrument, Amortization Rate | 15.00% | |||||||||||
Loan Originated on December 11, 2020 [Member] | London Interbank Offered Rate (LIBOR) [Member] | Off the Beaten Path, LLC (OBP) [Member] | Main Street Expanded Loan Facility Program [Member] | Minimum [Member] | ||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.00% | |||||||||||
Loan Originated on December 11, 2020 [Member] | London Interbank Offered Rate (LIBOR) [Member] | Off the Beaten Path, LLC (OBP) [Member] | Main Street Expanded Loan Facility Program [Member] | Maximum [Member] | ||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.45% | |||||||||||
State Assistance Loan [Member] | DuVine [Member] | ||||||||||||
Debt Instrument, Face Amount | € | € 0.1 | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 0.53% | 0.53% |
Note 5 - Long-term Debt - Long-
Note 5 - Long-term Debt - Long-term Debt (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Principal | $ 584,050,000 | $ 558,522,000 |
Deferred Financing Costs, Net | (14,879,000) | (13,803,000) |
Balance | 569,171,000 | 544,719,000 |
Principal, Current | (24,072,000) | (26,061,000) |
Deferred Financing Costs, Net, Current | 0 | 0 |
Balance, Current | (24,072,000) | (26,061,000) |
Principal, Non-current | 559,978,000 | 532,461,000 |
Deferred Financing Costs, Net, Non-current | (14,879,000) | (13,803,000) |
Balance, Non-current | 545,099,000 | 518,658,000 |
Revolving Credit Facility [Member] | ||
Principal | 0 | 44,500,000 |
Deferred Financing Costs, Net | 0 | (190,000) |
Balance | 0 | 44,310,000 |
Senior Secured Notes [Member] | ||
Principal | 360,000,000 | 0 |
Deferred Financing Costs, Net | (10,447) | 0 |
Balance | 349,553 | 0 |
First Senior Secured Credit Agreement [Member] | ||
Principal | 104,470,000 | 107,695,000 |
Deferred Financing Costs, Net | (2,025) | (2,090) |
Balance | 102,445 | 105,605 |
Second Senior Secured Credit Agreement [Member] | ||
Principal | 117,722,000 | 120,281,000 |
Deferred Financing Costs, Net | (2,407) | (2,473) |
Balance | 115,315 | 117,808 |
Notes Payable, Other Payables [Member] | ||
Principal | 842,000 | 842,000 |
Deferred Financing Costs, Net | 0 | 0 |
Balance | 842,000 | 842,000 |
Other Debt [Member] | ||
Principal | 1,016,000 | 1,034,000 |
Deferred Financing Costs, Net | 0 | 0 |
Balance | 1,016,000 | 1,034,000 |
Term Facility [Member] | ||
Principal | 0 | 284,170,000 |
Deferred Financing Costs, Net | 0 | (9,050,000) |
Balance | $ 0 | $ 275,120,000 |
Note 6 - Financial Instrument_3
Note 6 - Financial Instruments and Fair Value Measurements (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, after Tax | $ (634) | $ 0 |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, after Tax | 0 | 494 |
Foreign Currency Transaction Gain (Loss), before Tax, Total | 130 | 70 |
Classic Journeys, LLC [Member] | ||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, Low | 0 | |
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 600 | |
Business Combination, Contingent Consideration, Liability, Total | 200 | |
Interest Rate Cap [Member] | AOCI Attributable to Parent [Member] | ||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, after Tax | 100 | |
Interest Rate Cap [Member] | Not Designated as Hedging Instrument [Member] | ||
Interest Expense, Total | 200 | |
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax | (600) | |
Foreign Exchange Forward [Member] | AOCI Attributable to Parent [Member] | ||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, after Tax | 400 | |
Foreign Exchange Forward [Member] | Not Designated as Hedging Instrument [Member] | ||
Foreign Currency Transaction Gain (Loss), before Tax, Total | $ 100 | $ 100 |
Note 6 - Financial Instrument_4
Note 6 - Financial Instruments and Fair Value Measurements - Derivative Instruments Notional Values (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Interest Rate Cap [Member] | |
