UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
August 7, 2015
LINDBLAD EXPEDITIONS HOLDINGS, INC.
(Exact name of registrant as specified in
its charter)
Delaware |
|
001-35898 |
|
27-4749725 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
96 Morton Street, 9th Floor, New York, New York |
|
10014 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number including
area code: (212) 261-9000
(Former name or former address, if changed
since last report)
Check the appropriate
box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
¨ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230 .425) |
¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition.
On August 7, 2015, Lindblad
Expeditions Holdings, Inc. (the “Company”) issued a press release announcing the financial results of Lindblad Expeditions,
Inc. for the second quarter ended June 30, 2015.
This Current Report on
Form 8-K and the press release attached hereto are being furnished by the Company pursuant to Item 2.02 “Results of
Operations and Financial Condition.” In accordance with General Instruction B.2 of Form 8-K, the information contained in
this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18
of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section or Sections 11 and 12(a)(2)
of the Securities Act of 1933, as amended. In addition, this information shall not be deemed incorporated by reference into any
of the Company’s filings with the Securities and Exchange Commission, except as shall be expressly set forth by specific
reference in any such filing.
Item 9.01 Financial Statements and Exhibits.
Exhibit 99.1 |
|
Press release issued August 7, 2015. |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
LINDBLAD EXPEDITIONS HOLDINGS, INC.
(registrant) |
|
|
|
August 7, 2015 |
By: |
/s/ Sven-Olof Lindblad |
|
|
Sven-Olof Lindblad; President and CEO |
3
Exhibit 99.1
![](image_001.jpg)
Lindblad
Expeditions Holdings, Inc. Reports Second Quarter 2015 Financial Results of Lindblad Expeditions, Inc.
NEW
YORK, August 7, 2015 – Lindblad Expeditions Holdings, Inc. (NASDAQ: LIND; the “Company”), a
global provider of expedition cruises and adventure travel experiences, today reported the financial results of Lindblad Expeditions,
Inc. (“Lindblad”) for the quarter ended June 30, 2015.
As
previously announced, on July 8, 2015, Lindblad and Capitol Acquisition Corp. II (“Capitol”) completed their merger.
As a result of the merger, Lindblad became a direct wholly-owned subsidiary of Capitol. Immediately following the merger, Capitol
changed its name to Lindblad Expeditions Holdings, Inc. and its common stock and warrants began trading on the NASDAQ Stock Market
under the new symbols LIND and LINDW, respectively.
Lindblad’s
Second Quarter and First Half 2015 Financial Highlights
● |
Lindblad
generated tour revenue of $49.5 million in the second quarter of 2015 compared to $50.8 million in the prior year quarter, and
$105.0 million of tour revenue in the first half of 2015 compared to $102.2 million in the prior year period |
● |
Net
Yield for the second quarter was $963.10 compared to $1,020.45 in the prior year quarter, and $984.12 in the first half of 2015
compared to $983.22 in the prior year period |
● |
Adjusted
EBITDA for the second quarter was $12.0 million, a 9.1% increase from $11.0 million in the prior year quarter. Adjusted EBITDA
was $26.3 million for the first half of 2015, a 4.8% increase from $25.1 million in the prior year period |
Review
of Lindblad’s Second Quarter 2015 Results
“We
are pleased with our results in the second quarter which demonstrate consistent performance by our existing fleet. We delivered
a 9.1% increase in Adjusted EBITDA compared to the prior year quarter, despite a slight decrease in guest ticket revenues compared
to the prior year quarter related to softer demand for Africa and Indian Ocean based voyages by the National Geographic Orion.
During the summer of 2016, the Orion will be redeployed to Europe as part of our already planned integration of the Orion
acquisition into our fleet,” said Sven-Olof Lindblad, President and Chief Executive Officer of Lindblad Expeditions
Holdings, Inc.
Tour
revenue in the quarter amounted to $49.5 million, compared to $50.8 million in the second quarter in 2014 which represents a decrease
by 2.6%. The change was primarily the result of a decrease in guest ticket revenue from $44.0 million in the second quarter of
2014 to $43.2 million in the same period in 2015, due to an increase in discounts related principally to cabin revenue received
for Africa and Indian Ocean-based voyages on the Orion. Tour revenues for the first half of 2015 increased 2.7% compared
to the prior year, to $105.0 million from $102.2 million in the first half of 2014.
Net
Yield in the quarter amounted to $963.10 compared to $1,020.45 in the second quarter of 2014, which represents a decrease of 5.6%.
