LINDBLAD EXPEDITIONS HOLDINGS, INC., 10-Q filed on 11/2/2023
Quarterly Report
v3.23.3
Document And Entity Information - shares
9 Months Ended
Sep. 30, 2023
Oct. 31, 2023
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 Q3  
Document Fiscal Year Focus 2023  
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 30, 2023  
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 $0.0001 per share  
Trading Symbol LIND  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   53,388,276
v3.23.3
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Current Assets:    
Cash and cash equivalents $ 168,015 $ 87,177
Restricted cash 36,802 28,847
Short-term securities 0 13,591
Marine operating supplies 6,528 9,961
Inventories 3,087 1,965
Prepaid expenses and other current assets 44,722 41,778
Total current assets 259,154 183,319
Property and equipment, net 530,337 539,406
Goodwill 42,017 42,017
Intangibles, net 9,864 11,219
Deferred tax asset 2,305 2,167
Right-to-use lease assets 3,271 4,345
Other long-term assets 4,657 5,502
Total assets 851,605 787,975
Current Liabilities:    
Unearned passenger revenues 250,568 245,101
Accounts payable and accrued expenses 66,701 71,019
Long-term debt - current 46 23,337
Lease liabilities - current 1,718 1,663
Total current liabilities 319,033 341,120
Long-term debt, less current portion 620,888 529,452
Deferred tax liabilities 1,454 0
Lease liabilities 1,807 2,961
Other long-term liabilities 89 88
Total liabilities 943,271 873,621
Commitments and contingencies
Redeemable noncontrolling interests 34,232 27,886
Temporary Equity, Carrying Amount, Including Portion Attributable to Noncontrolling Interests 106,629 97,029
STOCKHOLDERS’ DEFICIT    
Preferred stock, $0.0001 par value, 1,000,000 shares authorized; 62,000 Series A shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively 0 0
Common stock, $0.0001 par value, 200,000,000 shares authorized; 53,379,750 and 53,177,437 issued, 53,321,818 and 53,110,132 outstanding as of September 30, 2023 and December 31, 2022, respectively 5 5
Additional paid-in capital 92,549 83,850
Accumulated deficit (290,849) (266,530)
Total stockholders' deficit (198,295) (182,675)
Total liabilities, mezzanine equity and stockholders' deficit 851,605 787,975
Series A Redeemable Convertible Preferred Stock [Member]    
Current Liabilities:    
Series A redeemable convertible preferred stock, 165,000 shares authorized; 62,000 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively $ 72,397 $ 69,143
v3.23.3
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares
Sep. 30, 2023
Dec. 31, 2022
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) 62,000 62,000
Preferred stock, shares outstanding (in shares) 62,000 62,000
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) 53,379,750 53,177,437
Common stock, shares outstanding (in shares) 53,321,818 53,110,132
Series A Redeemable Convertible Preferred Stock [Member]    
Temporary equity, shares authorized (in shares) 165,000 165,000
Temporary equity, shares issued (in shares) 62,000 62,000
Temporary equity, shares outstanding (in shares) 62,000 62,000
Preferred stock, par value (in dollars per share) $ 0.0001  
Preferred stock, shares outstanding (in shares) 62,000  
v3.23.3
Condensed Consolidated Statements of Operations (Unaudited) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Tour revenues $ 175,989 $ 144,783 $ 444,183 $ 303,540
Operating expenses:        
Cost of tours 95,590 87,576 245,293 208,023
General and administrative 30,015 24,535 85,589 68,882
Selling and marketing 19,387 16,025 55,197 41,193
Depreciation and amortization 10,521 10,839 33,660 33,193
Total operating expenses 155,513 138,975 419,739 351,291
Operating income (loss) 20,476 5,808 24,444 (47,751)
Other (expense) income:        
Interest expense, net (11,482) (8,369) (33,593) (26,500)
(Loss) gain on foreign currency (455) (872) 46 (1,417)
Other (expense) income (77) (333) (3,773) 84
Total other expense (12,014) (9,574) (37,320) (27,833)
Income (loss) before income taxes 8,462 (3,766) (12,876) (75,584)
Income tax expense 3 1,732 1,587 619
Net income (loss) 8,459 (5,498) (14,463) (76,203)
Net income attributable to noncontrolling interest 2,821 3,228 3,742 3,000
Net income (loss) attributable to Lindblad Expeditions Holdings, Inc. 5,638 (8,726) (18,205) (79,203)
Series A redeemable convertible preferred stock dividend 1,098 1,036 3,255 3,618
Net income (loss) available to stockholders $ 4,540 $ (9,762) $ (21,460) $ (82,821)
Weighted average shares outstanding        
Basic (in shares) 53,309,336 53,045,329 53,227,642 51,665,912
Diluted (in shares) 53,401,799 53,045,329 53,227,642 51,665,912
Undistributed income (loss) per share available to stockholders:        
Basic (in dollars per share) $ 0.08 $ (0.18) $ (0.4) $ (1.6)
Diluted (in dollars per share) $ 0.08 $ (0.18) $ (0.4) $ (1.6)
v3.23.3
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Net loss $ 8,459 $ (5,498) $ (14,463) $ (76,203)
Other comprehensive income:        
Reclassification adjustment, net of tax 0 0 0 634
Total other comprehensive income 0 0 0 634
Total comprehensive income (loss) 8,459 (5,498) (14,463) (75,569)
Less: comprehensive income attributive to non-controlling interest 2,821 3,228 3,742 3,000
Comprehensive income (loss) attributable to stockholders $ 5,638 $ (8,726) $ (18,205) $ (78,569)
v3.23.3
Condensed Consolidated Statements of Stockholders' Deficit (Unaudited) - USD ($)
$ in Thousands
Common Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
AOCI Attributable to Parent [Member]
Total
Balance (in shares) at Dec. 31, 2021 50,800,786        
Balance at Dec. 31, 2021 $ 5 $ 58,485 $ (136,439) $ (634) $ (78,583)
Stock-based compensation $ 0 5,283 0 0 5,283
Net activity related to equity compensation plans (in shares) 222,323        
Net activity related to equity compensation plans $ 0 (766) 0 0 (766)
Redeemable noncontrolling interest 0 0 (17,957) 0 (17,957)
Series A preferred stock dividend 0 0 (3,618) 0 (3,618)
Net income (loss) attributable to Lindblad Expeditions Holdings, Inc $ 0 0 (79,203) 0 (79,203)
Issuance of stock for conversion of preferred stock (in shares) 2,109,561        
Issuance of stock for conversion of preferred stock $ 0 19,430 0 0 19,430
Other comprehensive income (loss), net $ 0 0 0 634 634
Balance (in shares) at Sep. 30, 2022 53,132,670        
Balance at Sep. 30, 2022 $ 5 82,432 (237,217) 0 (154,780)
Balance (in shares) at Jun. 30, 2022 53,064,077        
Balance at Jun. 30, 2022 $ 5 80,812 (218,695) 0 (137,878)
Stock-based compensation $ 0 1,632 0 0 1,632
Net activity related to equity compensation plans (in shares) 68,593        
Net activity related to equity compensation plans $ 0 (12) 0 0 (12)
Redeemable noncontrolling interest 0 0 (8,760) 0 (8,760)
Series A preferred stock dividend 0 0 (1,036) 0 (1,036)
Net income (loss) attributable to Lindblad Expeditions Holdings, Inc $ 0 0 (8,726) 0 (8,726)
Other comprehensive income (loss), net         0
Balance (in shares) at Sep. 30, 2022 53,132,670        
Balance at Sep. 30, 2022 $ 5 82,432 (237,217) $ 0 (154,780)
Balance (in shares) at Dec. 31, 2022 53,177,437        
Balance at Dec. 31, 2022 $ 5 83,850 (266,530)   (182,675)
Stock-based compensation $ 0 9,245 0   9,245
Net activity related to equity compensation plans (in shares) 202,313        
Net activity related to equity compensation plans $ 0 (546) 0   (546)
Redeemable noncontrolling interest 0 0 (2,859)   (2,859)
Series A preferred stock dividend 0 0 (3,255)   (3,255)
Net income (loss) attributable to Lindblad Expeditions Holdings, Inc $ 0 0 (18,205)   (18,205)
Other comprehensive income (loss), net         0
Balance (in shares) at Sep. 30, 2023 53,379,750        
Balance at Sep. 30, 2023 $ 5 92,549 (290,849)   (198,295)
Balance (in shares) at Jun. 30, 2023 53,320,546        
Balance at Jun. 30, 2023 $ 5 89,601 (294,491)   (204,885)
Stock-based compensation $ 0 2,953 0   2,953
Net activity related to equity compensation plans (in shares) 59,204        
Net activity related to equity compensation plans $ 0 (5) 0   (5)
Redeemable noncontrolling interest 0 0 (898)   (898)
Series A preferred stock dividend     (1,098)   (1,098)
Net income (loss) attributable to Lindblad Expeditions Holdings, Inc $ 0 0 5,638   5,638
Other comprehensive income (loss), net         0
Balance (in shares) at Sep. 30, 2023 53,379,750        
Balance at Sep. 30, 2023 $ 5 $ 92,549 $ (290,849)   $ (198,295)
v3.23.3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Cash Flows From Operating Activities    
Net loss $ (14,463) $ (76,203)
Adjustments to reconcile net loss to net cash provided by operating activities:    
Depreciation and amortization 33,660 33,193
Amortization of deferred financing costs and other, net 2,444 1,988
Amortization of right-to-use lease assets 1,074 626
Stock-based compensation 9,245 5,283
Deferred income taxes 1,241 759
Change in fair value of contingent acquisition consideration 0 111
(Gain) loss on foreign currency (46) 1,417
Write-off of unamortized issuance costs related to debt refinancing 3,860 9,004
Changes in operating assets and liabilities    
Marine operating supplies and inventories 2,311 (1,195)
Prepaid expenses and other current assets (2,944) (19,575)
Unearned passenger revenues 5,467 34,407
Other long-term assets (1,165) 3,242
Other long-term liabilities 0 844
Accounts payable and accrued expenses (4,272) 7,526
Operating lease liabilities (1,099) (658)
Net cash provided by operating activities 35,313 769
Cash Flows From Investing Activities    
Purchases of property and equipment (22,723) (29,566)
Sale of short-term securities 15,163 0
Net cash used in investing activities (7,560) (29,566)
Cash Flows From Financing Activities    
Proceeds from long-term debt 275,000 360,000
Repayments of long-term debt (205,704) (346,301)
Payment of deferred financing costs (7,455) (10,859)
Repurchase under stock-based compensation plans and related tax impacts (801) (766)
Net cash provided by financing activities 61,040 2,074
Net increase (decrease) in cash, cash equivalents and restricted cash 88,793 (26,723)
Cash, cash equivalents and restricted cash at beginning of period 116,024 172,693
Cash, cash equivalents and restricted cash at end of period 204,817 145,970
Supplemental disclosures of cash flow information:    
Interest 30,369 22,159
Income taxes 388 226
Non-cash investing and financing activities:    
Non-cash preferred stock dividend $ 3,255 $ 3,618
v3.23.3
Note 1 - Business and Basis of Presentation
9 Months Ended
Sep. 30, 2023
Notes to Financial Statements  
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Text Block]