Interest rate caps | $ 100,000 |
Foreign Exchange Contract [Member] | |
Interest rate caps | $ 8,892 |
Note 6 - Financial Instrument_5
Note 6 - Financial Instruments and Fair Value Measurements - Estimated Fair Values of Derivative Instruments (Details) - Fair Value, Inputs, Level 2 [Member] - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | |
Designated as Hedging Instrument [Member] | |||
Derivatives designated as hedging instruments | $ 0 | $ 9 | |
Derivatives designated as hedging instruments | 0 | 0 | |
Not Designated as Hedging Instrument [Member] | |||
Derivatives designated as hedging instruments | 986 | 664 | |
Derivatives designated as hedging instruments | 0 | 0 | |
Interest Rate Cap [Member] | Designated as Hedging Instrument [Member] | |||
Derivatives designated as hedging instruments | [1] | 0 | 9 |
Derivatives designated as hedging instruments | 0 | 0 | |
Interest Rate Cap [Member] | Not Designated as Hedging Instrument [Member] | |||
Derivatives designated as hedging instruments | [1] | 192 | 0 |
Derivatives designated as hedging instruments | 0 | 0 | |
Foreign Exchange Contract [Member] | Not Designated as Hedging Instrument [Member] | |||
Derivatives designated as hedging instruments | [2] | 794 | 664 |
Derivatives designated as hedging instruments | [1] | $ 0 | $ 0 |
[1] | Recorded in other current assets | ||
[2] | Recorded in prepaid expenses and other current assets. |
Note 6 - Financial Instrument_6
Note 6 - Financial Instruments and Fair Value Measurements - Derivatives Recognized in Condensed Consolidation Financial Statements (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Total | $ (321) | $ (564) | |
Interest Rate Cap [Member] | Designated as Hedging Instrument [Member] | |||
Derivative instruments designated as cash flow hedging instruments: | [1] | 0 | (77) |
Interest Rate Cap [Member] | Not Designated as Hedging Instrument [Member] | |||
Derivative instruments not designated as cash flow hedging instruments: | [1] | (451) | |
Foreign Exchange Contract [Member] | Designated as Hedging Instrument [Member] | |||
Derivative instruments designated as cash flow hedging instruments: | [2] | 0 | (417) |
Foreign Exchange Contract [Member] | Not Designated as Hedging Instrument [Member] | |||
Derivative instruments not designated as cash flow hedging instruments: | [3] | $ 130 | $ (70) |
[1] | For the three months ended March 31, 2022, $0.2 million was recognized, net of tax, in interest expense and $0.6 million was reclassified from other comprehensive income (loss) to interest expense. For the three months ended March 31, 2021, $0.1 million was recognized, net of tax, as a component of other comprehensive income (loss) within stockholders’ equity. | ||
[2] | For the three months ended March 31, 2021, $0.4 million was recognized, net of tax, as a component of other comprehensive income (loss) within stockholders’ equity. | ||
[3] | Gains (losses) related to derivative instruments are expected to be largely offset by (losses) gains on the underlying exposures being hedged. During the three months ended March 31, 2022, a gain of $0.1 million was recognized in gain (loss) on foreign currency. During the three months ended March 31, 2021, a gain of $0.1 million was recognized in gain (loss) on foreign currency. |
Note 7 - Stockholders' Equity (
Note 7 - Stockholders' Equity (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | Aug. 31, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Mar. 31, 2022 | Nov. 30, 2016 |
Dividends, Preferred Stock, Total | $ 1,298 | $ 1,301 | ||||
Preferred Stock, Shares Outstanding, Ending Balance (in shares) | 80,000 | 80,000 | 80,000 | |||
Conversion From Preferred Stock to Common Stock [Member] | ||||||
Conversion of Stock, Shares Converted (in shares) | 5,000 | |||||
Conversion of Stock, Shares Issued (in shares) | 566,364 | |||||