Lindblad recorded 40,597 Guest Nights Sold in the period, 4,818 guests, and an occupancy rate of 91.9%. Net Yield for the first
half of 2015 amounted to $984.12 compared to $983.22 in the prior year period.
Adjusted
Net Cruise Cost per Available Guest Night amounted to $690.45 in the second quarter of 2015, compared to $762.18 in the same period
in the prior year, which represents a decrease of 9.4%. The decrease in Adjusted Net Cruise Cost was primarily driven by a reduction
in the cost of fuel in the second quarter of 2015 compared to 2014 and a decrease in dry dock costs and maintenance costs for
the owned fleet. Adjusted Net Cruise Cost per Available Guest Night amounted to $696.04 for the first half of 2015 compared with
$703.47 for the same time period in 2014.
Adjusted
EBITDA, a non-GAAP financial measure, increased 9.1% in the second quarter of 2015 to $12.0 million compared to $11.0 million
in the same period in 2014. Adjusted EBITDA increased 4.8% in the first half of 2015 to $26.3 million compared to $25.1 million
in the first half of 2014. A reconciliation between Adjusted EBITDA and GAAP net income is included in the accompanying financial
data.
Full
Year 2015
The
Company remains confident it will achieve the 2015 financial projections set forth in the investor presentation filed with the
Securities and Exchange Commission (“SEC”) on April 1, 2015 in connection with the merger with Capitol. Revenue is
projected to be $204 million and Adjusted EBITDA is projected to be $45 million for the full year of 2015.
Furthermore,
the Company anticipates that it will enter into contracts to build two new coastal vessels in the third quarter of 2015 with expected
deliveries on target for the second quarter of 2017 and 2018. “These new vessels, which will be 100-passenger U.S. flagged
ships, will allow us to capitalize on the strong demand for our expeditions with routes similar to existing ones where demand
is in excess of our capacity,” said Sven-Olof Lindblad. “We are also reviewing a variety of acquisition opportunities
that we believe would be accretive to our planned expansion. Given our strong capital position and the fragmented nature of our
industry, we are well positioned to act as a platform to facilitate consolidation.”
In
addition, Ian Rogers, the Company’s Chief Financial and Operating Officer commented: “Although it is too early to
provide a detailed picture for 2016, bookings remain strong with 43% of ticket revenue for the 2016 financial year on the books,
as at June 30, 2015, compared with 40% in 2014 for the 2015 financial year.”
Debt
Financing and Liquidity
On
June 22, 2015, Lindblad completed the syndication of its new $175.0 million senior secured term loan. The term loan was increased
to $175.0 million from its original size of $150.0 million at the time of the initial funding of the loan on May 8, 2015. The
interest rate on the loan was also decreased during syndication by 100 basis points to LIBOR (subject to a minimum of 1.00%) plus
4.50%. The upsized credit facility provides greater flexibility to the combined company to, among other things, make acquisitions
and repurchase stock.
As
of June 30, 2015, Lindblad’s cash balance was $101 million. Upon completion of the merger with Capitol and the completion
of the loan syndication, the combined company had approximately $220
million of cash and restricted cash.
New
Independent Board Member
On
August 4, 2015, the Company announced that it had appointed Bernard W. Aronson to serve as an independent director. Mr. Aronson
is currently Founding Partner of ACON Investments L.L.C., a middle market private equity group.
He also serves as the U.S. Special Envoy to the Colombian Peace Process, appointed by President Obama in February 2015.
Mr. Aronson previously served as a director of Royal Caribbean Cruises Ltd. from 1993 until 2015, and also serves or has served
during the past five years as a director of Kate Spade Inc., Hyatt Hotels Corporation, Chroma Oil and Gas, LP, Sequitur Energy,
ACON Franchise Holdings, Mariner Energy and Northern Tier Energy. He serves on several Non-Profit Boards including The Nature
Conservancy Maryland/DC chapter, The Amazon Conservation Team, the National Democratic Institute for International Affairs and
is a member of the Council on Foreign Relations.
“We
are thrilled to have Bernie join our board of outstanding individuals. He brings an unparalleled mix of board experience with
some of the biggest success stories in the marine and broader hospitality industries as well as political relationships and experience
in geographies that are important for us,” said Mark D. Ein, Chairman of Lindblad Expeditions Holdings, Inc.
Conference
Call Scheduled
The
Company has scheduled a conference call at 10:00 a.m. Eastern Time on August 7, 2015 to discuss the earnings of Lindblad. The
conference call can be accessed by dialing (888) 317-6016 (United States) or (412) 317-6016 (outside the U.S.). A replay of the
call will be available at the Company’s investor relations website, investors.expeditions.com.