NOTE 1BUSINESS AND BASIS OF PRESENTATION

 

Business

 

Lindblad Expeditions Holdings, Inc.’s and its consolidated subsidiaries’ (collectively, 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 owned expedition ships and five seasonal charter vessels under the Lindblad brand, operates land-based, eco-conscious expeditions and active nature focused tours under the Natural Habitat, Inc. (“Natural Habitat”) and Off the Beaten Path, LLC (“Off the Beaten Path”) brands, designs handcrafted walking tours under the Classic Journeys, LLC (“Classic Journeys”) brand and operates luxury cycling and adventure tours under the DuVine Cycling + Adventure Company (“DuVine”) brand.

 

The Company’s common stock is listed on the NASDAQ Capital Market under the symbol “LIND”.

 

The Company operates the following two reportable business segments:

 

Lindblad Segment. The Lindblad segment primarily provides ship-based expeditions aboard customized, nimble and intimately-scaled vessels that are able to venture where larger cruise ships cannot, thus allowing Lindblad to offer up-close experiences in the planet’s wild and remote places and capitals of culture. Each expedition ship is fully equipped with state-of-the-art tools for in-depth exploration, and the majority of expeditions involve travel to remote places with limited infrastructure and ports, such as Antarctica and the Arctic, or places that are best accessed by a ship, such as the Galápagos Islands, Alaska, Baja California’s Sea of Cortez and Panama, and foster active engagement by guests. The Company has an alliance with National Geographic Partners, LLC (“National Geographic”), which provides for lecturers and National Geographic experts, including photographers, writers, marine biologists, naturalists, field researchers and film crews, to join many of the Company’s expeditions.

 

Land Experiences Segment. The Land Experiences segment includes our four primarily land-based brands, Natural Habitat, DuVine, Off the Beaten Path and Classic Journeys.

 

 

Natural Habitat specializes in conservation-oriented adventures, providing life-enhancing forays into the natural world that feature wild habitats and the animals and people who live there. Natural Habitat’s travel adventures provide unparalleled access to the planet's most extraordinary wildlife, landscapes and cultures. Natural Habitat’s unique itineraries include access to private wildlife reserves, remote corners of national parks and distinctive, secluded, and remote lodges and camps situated where wildlife viewing is best, such as polar bear tours in Churchill, Canada, Alaskan grizzly bear adventures, small-group Galápagos Islands tours and African safaris. Natural Habitat has partnered with World Wildlife Fund (“WWF”) to offer conservation travel, which is sustainable travel that contributes to the protection of nature and wildlife.

   
 

DuVine specializes in luxury cycling and adventure tours around the world, providing immersive cultural and culinary experiences through thoughtfully designed itineraries led by expert local guides. Offerings primarily include tours throughout Europe, the United States and South America. Examples of DuVine’s tours include cycling and culinary tours throughout the Bordeaux and Burgundy wine making regions, Tuscan truffle, porcini and chestnut harvest regions, Napa and Sonoma wine making regions and lakes and volcanos throughout Patagonia. DuVine’s trips include top-quality gear and support and are tailored to riders of all abilities with an emphasis on exceptional food and wine experiences, along with boutique accommodations.

   
 

Off the Beaten Path provides active small-group and private custom journeys around the world with a long-standing focus on offering unique adventures and experiences throughout United States (“U.S.”) National Parks. In addition to other U.S.-based adventures such as ranch vacations and fly-fishing expeditions, Off the Beaten Path’s small-group product offerings include international expeditions across Europe, Africa, Australia, Central and South America and the South Pacific, such as hiking through the Dolomites, family adventures in Patagonia’s Lake District and experiencing the culture of Morocco. All Off the Beaten Path expeditions are defined by a focus on outdoor activity led by experienced, friendly guides.

   
 

Classic Journeys offers highly curated active small-group and private custom journeys centered around cinematic walks focused on engaging experiences that immerse guests into the history and culture of the places they are exploring and the people who live there, led by expert local guides in over 50 countries around the world. Classic Journeys’ tours are highlighted by luxury boutique accommodations and handcrafted itineraries curated through years of local connections such as experiencing Tuscan farmhouse kitchens, exploring Minoan ruins in Crete, or eating and dancing around a Berber encampment campfire.

 

Basis of Presentation

 

The accompanying unaudited condensed consolidated financial statements and notes to the unaudited condensed consolidated financial statements 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 necessarily indicative of the results of operations to be expected for the full year due to seasonality and other factors. Certain information and note disclosures normally included in the consolidated financial statements in accordance with GAAP have been omitted in accordance with the rules and regulations of the SEC for interim reporting. All intercompany balances and transactions have been eliminated in these unaudited condensed consolidated financial statements. These unaudited condensed consolidated financial statements and notes should be read in conjunction with the audited consolidated financial statements and accompanying notes thereto for the year ended December 31, 2022 contained in the Company’s Annual Report on Form 10-K filed with the SEC on March 10, 2023 (the “2022 Annual Report”).

 

There have been no significant changes to the Company’s accounting policies from those disclosed in the 2022 Annual Report.

v3.23.3
Note 2 - Earnings Per Share
9 Months Ended
Sep. 30, 2023
Notes to Financial Statements  
Earnings Per Share [Text Block]

NOTE 2EARNINGS PER SHARE

 

Earnings (loss) per Common Share

 

Earnings (loss) per common share is computed using the two-class method related to its Series A Redeemable Convertible Preferred Stock, par value of $0.0001 (“Preferred Stock”). Under the two-class method, undistributed earnings available to stockholders for the period are allocated on a pro rata basis to the common stockholders and to the holders of the Preferred Stock based on the weighted average number of common shares outstanding and number of shares that could be issued upon conversion of the Preferred Stock.

 

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 nine months ended September 30, 2023 and three and nine months ended September 30, 2022, the Company incurred net losses available to stockholders, therefore basic and diluted net loss per share are the same in each respective period. For the nine months ended September 30, 2023, 0.8 million unvested restricted shares, 1.3 million shares issuable upon exercise of options and 7.8 million common shares issuable upon the conversion of the Preferred Stock were excluded from the calculation of dilutive potential common shares for the period as they were anti-dilutive. For the three months ended September 30, 2023, 7.8 million common shares issuable upon the conversion of the Preferred Stock were excluded from the calculation of dilutive potential common shares for the period as they were anti-dilutive. For the three and nine months ended September 30, 2022, 0.8 million unvested restricted shares, 1.4 million shares issuable upon exercise of options and 7.4 million common shares issuable upon conversion of the Preferred Stock were excluded from the calculation of dilutive potential common shares for the period as they were anti-dilutive. 