Series A Redeemable Convertible Preferred Stock [Member] | ||||||
Temporary Equity, Shares Issued (in shares) | 80,000 | 80,000 | 80,000 | |||
Deferred Offering Costs | $ 2,700 | $ 2,700 | ||||
Dividends, Preferred Stock, Total | $ 1,300 | $ 1,300 | ||||
Series A Redeemable Convertible Preferred Stock [Member] | Private Placement [Member] | ||||||
Temporary Equity, Shares Issued (in shares) | 85,000 | |||||
Temporary Equity, Redemption Price Per Share (in dollars per share) | $ 1,000 | |||||
Proceeds from Issuance of Preferred Stock and Preference Stock | $ 85,000 | |||||
Preferred Stock, Dividend Rate, Percentage | 6.00% | |||||
Convertible Preferred Stock, Conversion Price (in dollars per share) | $ 9.50 | |||||
Convertible Preferred Stock [Member] | ||||||
Preferred Stock, Shares Outstanding, Ending Balance (in shares) | 80,000 | 80,000 | ||||
Common Stock [Member] | ||||||
Conversion of Stock, Shares Issuable (in shares) | 9,300,000 | |||||
Stock and Warrant Repurchase Plan [Member] | ||||||
Stock Repurchase Program, Authorized Amount | $ 35,000 | |||||
Warrants Repurchased During Period (in shares) | 6,011,926 | |||||
Warrants Repurchased During Period, Value | $ 14,700 | |||||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 12,000 | $ 12,000 | ||||
Stock and Warrant Repurchase Plan [Member] | Common Stock [Member] | ||||||
Stock Repurchased During Period, Shares (in shares) | 875,218 | |||||
Stock Repurchased During Period, Value | $ 8,300 |
Note 8 - Stock Based Compensa_2
Note 8 - Stock Based Compensation (Details Textual) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number, Ending Balance (in shares) | 1,500,000 | 1,500,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Ending Balance (in dollars per share) | $ 14.37 | $ 10.30 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Number (in shares) | 265,500 | ||
Share-Based Payment Arrangement, Expense | $ 1.8 | $ 1.6 | |
Mr. Bressler [Member] | Natural Habitat, Inc [Member] | |||
Business Combination, Contingent Consideration Arrangements, Financial Performance Target | $ 25 | ||
Business Combination, Contingent Consideration Arrangements, Fair Value of Options Granted in Excess of Range of Outcomes High, Percentage | 10.10% | ||
2021 Long-Term Incentive Compensation Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in shares) | 4,700,000 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant (in shares) | 3.6 | ||
2021 Long-Term Incentive Compensation Plan [Member] | Restricted Stock Units (RSUs) [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 212,066 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 15.27 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 3 years | ||
2021 Long-Term Incentive Compensation Plan [Member] | Performance Shares [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 56,209 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 15.08 | ||
2021 Long-Term Incentive Compensation Plan [Member] | Performance Shares [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Earn out Percentage | 0.00% | ||
2021 Long-Term Incentive Compensation Plan [Member] | Market Stock Units [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Earn out Percentage | 150.00% |
Note 10 - Income Taxes (Details
Note 10 - Income Taxes (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Unrecognized Tax Benefits, Ending Balance | $ 0 | $ 0 | |
Effective Income Tax Rate Reconciliation, Percent, Total | (0.40%) | (7.60%) |
Note 11 - Acquisitions (Details
Note 11 - Acquisitions (Details Textual) - USD ($) $ in Thousands | Oct. 13, 2021 | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 03, 2021 | Feb. 01, 2021 |
Goodwill, Ending Balance | $ 42,017 | $ 42,017 | |||
Beaten Path [Member] | |||||
Business Acquisition, Percentage of Voting Interests Acquired | 80.10% | ||||
DuVine [Member] | |||||
Business Acquisition, Percentage of Voting Interests Acquired | 70.00% | ||||