About
Lindblad Expeditions Holdings, Inc.
Lindblad
Expeditions Holdings, Inc. is an expedition travel company that works in partnership with National Geographic to inspire people
to explore and care about the planet. The organizations work in tandem to produce innovative marine expedition programs and to
promote conservation and sustainable tourism around the world. The partnership’s educationally oriented voyages allow guests
to interact with and learn from leading scientists, naturalists and researchers while discovering stunning natural environments,
above and below the sea, through state-of-the-art exploration tools.
FORWARD
LOOKING STATEMENTS
Certain
matters discussed in this press release are “forward-looking statements” intended to qualify for the safe harbor from
liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements include our financial
projections and may also generally be identified as such because the context of such statements will include words such as “anticipate,”
“believe,” “could,” “estimate,” “expect,” “intend,” “may,”
“plan,” “potential,” “predict,” “project,” “should,” “will,”
“would” or words of similar import. Similarly, statements that describe the Company’s financial guidance or
future plans, objectives or goals are also forward-looking statements. Such forward-looking statements are subject to certain
risks and uncertainties that could cause results to differ materially from those expected, including, but not limited to, the
following: (i) the anticipated results of the merger of Capitol with Lindblad.; (ii) changes adversely affecting the business
in which we are engaged; (iii) management of our growth and our ability to execute on our planned growth; (iv) general economic
conditions; (v) our business strategy and plans; (vi) compliance with applicable laws and regulations; (vii) compliance with the
financial and/or operating covenants in our amended credit agreement; (viii) adverse publicity regarding the cruise industry in
general; (ix) loss of business due to competition; (x) the result of future financing efforts; and (xi) those risks described
in our filings with the SEC. Stockholders, potential investors and other readers are urged to consider these factors carefully
in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements.
The forward-looking statements made herein are made only as of the date of this press release and the Company undertakes no obligation
to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise. More detailed
information about factors that may affect our performance may be found in our filings with the SEC, which are available at http://www.sec.gov
or at http://www.expeditions.com in the Investor Relations section of the Company’s website.
LINDBLAD EXPEDITIONS, INC. AND SUBSIDIARIES |
Condensed Consolidated
Balance Sheets |
| |
As of | |
| |
June 30,
2015 | | |
December
31, 2014 | |
| |
(unaudited) | | |
| |
ASSETS | |
| | |
| |
Current Assets: | |
| | |
| |
Cash and cash equivalents | |
$ | 53,473,021 | | |
$ | 39,678,720 | |
Restricted cash and marketable securities | |
| 47,478,278 | | |
| 8,334,632 | |
Inventories | |
| 1,921,917 | | |
| 1,700,226 | |
Marine operating supplies | |
| 5,145,250 | | |
| 5,078,552 | |
Prepaid expenses and other current
assets | |
| 10,994,135 | | |
| 11,320,698 | |
Total current assets | |
| 119,012,601 | | |
| 66,112,828 | |
| |
| | | |
| | |
Property and equipment, net | |
| 119,175,217 | | |
| 121,873,440 | |
Due from shareholder | |
| - | | |
| 1,500,926 | |
Deferred financing costs, net | |
| - | | |
| 2,019,503 | |
Operating rights | |
| 6,528,949 | | |
| 6,528,949 | |
Deferred tax assets | |
| 253,829 | | |
| 101,860 | |
Investment in CFMF | |
| - | | |
| 47,787,835 | |
Total assets | |
$ | 244,970,596 | | |
$ | 245,925,341 | |
| |
| | | |
| | |
LIABILITIES | |
| | | |
| | |
Current Liabilities: | |
| | | |
| | |
Unearned passenger revenues | |
$ | 79,042,259 | | |
$ | 73,195,195 | |
Accounts payable and accrued expenses | |
| 18,070,214 | | |
| 20,028,315 | |
Long-term debt - current | |
| 1,500,000 | | |
| 4,934,030 | |
Obligations to repurchase shares of Class A common stock | |
| 4,965,792 | | |
| 4,965,792 | |
Due to CFMF | |
| - | | |
| 22,733,000 | |
Total current liabilities | |
| 103,578,265 | | |
| 125,856,332 | |
| |
| | | |
| | |
Long-term debt, less current portion | |
| 138,271,507 | | |
| 51,755,608 | |
Other long term liabilities | |
| 418,070 | | |
| 447,145 | |
Deferred income taxes - long term | |
| 408,226 | | |
| 299,035 | |
Total liabilities | |
| 242,676,068 | | |
| 178,358,120 | |
| |
| | | |
| | |
COMMITMENTS AND CONTINGENCIES | |
| | | |
| | |
| |
| | | |
| | |
SHAREHOLDERS’ EQUITY | |
| | | |
| | |
Common
stock, Class A, no par value, 450,000 shares authorized;
90,000 shares issued and outstanding. | |
| - | | |
| - | |
Common stock, Class
B, no par value, 50,000 shares authorized;
0 issued and outstanding. | |
| - | | |
| - | |
Additional paid-in capital | |
| (59,574,152 | ) | |
| 21,466,308 | |
Retained earnings | |
| 61,868,680 | | |
| 46,100,913 | |
Total shareholders' equity | |
| 2,294,528 | | |
| 67,567,221 | |
Total liabilities and shareholders'
equity | |
$ | 244,970,596 | | |
$ | 245,925,341 | |
The following table includes assets to be
used to settle liabilities of the consolidated variable interest entities ("VIEs"). These assets and liabilities are
included in the condensed consolidated balance sheet above. See Note 2 for additional information on the Company's VIEs.