 

Earnings (loss) per share was calculated as follows:

 

  

For the three months ended September 30,

  

For the nine months ended September 30,

 
  

2023

  

2022

  

2023

  

2022

 
  

(unaudited)

  

(unaudited)

 

(In thousands, except share and per share data)

                

Net income (loss) attributable to Lindblad Expeditions Holdings, Inc.

 $5,638  $(8,726) $(18,205) $(79,203)

Series A redeemable convertible preferred stock dividend

  1,098   1,036   3,255   3,618 

Undistributed income (loss) available to stockholders

 $4,540  $(9,762) $(21,460) $(82,821)
                 

Weighted average shares outstanding:

                

Total weighted average shares outstanding, basic

  53,309,336   53,045,329   53,227,642   51,665,912 

Dilutive potential common shares

  91,365   -   -   - 

Dilutive potential options

  1,098   -   -   - 

Total weighted average shares outstanding, diluted

  53,401,799   53,045,329   53,227,642   51,665,912 
                 

Undistributed income (loss) per share available to stockholders:

                

Basic

 $0.08  $(0.18) $(0.40) $(1.60)

Diluted

 $0.08  $(0.18) $(0.40) $(1.60)

 

v3.23.3
Note 3 - Revenues
9 Months Ended
Sep. 30, 2023
Notes to Financial Statements  
Revenue from Contract with Customer [Text Block]

NOTE 3REVENUES

 

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 certain air transportation. Guest deposits represent unearned revenues and are reported as unearned passenger revenues when received and are subsequently recognized as tour revenue over the duration of the expedition. Contract liabilities represent the Company's obligation to transfer goods or services to a customer for which the Company has received consideration from the customer. The Company does not consider guest deposits to be a contract liability until the guest no longer has the right, resulting from the passage of time, to cancel their reservation and receive a full refund. In conjunction with the suspension or rescheduling of expeditions primarily related to the COVID-19 pandemic, the Company provided guests an option of either a refund or future travel certificates, which in some instances exceeded the original cash deposit. The value of future travel certificates in excess of cash received is being recognized as a discount to tour revenues at the time the related expedition occurs. Future travel certificates are valued based on the Company’s expectation that a guest will travel again. As of  September 30, 2023 and December 31, 2022, the Company has $250.6 million and $245.1 million, related to unearned passenger revenue, respectively.

 

  

Contract Liabilities

 

(In thousands)

    

Balance as of December 31, 2022

 $178,198 

Recognized in tour revenues during the period

  (427,958)

Additional contract liabilities in period

  365,392 

Balance as of September 30, 2023

 $115,632 

 

The following table disaggregates our tour revenues by the sales channel it was derived from:

 

  

For the three months ended September 30,

  

For the nine months ended September 30,

 
  

2023

  

2022

  

2023

  

2022

 

Guest ticket revenue:

 

(unaudited)

  

(unaudited)

 

Direct

  58%  56%  53%  51%

National Geographic

  11%  12%  12%  15%

Agencies

  19%  19%  19%  19%

Affinity

  3%  4%  7%  5%

Guest ticket revenue

  91%  91%  91%  90%

Other tour revenue

  9%  9%  9%  10%

Tour revenues

  100%  100%  100%  100%

 

v3.23.3
Note 4 - Financial Statement Details
9 Months Ended
Sep. 30, 2023
Notes to Financial Statements  
Condensed Financial Statements [Text Block]

NOTE 4FINANCIAL STATEMENT DETAILS

 

The following is a reconciliation of cash, cash equivalents and restricted cash to the statement of cash flows:

 

  

As of September 30,

 
  

2023

  

2022

 

(In thousands)

 

(unaudited)

 

Cash and cash equivalents

 $168,015  $116,446 

Restricted cash

  36,802   29,524 

Total cash, cash equivalents and restricted cash as presented in the statement of cash flows

 $204,817  $145,970 

 

Restricted cash consists of the following:

 

  

As of September 30, 2023

  

As of December 31, 2022

 

(In thousands)

 

(unaudited)

     

Credit card processor reserves

 $20,850  $20,400 

Federal Maritime Commission and other escrow

  14,270   6,882 

Certificates of deposit and other restricted securities

  1,682   1,565 

Total restricted cash

 $36,802  $28,847 

 

Prepaid expenses and other current assets are as follows: 

 

  

As of September 30, 2023

  

As of December 31, 2022

 
  

(unaudited)

     

(In thousands)

        

Prepaid tour expenses

 $23,580  $20,605 

Other

  21,142   21,173 

Total prepaid expenses and other current assets

 $44,722  $41,778 

 

Accounts payable and accrued expenses are as follows:

 

  

As of September 30, 2023

  

As of December 31, 2022

 
  

(unaudited)

     

(In thousands)

        

Accrued other expense

 $50,783  $54,418 

Accounts payable

  15,918   16,601 

Total accounts payable and accrued expenses

 $66,701  $71,019 

 

 

v3.23.3
Note 5 - Long-term Debt
9 Months Ended
Sep. 30, 2023
Notes to Financial Statements  
Debt Disclosure [Text Block]

NOTE 5LONG-TERM DEBT

 

  

As of September 30, 2023

  

As of December 31, 2022

 
      

(unaudited)

                 

(In thousands)

 

Principal

  

Deferred Financing Costs, net

  

Balance

  

Principal

  

Deferred Financing Costs, net

  

Balance

 

6.75% Notes

 $360,000  $(7,322) $352,678  $360,000   (8,968)  351,032 

9.00% Notes

  275,000   (6,833)  268,167   -   -   - 

Other

  89   -   89   955   -   955 

First Export Credit Agreement

  -   -   -   94,794   (1,829)  92,965 

Second Export Credit Agreement

  -   -   -   110,044   (2,207)  107,837 

Total long-term debt

  635,089   (14,155)  620,934   565,793   (13,004)  552,789 

Less current portion

  (46)  -   (46)  (23,337)  -   (23,337)

Total long-term debt, non-current

 $635,043  $(14,155) $620,888  $542,456  $(13,004) $529,452 

 

For the three and nine months ended September 30, 2023, $0.9 million and $2.4 million, respectively, of deferred financing costs were charged to interest expense, and for the three and nine months ended September 30, 2022, $0.7 million and $2.1 million, respectively, of deferred financing costs were charged to interest expense. During the three months ended June 30, 2023, $3.9 million of deferred financing costs related to the repayment of the Company’s prior senior secured credit agreements (the “Export Credit Agreements”) were written-off to other expense. During the three months ended  March 31, 2022, $9.0 million of deferred financing costs related to the repayment of the Company’s prior credit agreement, including the term facility, Main Street Loan and revolving credit facility were written-off to other expense.

 

6.75% Notes

 

On February 4, 2022, the Company issued $360.0 million aggregate principal amount of 6.75% senior secured notes due 2027 (the “6.75% Notes”) in a private offering. The 6.75% Notes bear interest at a rate of 6.75% per year, and interest is payable semiannually in arrears on February 15 and August 15 of each year. The 6.75% Notes will mature on February 15, 2027, subject to earlier repurchase or redemption. The Company used the net proceeds from the offering to prepay in full all outstanding borrowings under its prior credit agreement, including the term facility, Main Street Loan, and revolving credit facility, to pay any related premiums and to terminate in full its prior credit agreement and the commitments thereunder. The 6.75% Notes are senior secured obligations of the Company and are guaranteed on a senior secured basis by the Company and certain of the Company’s subsidiaries (collectively, the “Guarantors”) and secured by first-priority pari passu liens, subject to permitted liens and certain exceptions, on substantially all the assets of the Company and the Guarantors. The 6.75% Notes may be redeemed by the Company, at set redemption prices and premiums, plus accrued and unpaid interest, if any. 

 

The 6.75% 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 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 6.75% Notes. 

 

Revolving Credit Facility 

 

On February 4, 2022, the Company entered into a senior secured revolving credit facility (the “Revolving Credit Facility”), which provides for an aggregate principal amount of commitments of $45.0 million, maturing February 2027, including a letter of credit sub-facility in an aggregate principal amount of up to $5.0 million. The obligations under the Revolving Credit Facility are guaranteed by the Company and the Guarantors and are secured by first-priority pari passu liens, subject to permitted liens and certain exceptions, on substantially all the assets of the Company and the Guarantors. Borrowings under the Revolving Credit Facility, if any, will bear interest at a rate per annum equal to, at the Company’s option, an adjusted Secured Overnight Financing Rate (“SOFR”) rate plus a spread or a base rate plus a spread. As of September 30, 2023, the Company had no borrowings under the Revolving Credit Facility.

 

The Revolving Credit Facility contains customary affirmative and negative covenants, as well as financial covenants and event of default provisions.