Classic Journeys, LLC [Member] | |||||
Business Acquisition, Percentage of Voting Interests Acquired | 80.10% | ||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, Low | 0 | ||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 600 | ||||
Off The Beaten Path LLC and DuVine Cycling And Adventure LLC and Classic Journeys LLC [Member] | |||||
Business Combination, Consideration Transferred, Total | $ 23,600 | ||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | 1,800 | ||||
Business Combination, Consideration Transferred, Liabilities Incurred | 200 | ||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, Low | 0 | ||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 600 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill, Total | 10,400 | ||||
Goodwill, Ending Balance | $ 19,900 |
Note 12 - Commitments and Con_3
Note 12 - Commitments and Contingencies (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
National Geographic [Member] | |||
Royalty Expense | $ 1,200 | $ 0 | |
Accounts Payable and Other Accrued Liabilities, Current | 1,500 | $ 900 | |
World Wildlife Fund [Member] | |||
Royalty Expense | $ 200 | $ 0 |
Note 12 - Commitments and Con_4
Note 12 - Commitments and Contingencies - Redeemable Non-controlling Interest (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Balance | $ 10,626 | $ 7,494 |
Net loss attributable to noncontrolling interest | (427) | (619) |
Acquired businesses' noncontrolling interest | 0 | 3,598 |
Redemption value adjustment of put option | 4,259 | 0 |
Ending balance | $ 14,458 | $ 10,473 |
Note 12 - Commitments and Con_5
Note 12 - Commitments and Contingencies - Charter Commitments (Details) $ in Thousands | Mar. 31, 2022USD ($) |
2022 (nine months) | $ 8,178 |
2023 | 10,156 |
Total | $ 18,334 |
Note 13 - Segment Information_2
Note 13 - Segment Information (Details Textual) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022USD ($) | Mar. 31, 2021USD ($) | |
Number of Operating Segments | 2 | |
Revenue from Contract with Customer, Including Assessed Tax | $ 67,846 | $ 1,780 |
Intersegment Eliminations [Member] | ||
Revenue from Contract with Customer, Including Assessed Tax | $ 1,600 | $ 0 |
Note 13 - Segment Information -
Note 13 - Segment Information - Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Tour revenues | $ 67,846 | $ 1,780 | |
Tour revenues, change | 66,066 | ||
Operating income | (34,245) | (31,066) | |
Operating income, change | $ (3,179) | ||
Operating income, percentage change | (10.00%) | ||
Depreciation and amortization | 11,178 | $ 8,249 | |
Total depreciation and amortization, change | $ 2,929 | ||
Total depreciation and amortization, percentage change | 36.00% | ||
Total Assets | 840,635 | $ 827,491 | |
Total intangibles, net | 12,830 | 13,235 | |
Total goodwill | 42,017 | 42,017 | |
Lindblad Segment [Member] | |||
Tour revenues | 50,274 | $ 484 | |
Tour revenues, change | 49,790 | ||
Operating income | (33,569) | (27,296) | |
Operating income, change | $ (6,273) | ||
Operating income, percentage change | (23.00%) | ||
Depreciation and amortization | 10,741 | $ 7,867 | |
Total depreciation and amortization, change | $ 2,874 | ||
Total depreciation and amortization, percentage change | 37.00% | ||
Total Assets | 714,926 | 724,873 | |
Total intangibles, net | 1,746 | 1,874 | |
Total goodwill | 0 | 0 | |
Land-experience [Member] | |||
Tour revenues | 17,572 | $ 1,296 | |
Tour revenues, change | 16,276 | ||
Operating income | (676) | (3,770) | |
Operating income, change | $ 3,094 | ||
Operating income, percentage change | 82.00% | ||
Depreciation and amortization | 437 | $ 382 | |
Total depreciation and amortization, change | $ 55 | ||
Total depreciation and amortization, percentage change | 14.00% | ||
Total Assets | 125,709 | 102,618 | |
Total intangibles, net | 11,084 | 11,361 | |
Total goodwill | $ 42,017 | $ 42,017 |