| |
As of | |
| |
June 30,
2015 | | |
December
31, 2014 | |
| |
(unaudited) | | |
| |
ASSETS | |
| | |
| |
Cash and cash equivalents | |
$ | 2,000 | | |
$ | 2,000 | |
Property and equipment | |
| 1,562,701 | | |
| 1,755,446 | |
| |
| | | |
| | |
LIABILITIES | |
| | | |
| | |
Accounts payable and accrued expenses | |
| 633,254 | | |
| 55,456 | |
Long-term debt | |
| - | | |
| 2,170,000 | |
LINDBLAD
EXPEDITIONS, INC. AND SUBSIDIARIES
Condensed Consolidated
Income Statements
(unaudited)
| |
For
the Three Months Ended June 30, | | |
For
the Six Months Ended
June 30, | |
| |
2015 | | |
2014 | | |
2015 | | |
2014 | |
| |
| | |
| | |
| | |
| |
Tour revenues | |
$ | 49,531,025 | | |
$ | 50,790,991 | | |
$ | 104,951,551 | | |
$ | 102,165,680 | |
| |
| | | |
| | | |
| | | |
| | |
Cost of tours | |
| 21,485,767 | | |
| 24,100,955 | | |
| 45,886,988 | | |
| 46,077,828 | |
Gross
profit | |
| 28,045,258 | | |
| 26,690,036 | | |
| 59,064,563 | | |
| 56,087,852 | |
| |
| | | |
| | | |
| | | |
| | |
Operating expenses: | |
| | | |
| | | |
| | | |
| | |
General and administrative | |
| 14,556,935 | | |
| 7,973,652 | | |
| 25,682,431 | | |
| 15,242,723 | |
Selling and marketing | |
| 8,189,162 | | |
| 7,730,227 | | |
| 17,351,646 | | |
| 15,846,423 | |
Depreciation
and amortization | |
| 2,895,026 | | |
| 2,873,736 | | |
| 5,646,825 | | |
| 5,747,794 | |
Total
operating expenses | |
| 25,641,123 | | |
| 18,577,615 | | |
| 48,680,902 | | |
| 36,836,940 | |
| |
| | | |
| | | |
| | | |
| | |
Operating
income | |
| 2,404,135 | | |
| 8,112,421 | | |
| 10,383,661 | | |
| 19,250,912 | |
| |
| | | |
| | | |
| | | |
| | |
Other income (expense): | |
| | | |
| | | |
| | | |
| | |
Change in fair value
of obligation to repurchase shares of Class A common stock | |
| - | | |
| 857,565 | | |
| - | | |
| (572,431 | ) |
Gain (loss) on foreign
currency | |
| (78,329 | ) | |
| 178,607 | | |
| (194,367 | ) | |
| (219,286 | ) |
Gain on transfer of assets | |
| 7,525,926 | | |
| - | | |
| 7,525,926 | | |
| - | |
Other income (expense),
net | |
| 5,000,000 | | |
| - | | |
| 5,000,000 | | |
| - | |
(Loss) on investment in
CFMF | |
| (235,000 | ) | |
| - | | |
| - | | |
| - | |
Interest
expense, net | |
| (3,888,204 | ) | |
| (1,337,238 | ) | |
| (5,077,627 | ) | |
| (2,657,499 | ) |
Total
other income (expense) | |
| 8,324,393 | | |
| (301,066 | ) | |
| 7,253,932 | | |
| (3,449,216 | ) |
| |
| | | |
| | | |
| | | |
| | |
Income before
income taxes | |
| 10,728,528 | | |
| 7,811,355 | | |
| 17,637,593 | | |
| 15,801,696 | |
| |
| | | |
| | | |
| | | |
| | |
Income
tax expense | |
| 1,893,259 | | |
| 2,646,957 | | |
| 1,869,831 | | |
| 2,242,492 | |
| |
| | | |
| | | |
| | | |
| | |
Net
income | |
$ | 8,835,269 | | |
$ | 5,164,398 | | |
$ | 15,767,762 | | |