 

9.00% Notes

 

On May 2, 2023, the Company issued $275.0 million aggregate principal amount of 9.00% senior secured notes due 2028 (the “9.00% Notes”) in a private offering. The 9.00% Notes bear interest at a rate of 9.00% per year, accruing from May 2, 2023, and interest is payable semiannually in arrears on May 15 and November 15 of each year, beginning on November 15, 2023. The 9.00% Notes will mature on May 15, 2028, subject to earlier repurchase or redemption. The Company used the net proceeds from the offering to prepay in full all outstanding borrowings under its prior senior secured credit agreements, to pay any related premiums and to terminate in full its prior senior secured credit agreements and the commitments thereunder. The 9.00% Notes are senior unsecured obligations of the Company and are guaranteed (i) on a senior secured basis by certain of the Company’s subsidiaries (collectively, the “Secured Guarantors”) and secured by a first-priority lien, subject to permitted liens and certain exceptions, on the equity and substantially all the assets of the Secured Guarantors, and (ii) on a senior unsecured basis by certain other subsidiaries of the Company. The 9.00% Notes may be redeemed by the Company, at set redemption prices and premiums, plus accrued and unpaid interest, if any. 

 

The 9.00% 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 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 9.00% Notes. 

 

Other

 

The Company’s Off the Beaten Path subsidiary’s original $0.3 million loan for the purchase of guest transportation vehicles was repaid during June 2023 and its $0.8 million loan under the Main Street Expanded Loan Facility, which originated on December 11, 2020, was repaid during May 2023. 

 

The Company’s DuVine subsidiary has a EUR 0.1 million State Assistance Loan related to the financial consequences of the COVID-19 pandemic, for the purpose of employment preservation. This loan matures August 2025, with monthly payments, and bears an interest rate of 0.53% annually. 

 

Prior Senior Secured Credit Agreements

 

In January 2018, the Company entered into a senior secured credit agreement (the “First Export Credit Agreement”), for the purpose of providing financing for up to 80% of the purchase price of the Company’s new ice class vessel, the National Geographic Endurance, and borrowed $107.7 million upon delivery in March 2020. The First Export Credit Agreement was repaid in full on May 2, 2023 with the proceeds of the 9.00% Notes. 

 

In April 2019, the Company entered into a senior secured credit agreement (the “Second Export Credit Agreement”), under which the Company borrowed $122.8 million for the purpose of providing pre- and post-delivery financing for up to 80% of the purchase price of the Company’s new expedition ice-class cruise vessel, the National Geographic Resolution, delivered in September 2021. The Company borrowed $30.5 million in 2019, $30.6 million in 2020 and $61.7 million in 2021. The Second Export Credit Agreement was repaid in full on May 2, 2023 with the proceeds of the 9.00% Notes. 

 

Covenants

 

The Company’s 6.75% Notes, Revolving Credit Facility and 9.00% Notes contain covenants that include, among others, limits on additional indebtedness and limits on certain investments. The Company was in compliance with its covenants in effect as of September 30, 2023.

 

v3.23.3
Note 6 - Financial Instruments and Fair Value Measurements
9 Months Ended
Sep. 30, 2023
Notes to Financial Statements  
Derivatives and Fair Value [Text Block]

NOTE 6FINANCIAL 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 are carried at fair value based on significant observable inputs (Level 2 inputs). Derivatives entered into by the Company are typically executed over-the-counter and are valued using internal valuation techniques, as quoted market prices are not readily available. The valuation technique and inputs depend on the type of derivative and the nature of the underlying exposure. The Company principally uses discounted cash flows along with fair value models that primarily use market observable inputs. These models take into account a variety of factors including, where applicable, maturity, currency exchange rates, interest rate yield curves and counterparty credit risks.

 

Currency Risk. The Company uses currency exchange forward contracts to manage its exposure to changes in currency exchange rates associated with certain of its non-U.S. dollar denominated receivables and payables. The Company primarily economically hedges a portion of its current-year currency exposure to the Canadian and New Zealand dollars, the Euro and the British pound sterling. The fluctuations in the value of these forward contracts largely offset the impact of changes in the value of the underlying risk they economically hedge.

 

The Company held the following derivative instruments with absolute notional values as of September 30, 2023:

 

(In thousands)

 

Absolute Notional Value

 

Foreign exchange contracts

  16,731 

 

Estimated fair values (Level 2) of derivative instruments were as follows:

 

  

As of September 30, 2023

  

As of December 31, 2022

 
  

(unaudited)

         

(In thousands)

 

Fair Value, Asset Derivatives

  

Fair Value, Liability Derivatives

  

Fair Value, Asset Derivatives

  

Fair Value, Liability Derivatives

 

Derivative instruments not designated as cash flow hedging instruments:

                

Interest rate cap (a)

 $-  $-  $683  $- 

Foreign exchange forward (b)

  -   407   -   572 

Total

 $-  $407  $683  $572 
 

(a)

Recorded in prepaid expenses and other current assets. The interest rate cap matured during  May 2023.

 (b)Recorded in accounts payable and accrued expenses. 

 

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 September 30,

  

For the nine months ended September 30,

 

(In thousands)

 

2023

  

2022

  

2023

  

2022

 
  

(unaudited)

  

(unaudited)

 

Derivative instruments not designated as cash flow hedging instruments:

                

Interest rate cap (a)

 $-  $1,046  $(683) $749 

Foreign exchange forward (b)

  (455)  (872)  46   (1,417)

Total

 $(455) $174  $(637) $(668)
 

(a) 

The interest rate cap matured during May 2023. Recognized in interest expense, net, for the three and nine months ended September 30, 2023 and the three months ended September 30, 2022. For the nine months ended September 30, 2022, $1.3 million was recognized as income in interest expense net, and $0.6 million was reclassified from other comprehensive income (loss) to interest expense, net.

 (b) 

Gains (losses) related to derivative instruments are expected to be largely offset by (losses) gains on the underlying exposures being hedged and recognized in gain (loss) on foreign currency.

 

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 Company estimates the approximate fair value of its long-term debt as of September 30, 2023 to be $613.3 million based on the terms of the agreements and comparable market data as of September 30, 2023. As of September 30, 2023 and December 31, 2022, the Company had no other significant liabilities that were measured at fair value on a recurring basis.

v3.23.3
Note 7 - Stockholders' Equity
9 Months Ended
Sep. 30, 2023
Notes to Financial Statements  
Equity [Text Block]

NOTE 7STOCKHOLDERS EQUITY

 

Stock Repurchase Plan

 

The Company’s Board of Directors approved a stock and warrant repurchase plan (“Repurchase Plan”) in November 2015 and increased the Repurchase Plan to $35.0 million in November 2016. The Repurchase Plan authorizes the Company to purchase, from time to time, the Company’s outstanding common stock and previously outstanding warrants. Any shares purchased will be retired. The Repurchase Plan has no time deadline and will continue until otherwise modified or terminated at the sole discretion of the Company’s Board of Directors. These repurchases exclude shares repurchased to settle statutory employee tax withholding related to the exercise of stock options and vesting of stock awards. The Company has cumulatively repurchased 875,218 shares of common stock for $8.3 million and 6,011,926 warrants for $14.7 million, since plan inception. The remaining balance for the Repurchase Plan was $12.0 million as of September 30, 2023. 

 

Preferred Stock

 

In August 2020, the Company issued and sold 85,000 shares of Preferred Stock for $1,000 per share for gross proceeds of $85.0 million. The Preferred Stock has senior and preferential ranking to the Company’s common stock. The Preferred Stock is entitled to cumulative dividends of 6.00% per annum, and for the first two years the dividends were required to be paid-in-kind. After the second anniversary of the issuance date, the dividends may be paid-in-kind or be paid in cash at the Company’s option. During 2023, the Company thus far has continued to pay Preferred Stock dividends in-kind. At any time after the third anniversary of the issuance, the Company  may, at its option, convert all, but not less than all, of the Preferred Stock into common stock if the closing price of shares of common stock is at least 150% of the conversion price for 20 out of 30 consecutive trading days. The Preferred Stock is convertible at any time, at the holder’s election, into a number of shares of common stock of the Company equal to the quotient obtained by dividing the then-current accrued value by the conversion price of $9.50. The Preferred Stock deferred issuance costs were $2.1 million as of September 30, 2023, recorded as reduction to preferred stock. The Company recorded accrued dividends for Preferred Stock of $1.1 million and $3.3 million for the three and nine months ended September 30, 2023, respectively, and $1.0 million and $3.6 million for the three and nine months ended September 30, 2022, respectively. As of September 30, 2023, the 62,000 shares of Preferred Stock outstanding and accumulated dividends could be converted at the option of the holders into 7.8 million shares of the Company’s common stock.

v3.23.3
Note 8 - Stock Based Compensation
9 Months Ended
Sep. 30, 2023
Notes to Financial Statements  
Share-Based Payment Arrangement [Text Block]

NOTE 8STOCK BASED COMPENSATION

 

The Company is authorized to issue up to 4.7 million shares of common stock under the 2021 Long-Term Incentive Plan (“the Plan”) which was approved by shareholders in September 2021. As of September 30, 2023, 3.8 million shares were available to be granted under the Plan.

 

The Company recorded stock-based compensation expense of $3.0 million and $9.2 million during the three and nine months ended September 30, 2023, respectively, and $1.6 million and $5.3 million during the three and nine months ended September 30, 2022, respectively.

 

Long-Term Incentive Compensation

 

During the nine months ended September 30, 2023, the Company granted 553,871 restricted stock units (“RSUs”) with a weighted average grant price of $9.78. The RSUs will primarily vest equally over three years on the anniversary of the grant date, subject to the recipient’s continued employment or service with the Company on the applicable vesting date. The number of shares were determined based upon the closing price of our common stock on the date of the award.

 

During the nine months ended September 30, 2023, the Company awarded 96,757 performance-based restricted share units (“PSUs”) with a weighted average grant price of $9.56. The PSUs generally vest three years following the date of grant based on the attainment of performance- or market-based goals, all of which are subject to a service condition. The Company does not deliver the shares associated with the PSUs to the employee, non-employee director or other service providers until the performance and vesting conditions are met. 

 

Options

 

During the nine months ended September 30, 2023, the Company granted 500,000 options, with an average exercise price of $9.56. The options vest ratably over four years with a term of ten years. 

 

  Stock Option Grants 
  2023 
Stock price $9.56 
Exercise price $9.56 
Dividend yield  0.00%
Expected Volatility  64.6%
Risk-free interest rate  3.63%
Expected term (in years)  6.25 

 

As of September 30, 2023 and December 31, 2022, options to purchase an aggregate of 1.3 million and 1.4 million shares of the Company’s common stock, respectively, with a weighted average exercise price of $12.36 and $15.10, respectively, were outstanding. As of September 30, 2023, 638,115 options were exercisable.

 

Natural Habitat Contingent Arrangement

 

In connection with the 2016 acquisition of Natural Habitat, Mr. Bressler’s employment agreement, as amended, provides Mr. Bressler, President of Natural Habitat, with an equity incentive opportunity to earn an award of options based on the future financial performance of Natural Habitat, effective as of  December 31, 2025, subject to certain conditions. Mr. Bressler has a one-time right to elect an early option award of 50% at  December 31, 2023, subject to certain conditions. 

v3.23.3
Note 9 - Income Taxes
9 Months Ended
Sep. 30, 2023
Notes to Financial Statements  
Income Tax Disclosure [Text Block]

NOTE 9INCOME TAXES

 

As of September 30, 2023 and December 31, 2022, the Company had no unrecognized tax benefits recorded. The Company's effective tax rate for the three and nine months ended September 30, 2023 was an expense of 0.0% and 12.3%, respectively, versus an expense of 46.0% and 0.8% for the three and months ended September 30, 2022, respectively. In 2023, the effective income tax expense differs from the statutory rate primarily due to the valuation allowance and for the nine months ended September 30, 2023 was also impacted by a $1.5 million discrete tax expense.  In 2022, the effective income tax expense differs from the statutory rate primarily due to the expected results for the year and the impact of taxes from foreign jurisdictions.

 

v3.23.3
Note 10 - Commitments and Contingencies
9 Months Ended
Sep. 30, 2023
Notes to Financial Statements  
Commitments and Contingencies Disclosure [Text Block]

NOTE 10COMMITMENTS 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 obligate them, to sell the remaining interests to the Company. The Company has call options which enable it, but does not obligate it, to acquire the remaining interests in the subsidiaries, subject to certain dates, expirations and similar redemption value purchase measurements as the put options.

 

Since the redemption of the noncontrolling interests are not solely in the Company’s control, the Company is required to record the redeemable noncontrolling interest outside of stockholders’ equity but after its total liabilities. In addition, if it is probable that the instrument will become redeemable, solely due to the passage of time, the redeemable noncontrollable interest should be adjusted to the redemption value via one of two measurement methods. The Company elected the income classification-excess adjustment and accretion methods for recognizing changes in the redemption value of the put options. Under this methodology, a calculation of the present value of the redemption value is compared to the carrying value of the redeemable noncontrolling interest, and the carrying value of the redeemable noncontrolling interest is adjusted to the redemption value’s present value. Any adjustments to the carrying value of the redeemable noncontrolling interest, up to the redemption value of the noncontrolling interest, are classified to retained earnings. Adjustments in excess of the redemption value of the noncontrolling interest are treated as a decrease to net income available to common stockholders.

 

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 September 30,

  

For the nine months ended September 30,

 

(In thousands)

 

2023

  

2022

  

2023

  

2022

 
  

(unaudited)

  

(unaudited)

 

Beginning balance

 $30,513  $19,595  $27,886  $10,626 

Net income attributable to noncontrolling interest

  2,821   3,228   3,742   3,000 

Redemption value adjustment of put option

  898   8,760   2,859   17,957 

Distribution

  -   -   (255)  - 

Ending balance

 $34,232  $31,583  $34,232  $31,583 

 

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. 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 and nine months ended September 30, 2023 was $2.0 million and $5.9 million, respectively, and was $1.9 million and $4.5 million for the three and nine months ended September 30, 2022, respectively.

 

The royalty balance payable to National Geographic as of September 30, 2023 and December 31, 2022 was $1.9 million and $1.8 million, respectively, and is included in accounts payable and accrued expenses.

 

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. This royalty fee expense was $0.4 million and $0.9 million for the three and nine months ended September 30, 2023, respectively, and $0.4 million and $1.0 million for the three and nine months ended September 30, 2022, respectively.

 

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 September 30, 2023 are as follows:

 

For the years ended December 31,

 

Amount

 

(In thousands)

 

(unaudited)

 

2023 (three months)

 $207 

2024

  18,558 

2025

  7,026 

Total

 $25,791 

 

v3.23.3
Note 11 - Segment Information
9 Months Ended
Sep. 30, 2023
Notes to Financial Statements  
Segment Reporting Disclosure [Text Block]

NOTE 11SEGMENT 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. Operating results for the Company’s reportable segments were as follows:

 

  

For the three months ended September 30,

  

For the nine months ended September 30,

 
  2023  2022  2023  2022 

(In thousands)

 

(unaudited)

  

(unaudited)

 

Tour revenues:

                

Lindblad

 $108,750  $83,741  $311,660  $198,063 

Land Experiences

  67,239   61,042   132,523   105,477 

Total tour revenues

 $175,989  $144,783  $444,183  $303,540 

Operating income (loss):

                

Lindblad

 $7,501  $(7,142) $8,576  $(60,380)

Land Experiences

  12,975   12,950   15,868   12,629 

Total operating income (loss)

 $20,476  $5,808  $24,444  $(47,751)

 

For the three and nine months ended September 30, 2023, there was $2.3 million and $6.3 million, respectively, of intercompany tour revenues between the Lindblad and Land Experiences reportable segments, which were eliminated in consolidation. For the three and nine months ended September 30, 2022, there was $1.7 million and $5.3 million, respectively, of intercompany tour revenues between the Lindblad and Land Experiences reportable segments eliminated in consolidation.

 

Depreciation and amortization are included in segment operating income as shown below:

 

  

For the three months ended September 30,

  

For the nine months ended September 30,

 
  

2023

  

2022

  

2023

  

2022

 

(In thousands)

 

(unaudited)

  

(unaudited)

 

Depreciation and amortization:

                

Lindblad

 $9,665  $10,090  $31,155  $31,087 

Land Experiences

  856   749   2,505   2,106 

Total depreciation and amortization

 $10,521  $10,839  $33,660  $33,193 

 

The following table presents our total assets, intangibles, net and goodwill by segment:

 

(In thousands)

 

As of September 30, 2023

  

As of December 31, 2022

 
  

(unaudited)

     

Total Assets:

        

Lindblad

 $692,119  $662,683 

Land Experiences

  159,486   125,292 

Total assets

 $851,605  $787,975 
         

Intangibles, net:

        

Lindblad

 $1,614  $1,680 

Land Experiences

  8,250   9,539 

Total intangibles, net

 $9,864  $11,219 
         

Goodwill:

        

Lindblad

 $-  $- 

Land Experiences

  42,017   42,017 

Total goodwill

 $42,017  $42,017 

 

v3.23.3
Insider Trading Arrangements
3 Months Ended
Sep. 30, 2023
Insider Trading Arr Line Items  
Material Terms of Trading Arrangement [Text Block]

ITEM 5.

OTHER INFORMATION

 

During the three months ended September 30, 2023, no director or Section 16 officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

 

Rule 10b5-1 Arrangement Adopted [Flag] false
Non-Rule 10b5-1 Arrangement Adopted [Flag] false
Rule 10b5-1 Arrangement Terminated [Flag] false
Non-Rule 10b5-1 Arrangement Terminated [Flag] false
v3.23.3
Significant Accounting Policies (Policies)
9 Months Ended
Sep. 30, 2023
Accounting Policies [Abstract]  
Basis of Accounting, Policy [Policy Text Block]

Basis of Presentation

 

The accompanying unaudited condensed consolidated financial statements and notes to the unaudited condensed consolidated financial statements 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 necessarily indicative of the results of operations to be expected for the full year due to seasonality and other factors. Certain information and note disclosures normally included in the consolidated financial statements in accordance with GAAP have been omitted in accordance with the rules and regulations of the SEC for interim reporting. All intercompany balances and transactions have been eliminated in these unaudited condensed consolidated financial statements. These unaudited condensed consolidated financial statements and notes should be read in conjunction with the audited consolidated financial statements and accompanying notes thereto for the year ended December 31, 2022 contained in the Company’s Annual Report on Form 10-K filed with the SEC on March 10, 2023 (the “2022 Annual Report”).

 

There have been no significant changes to the Company’s accounting policies from those disclosed in the 2022 Annual Report.

v3.23.3
Note 2 - Earnings Per Share (Tables)
9 Months Ended
Sep. 30, 2023
Notes Tables  
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]
  

For the three months ended September 30,

  

For the nine months ended September 30,

 
  

2023

  

2022

  

2023

  

2022

 
  

(unaudited)

  

(unaudited)

 

(In thousands, except share and per share data)

                

Net income (loss) attributable to Lindblad Expeditions Holdings, Inc.

 $5,638  $(8,726) $(18,205) $(79,203)

Series A redeemable convertible preferred stock dividend

  1,098   1,036   3,255   3,618 

Undistributed income (loss) available to stockholders

 $4,540  $(9,762) $(21,460) $(82,821)
                 

Weighted average shares outstanding:

                

Total weighted average shares outstanding, basic

  53,309,336   53,045,329   53,227,642   51,665,912 

Dilutive potential common shares

  91,365   -   -   - 

Dilutive potential options

  1,098   -   -   - 

Total weighted average shares outstanding, diluted

  53,401,799   53,045,329   53,227,642   51,665,912 
                 

Undistributed income (loss) per share available to stockholders:

                

Basic

 $0.08  $(0.18) $(0.40) $(1.60)

Diluted

 $0.08  $(0.18) $(0.40) $(1.60)
v3.23.3
Note 3 - Revenues (Tables)
9 Months Ended
Sep. 30, 2023
Notes Tables  
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block]
  

Contract Liabilities

 

(In thousands)

    

Balance as of December 31, 2022

 $178,198 

Recognized in tour revenues during the period

  (427,958)

Additional contract liabilities in period

  365,392 

Balance as of September 30, 2023

 $115,632 
Disaggregation of Revenue [Table Text Block]
  

For the three months ended September 30,

  

For the nine months ended September 30,

 
  

2023

  

2022

  

2023

  

2022

 

Guest ticket revenue:

 

(unaudited)

  

(unaudited)

 

Direct

  58%  56%  53%  51%

National Geographic

  11%  12%  12%  15%

Agencies

  19%  19%  19%  19%

Affinity

  3%  4%  7%  5%

Guest ticket revenue

  91%  91%  91%  90%

Other tour revenue

  9%  9%  9%  10%

Tour revenues

  100%  100%  100%  100%
v3.23.3
Note 4 - Financial Statement Details (Tables)
9 Months Ended
Sep. 30, 2023
Notes Tables  
Schedule of Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Table Text Block]
  

As of September 30,

 
  

2023

  

2022

 

(In thousands)

 

(unaudited)

 

Cash and cash equivalents

 $168,015  $116,446 

Restricted cash

  36,802   29,524 

Total cash, cash equivalents and restricted cash as presented in the statement of cash flows

 $204,817  $145,970 
Restricted Cash and Marketable Securities [Table Text Block]
  

As of September 30, 2023

  

As of December 31, 2022

 

(In thousands)

 

(unaudited)

     

Credit card processor reserves

 $20,850  $20,400 

Federal Maritime Commission and other escrow

  14,270   6,882 

Certificates of deposit and other restricted securities

  1,682   1,565 

Total restricted cash

 $36,802  $28,847 
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Table Text Block]
  

As of September 30, 2023

  

As of December 31, 2022

 
  

(unaudited)

     

(In thousands)

        

Prepaid tour expenses

 $23,580  $20,605 

Other

  21,142   21,173 

Total prepaid expenses and other current assets

 $44,722  $41,778 
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block]
  

As of September 30, 2023

  

As of December 31, 2022

 
  

(unaudited)

     

(In thousands)

        

Accrued other expense

 $50,783  $54,418 

Accounts payable

  15,918   16,601 

Total accounts payable and accrued expenses

 $66,701  $71,019 
v3.23.3
Note 5 - Long-term Debt (Tables)
9 Months Ended
Sep. 30, 2023
Notes Tables  
Schedule of Long-Term Debt Instruments [Table Text Block]
  

As of September 30, 2023

  

As of December 31, 2022

 
      

(unaudited)

                 

(In thousands)

 

Principal

  

Deferred Financing Costs, net

  

Balance

  

Principal

  

Deferred Financing Costs, net

  

Balance

 

6.75% Notes

 $360,000  $(7,322) $352,678  $360,000   (8,968)  351,032 

9.00% Notes

  275,000   (6,833)  268,167   -   -   - 

Other

  89   -   89   955   -   955 

First Export Credit Agreement

  -   -   -   94,794   (1,829)  92,965 

Second Export Credit Agreement

  -   -   -   110,044   (2,207)  107,837 

Total long-term debt

  635,089   (14,155)  620,934   565,793   (13,004)  552,789 

Less current portion

  (46)  -   (46)  (23,337)  -   (23,337)

Total long-term debt, non-current

 $635,043  $(14,155) $620,888  $542,456  $(13,004) $529,452 
v3.23.3
Note 6 - Financial Instruments and Fair Value Measurements (Tables)
9 Months Ended
Sep. 30, 2023
Notes Tables  
Schedule of Notional Amounts of Outstanding Derivative Positions [Table Text Block]

(In thousands)

 

Absolute Notional Value

 

Foreign exchange contracts

  16,731 
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 September 30,

  

For the nine months ended September 30,

 

(In thousands)

 

2023

  

2022

  

2023

  

2022

 
  

(unaudited)

  

(unaudited)

 

Derivative instruments not designated as cash flow hedging instruments:

                

Interest rate cap (a)

 $-  $1,046  $(683) $749 

Foreign exchange forward (b)

  (455)  (872)  46   (1,417)

Total

 $(455) $174  $(637) $(668)
Fair Value, Inputs, Level 2 [Member]  
Notes Tables  
Schedule of Derivative Instruments [Table Text Block]
  

As of September 30, 2023

  

As of December 31, 2022

 
  

(unaudited)

         

(In thousands)

 

Fair Value, Asset Derivatives

  

Fair Value, Liability Derivatives

  

Fair Value, Asset Derivatives

  

Fair Value, Liability Derivatives

 

Derivative instruments not designated as cash flow hedging instruments:

                

Interest rate cap (a)

 $-  $-  $683  $- 

Foreign exchange forward (b)

  -   407   -   572 

Total

 $-  $407  $683  $572 
v3.23.3
Note 8 - Stock Based Compensation (Tables)
9 Months Ended
Sep. 30, 2023
Notes Tables  
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]
  Stock Option Grants 
  2023 
Stock price $9.56 
Exercise price $9.56 
Dividend yield  0.00%
Expected Volatility  64.6%
Risk-free interest rate  3.63%
Expected term (in years)  6.25 
v3.23.3
Note 10 - Commitments and Contingencies (Tables)
9 Months Ended
Sep. 30, 2023
Notes Tables  
Redeemable Noncontrolling Interest [Table Text Block]
  

For the three months ended September 30,

  

For the nine months ended September 30,

 

(In thousands)

 

2023

  

2022

  

2023

  

2022

 
  

(unaudited)

  

(unaudited)

 

Beginning balance

 $30,513  $19,595  $27,886  $10,626 

Net income attributable to noncontrolling interest

  2,821   3,228   3,742   3,000 

Redemption value adjustment of put option

  898   8,760   2,859   17,957 

Distribution

  -   -   (255)  - 

Ending balance

 $34,232  $31,583  $34,232  $31,583 
Shcedule of Future Minimum Payments for Charter Commitments [Table Text Block]

For the years ended December 31,

 

Amount

 

(In thousands)

 

(unaudited)

 

2023 (three months)

 $207 

2024

  18,558 

2025

  7,026 

Total

 $25,791 
v3.23.3
Note 11 - Segment Information (Tables)
9 Months Ended
Sep. 30, 2023
Notes Tables  
Schedule of Segment Reporting Information, by Segment [Table Text Block]
  

For the three months ended September 30,

  

For the nine months ended September 30,

 
  2023  2022  2023  2022 

(In thousands)

 

(unaudited)

  

(unaudited)

 

Tour revenues:

                

Lindblad

 $108,750  $83,741  $311,660  $198,063 

Land Experiences

  67,239   61,042   132,523   105,477 

Total tour revenues

 $175,989  $144,783  $444,183  $303,540 

Operating income (loss):

                

Lindblad

 $7,501  $(7,142) $8,576  $(60,380)

Land Experiences

  12,975   12,950   15,868   12,629 

Total operating income (loss)

 $20,476  $5,808  $24,444  $(47,751)
  

For the three months ended September 30,

  

For the nine months ended September 30,

 
  

2023

  

2022

  

2023

  

2022

 

(In thousands)

 

(unaudited)

  

(unaudited)

 

Depreciation and amortization:

                

Lindblad

 $9,665  $10,090  $31,155  $31,087 

Land Experiences

  856   749   2,505   2,106 

Total depreciation and amortization

 $10,521  $10,839  $33,660  $33,193 

(In thousands)

 

As of September 30, 2023

  

As of December 31, 2022

 
  

(unaudited)

     

Total Assets:

        

Lindblad

 $692,119  $662,683 

Land Experiences

  159,486   125,292 

Total assets

 $851,605  $787,975 
         

Intangibles, net:

        

Lindblad

 $1,614  $1,680 

Land Experiences

  8,250   9,539 

Total intangibles, net

 $9,864  $11,219 
         

Goodwill:

        

Lindblad

 $-  $- 

Land Experiences

  42,017   42,017 

Total goodwill

 $42,017  $42,017 
v3.23.3
Note 1 - Business and Basis of Presentation (Details Textual)
9 Months Ended
Sep. 30, 2023
Number of Expedition Ships Operated 10
Number of Seasonal Charter Vessels Operated 5
Number of Reportable Segments 2
v3.23.3
Note 2 - Earnings Per Share (Details Textual) - $ / shares
shares in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Preferred Stock, Par or Stated Value Per Share (in dollars per share) $ 0.0001   $ 0.0001   $ 0.0001
Restricted Stock [Member]          
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares)   0.8 0.8 0.8  
Share-Based Payment Arrangement, Option [Member]          
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares)   1.4 1.3    
Series A Redeemable Convertible Preferred Stock [Member]          
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) 7.8 7.4 7.8 7.4  
Series A Redeemable Convertible Preferred Stock [Member]          
Preferred Stock, Par or Stated Value Per Share (in dollars per share) $ 0.0001   $ 0.0001    
v3.23.3
Note 2 - Earnings Per Share - Schedule of Earnings Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Net income (loss) attributable to Lindblad Expeditions Holdings, Inc. $ 5,638 $ (8,726) $ (18,205) $ (79,203)
Series A redeemable convertible preferred stock dividend 1,098 1,036 3,255 3,618
Undistributed income (loss) available to stockholders $ 4,540 $ (9,762) $ (21,460) $ (82,821)
Total weighted average shares outstanding, basic (in shares) 53,309,336 53,045,329 53,227,642 51,665,912
Dilutive potential common shares (in shares) 91,365 0 0 0
Dilutive potential options (in shares) 1,098 0 0 0
Total weighted average shares outstanding, diluted (in shares) 53,401,799 53,045,329 53,227,642 51,665,912
Basic (in dollars per share) $ 0.08 $ (0.18) $ (0.4) $ (1.6)
Diluted (in dollars per share) $ 0.08 $ (0.18) $ (0.4) $ (1.6)
v3.23.3
Note 3 - Revenues (Details Textual) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Contract with Customer, Liability, Current $ 250,568 $ 245,101
v3.23.3
Note 3 - Revenues - Change in Contract Liabilities (Details)
$ in Thousands
9 Months Ended
Sep. 30, 2023
USD ($)
Balance as of December 31, 2022 $ 178,198
Recognized in tour revenues during the period (427,958)
Additional contract liabilities in period 365,392
Balance $ 115,632
v3.23.3
Note 3 - Revenues - Disaggregation of Revenues by Type (Details)
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Tour revenues 100.00% 100.00% 100.00% 100.00%
Guest Ticket [Member]        
Tour revenues 91.00% 91.00% 91.00% 90.00%
Guest Ticket [Member] | Sales Channel, Directly to Consumer [Member]        
Tour revenues 58.00% 56.00% 53.00% 51.00%
Guest Ticket [Member] | Sales Channel, National Geographic [Member]        
Tour revenues 11.00% 12.00% 12.00% 15.00%
Guest Ticket [Member] | Sales Channel, Agencies [Member]        
Tour revenues 19.00% 19.00% 19.00% 19.00%
Guest Ticket [Member] | Sales Channel, Affinity [Member]        
Tour revenues 3.00% 4.00% 7.00% 5.00%
Other Tour [Member]        
Tour revenues 9.00% 9.00% 9.00% 10.00%
v3.23.3
Note 4 - Financial Statement Details - Reconciliation of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Sep. 30, 2022
Dec. 31, 2021
Cash and cash equivalents $ 168,015 $ 87,177 $ 116,446  
Restricted cash 36,802 28,847 29,524  
Total cash, cash equivalents and restricted cash as presented in the statement of cash flows $ 204,817 $ 116,024 $ 145,970 $ 172,693
v3.23.3
Note 4 - Financial Statement Details - Restricted Cash and Marketable Securities (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Sep. 30, 2022
Total restricted cash and marketable securities $ 36,802 $ 28,847 $ 29,524
Credit Card Processor Reserves [Member]      
Total restricted cash and marketable securities 20,850 20,400  
Federal Maritime Commission Escrow [Member]      
Total restricted cash and marketable securities 14,270 6,882  
Certificates of Deposit and Other Restricted Securities [Member]      
Total restricted cash and marketable securities $ 1,682 $ 1,565  
v3.23.3
Note 4 - Financial Statement Details - Prepaid Expenses and Other Current Assets (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Prepaid tour expenses $ 23,580 $ 20,605
Other 21,142 21,173
Total prepaid expenses and other current assets $ 44,722 $ 41,778
v3.23.3
Note 4 - Financial Statement Details - Accounts Payable and Accrued Expenses (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Accrued other expense $ 50,783 $ 54,418
Accounts payable 15,918 16,601
Total accounts payable and accrued expenses $ 66,701 $ 71,019
v3.23.3
Note 5 - Long-term Debt (Details Textual)
$ in Thousands, € in Millions
3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2023
USD ($)
Jun. 30, 2023
USD ($)
Sep. 30, 2022
USD ($)
Mar. 31, 2022
USD ($)
Sep. 30, 2023
USD ($)
Sep. 30, 2022
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Dec. 31, 2019
USD ($)
Sep. 30, 2023
EUR (€)
May 02, 2023
USD ($)
Feb. 04, 2022
USD ($)
Apr. 30, 2019
USD ($)
Jan. 31, 2018
USD ($)
Amortization of Debt Issuance Costs $ 900   $ 700   $ 2,400 $ 2,100                
Deferred Debt Issuance Cost, Writeoff   $ 3,900   $ 9,000 3,860 $ 9,004                
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    
Long-Term Line of Credit $ 0       $ 0                  
Credit Agreement [Member] | Letter of Credit [Member]                            
Line of Credit Facility, Maximum Borrowing Capacity                       $ 5,000    
The 9.00% Note [Member]                            
Debt Instrument, Face Amount                     $ 275,000      
Debt Instrument, Interest Rate, Stated Percentage                     9.00%      
Loan Maturing September 2023 [Member] | Off the Beaten Path, LLC (OBP) [Member]                            
Debt Instrument, Face Amount   300                        
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                        
State Assistance Loan [Member] | DuVine [Member]                            
Debt Instrument, Face Amount | €                   € 0.1        
Debt Instrument, Interest Rate, Stated Percentage 0.53%       0.53%         0.53%        
First Export Credit Agreement [Member]                            
Percentage of Purchase Price, Financing Maximum                           80.00%
Debt Agreement, Maximum Borrowing Capacity                           $ 107,700
Second Export Credit Agreement [Member]                            
Percentage of Purchase Price, Financing Maximum                         80.00%  
Debt Agreement, Maximum Borrowing Capacity                         $ 122,800  
Proceeds from Issuance of Debt             $ 61,700 $ 30,600 $ 30,500          
v3.23.3
Note 5 - Long-term Debt - Long-term Debt (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Principal $ 635,089 $ 565,793
Deferred Financing Costs, Net (14,155) (13,004)
Balance 620,934 552,789
Principal, Current (46) (23,337)
Deferred Financing Costs, Net, Current 0 0
Balance, Current (46) (23,337)
Principal, Non-current 635,043 542,456
Deferred Financing Costs, Net, Non-current (14,155) (13,004)
Balance, Non-current 620,888 529,452
Senior Secured Notes [Member]    
Principal 360,000 360,000
Deferred Financing Costs, Net (7,322) (8,968)
Balance 352,678 351,032
The 9.00% Note [Member]    
Principal 275,000 0
Deferred Financing Costs, Net (6,833) 0
Balance 268,167 0
Other Debt [Member]    
Principal 89 955
Deferred Financing Costs, Net 0 0
Balance 89 955
First Senior Secured Credit Agreement [Member]    
Principal 0 94,794
Deferred Financing Costs, Net 0 (1,829)
Balance 0 92,965
Second Senior Secured Credit Agreement [Member]    
Principal 0 110,044
Deferred Financing Costs, Net 0 (2,207)
Balance $ 0 $ 107,837
v3.23.3
Note 6 - Financial Instruments and Fair Value Measurements (Details Textual) - USD ($)
$ in Millions
9 Months Ended
Sep. 30, 2022
Sep. 30, 2023
Long-Term Debt, Fair Value   $ 613.3
Interest Rate Cap [Member] | Not Designated as Hedging Instrument [Member]    
Interest Expense $ 1.3  
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax $ (0.6)  
v3.23.3
Note 6 - Financial Instruments and Fair Value Measurements - Derivative Instruments Notional Values (Details)
$ in Thousands
Sep. 30, 2023
USD ($)
Foreign Exchange Contract [Member]  
Foreign exchange contracts $ 16,731
v3.23.3
Note 6 - Financial Instruments and Fair Value Measurements - Estimated Fair Values of Derivative Instruments (Details) - Fair Value, Inputs, Level 2 [Member] - Not Designated as Hedging Instrument [Member] - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Derivatives designated as hedging instruments $ 0 $ 683
Derivatives designated as hedging instruments 407 572
Interest Rate Cap [Member]    
Derivatives designated as hedging instruments [1] 0 683
Derivatives designated as hedging instruments [1] 0 0
Foreign Exchange Contract [Member]    
Derivatives designated as hedging instruments [2]   0
Derivatives designated as hedging instruments [2] $ 407 $ 572
[1] Recorded in prepaid expenses and other current assets.
[2] Recorded in accounts payable and accrued expenses.
v3.23.3
Note 6 - Financial Instruments and Fair Value Measurements - Derivatives Recognized in Condensed Consolidation Financial Statements (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Derivative instruments not designated as cash flow hedging instruments: $ (455) $ 174 $ (637) $ (668)
Not Designated as Hedging Instrument [Member] | Interest Rate Cap [Member]        
Derivative instruments not designated as cash flow hedging instruments: [1] 0 1,046 (683) 749
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member]        
Derivative instruments not designated as cash flow hedging instruments: [2] $ (455) $ (872) $ 46 $ (1,417)
[1] Recognized in interest expense, net. The interest rate cap matured during May 2023. For the three and six months ended June 30, 2022, $0.6 million was reclassified from other comprehensive income (loss) to interest expense, net.
[2] Gains (losses) related to derivative instruments are expected to be largely offset by (losses) gains on the underlying exposures being hedged and recognized in gain (loss) on foreign currency.
v3.23.3
Note 7 - Stockholders' Equity (Details Textual) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 9 Months Ended 82 Months Ended
Aug. 31, 2020
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Dec. 31, 2022
Nov. 30, 2016
Dividends, Preferred Stock   $ 1,098 $ 1,036 $ 3,255 $ 3,618      
Preferred Stock, Shares Outstanding, Ending Balance (in shares)   62,000   62,000   62,000 62,000  
Convertible Preferred Stock, Shares Reserved for Future Issuance (in shares)   7,800,000   7,800,000   7,800,000    
Series A Redeemable Convertible Preferred Stock [Member]                
Temporary Equity, Shares Issued (in shares)   62,000   62,000   62,000 62,000  
Deferred Offering Costs   $ 2,100   $ 2,100   $ 2,100    
Dividends, Preferred Stock   $ 1,100 1,000 $ 3,300 3,600      
Preferred Stock, Shares Outstanding, Ending Balance (in shares)   62,000   62,000   62,000    
Series A Redeemable Convertible Preferred Stock [Member] | Private Placement [Member]                
Temporary Equity, Shares Issued (in shares) 85,000              
Shares Issued, 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) $ 9.5              
Common Stock [Member]                
Dividends, Preferred Stock     $ (0) $ (0) $ (0)      
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   $ 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    
v3.23.3
Note 8 - Stock Based Compensation (Details Textual) - USD ($)
$ / shares in Units, $ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Share-Based Payment Arrangement, Expense $ 3.0 $ 1.6 $ 9.2 $ 5.3  
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number (in shares) 1,300,000   1,300,000   1,400,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Exercise Price (in dollars per share) $ 12.36   $ 12.36   $ 15.1
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Number (in shares) 638,115   638,115    
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   4,700,000    
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant (in shares) 3,800,000   3,800,000    
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)     500,000    
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)     $ 9.56    
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)     553,871    
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)     $ 9.78    
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)     96,757    
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)     $ 9.56    
2021 Long-Term Incentive Compensation Plan [Member] | Share-Based Payment Arrangement, Option [Member]          
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period (Year)     4 years    
2021 Long-Term Incentive Compensation Plan [Member] | Stock Options [Member]          
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year)     10 years    
v3.23.3
Note 8 - Share Based Compensation - Summary of Significant Assumptions for Share-based Compensation Awards (Details) - Share-Based Payment Arrangement, Option [Member]
9 Months Ended
Sep. 30, 2023
$ / shares
Stock price (in dollars per share) $ 9.56
Exercise price (in dollars per share) $ 9.56
Dividend yield 0.00%
Expected Volatility 64.60%
Risk-free interest rate 3.63%
Expected term (in years) (Year) 6 years 3 months
v3.23.3
Note 9 - Income Taxes (Details Textual) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Unrecognized Tax Benefits, Ending Balance $ 0   $ 0   $ 0
Effective Income Tax Rate Reconciliation, Percent 0.00% 46.00% 12.30% 0.80%  
Discrete Income Tax Expense     $ 1,500    
v3.23.3
Note 10 - Commitments and Contingencies (Details Textual) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
National Geographic [Member]          
Royalty Expense $ 2.0 $ 1.9 $ 5.9 $ 4.5  
Accounts Payable and Other Accrued Liabilities, Current 1.9   1.9   $ 1.8
World Wildlife Fund [Member]          
Royalty Expense $ 0.4 $ 0.4 $ 0.9 $ 1.0  
v3.23.3
Note 10- Commitments and Contingencies - Redeemable Non-controlling Interest (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Balance $ 30,513 $ 19,595 $ 27,886 $ 10,626
Net income attributable to noncontrolling interest 2,821 3,228 3,742 3,000
Redemption value adjustment of put option 898 8,760 2,859 17,957
Distribution 0 0 (255) 0
Ending balance $ 34,232 $ 31,583 $ 34,232 $ 31,583
v3.23.3
Note 10 - Commitments and Contingencies - Charter Commitments (Details)
$ in Thousands
Sep. 30, 2023
USD ($)
2023 (three months) $ 207
2024 18,558
2025 7,026
Total $ 25,791
v3.23.3
Note 11 - Segment Information (Details Textual)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
USD ($)
Sep. 30, 2022
USD ($)
Sep. 30, 2023
USD ($)
Sep. 30, 2022
USD ($)
Number of Operating Segments     2  
Revenue from Contract with Customer, Including Assessed Tax $ 175,989 $ 144,783 $ 444,183 $ 303,540
Intersegment Eliminations [Member]        
Revenue from Contract with Customer, Including Assessed Tax $ 2,300 $ 1,700 $ 6,300 $ 5,300
v3.23.3
Note 11 - Segment Information - Segment Information (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Tour revenues $ 175,989 $ 144,783 $ 444,183 $ 303,540  
Operating income (loss) 20,476 5,808 24,444 (47,751)  
Depreciation and amortization 10,521 10,839 33,660 33,193  
Total Assets 851,605   851,605   $ 787,975
Total intangibles, net 9,864   9,864   11,219
Total goodwill 42,017   42,017   42,017
Lindblad Segment [Member]          
Tour revenues 108,750 83,741 311,660 198,063  
Operating income (loss) 7,501 (7,142) 8,576 (60,380)  
Depreciation and amortization 9,665 10,090 31,155 31,087  
Total Assets 692,119   692,119   662,683
Total intangibles, net 1,614   1,614   1,680
Total goodwill 0   0   0
Land-experience [Member]          
Tour revenues 67,239 61,042 132,523 105,477  
Operating income (loss) 12,975 12,950 15,868 12,629  
Depreciation and amortization 856 $ 749 2,505 $ 2,106  
Total Assets 159,486   159,486   125,292
Total intangibles, net 8,250   8,250   9,539
Total goodwill $ 42,017   $ 42,017   $ 42,017