$ | 13,559,204 | |
| |
| | | |
| | | |
| | | |
| | |
Class
A Common Stock | |
| | | |
| | | |
| | | |
| | |
Net
income available to Class A Common Stockholders | |
$ | 8,835,269 | | |
$ | 4,906,163 | | |
$ | 15,767,762 | | |
$ | 12,881,204 | |
| |
| | | |
| | | |
| | | |
| | |
Weighted average shares
outstanding | |
| | | |
| | | |
| | | |
| | |
Basic | |
| 154,817 | | |
| 244,287 | | |
| 199,769 | | |
| 244,287 | |
Diluted | |
| 159,596 | | |
| 244,287 | | |
| 203,057 | | |
| 244,287 | |
| |
| | | |
| | | |
| | | |
| | |
Earnings per share | |
| | | |
| | | |
| | | |
| | |
Basic | |
$ | 57.07 | | |
$ | 20.08 | | |
$ | 78.93 | | |
$ | 52.73 | |
Diluted | |
$ | 55.36 | | |
$ | 20.08 | | |
$ | 77.65 | | |
$ | 52.73 | |
| |
| | | |
| | | |
| | | |
| | |
Class
B Common Stock | |
| | | |
| | | |
| | | |
| | |
Net
income available to Class B Common Stockholders | |
$ | - | | |
$ | 258,235 | | |
$ | - | | |
$ | 678,000 | |
| |
| | | |
| | | |
| | | |
| | |
Weighted average shares
outstanding | |
| | | |
| | | |
| | | |
| | |
Basic | |
| - | | |
| 12,858 | | |
| - | | |
| 12,858 | |
Diluted | |
| - | | |
| 12,858 | | |
| - | | |
| 12,858 | |
| |
| | | |
| | | |
| | | |
| | |
Earnings per share | |
| | | |
| | | |
| | | |
| | |
Basic | |
$ | - | | |
$ | 20.08 | | |
$ | - | | |
$ | 52.73 | |
Diluted | |
$ | - | | |
$ | 20.08 | | |
$ | - | | |
$ | 52.73 | |
LINDBLAD
EXPEDITIONS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash
Flows
(unaudited)
| |
For the Six
Months Ended
June 30, | |
| |
2015 | | |
2014 | |
Cash Flows From Operating Activities | |
| | |
| |
Net income | |
$ | 15,767,762 | | |
$ | 13,559,204 | |
Adjustments to reconcile net income to net cash provided
by operating activities: | |
| | |
Depreciation and amortization | |
| 5,646,825 | | |
| 5,747,794 | |
Amortization of debt discount and deferred financing costs | |
| 2,208,948 | | |
| 543,303 | |
Stock-based compensation | |
| 2,427,447 | | |
| - | |
Deferred income taxes | |
| (42,778 | ) | |
| 277,895 | |
(Gain) loss on currency translation | |
| (194,367 | ) | |
| (219,286 | ) |
Gain on transfer of assets | |
| (7,502,668 | ) | |
| - | |
Changes in operating assets and liabilities: | |
| | | |
| | |
Inventories and Marine operating supplies | |
| (251,188 | ) | |
| 262,949 | |
Prepaid expenses and other current assets | |
| 316,966 | | |
| (433,860 | ) |
Unearned passenger revenues | |
| 6,021,897 | | |
| (496,242 | ) |
Other long term liabilities | |
| (29,075 | ) | |
| 110,120 | |
Accounts payable and accrued expenses | |
| (1,168,060 | ) | |
| (417,785 | ) |
| |
| | | |
| | |
Net cash provided by operating activities | |
| 23,201,709 | | |
| 18,934,092 | |
| |
| | | |
| | |
Cash Flows From Investing Activities | |
| | | |
| | |
Purchase of investment in CFMF | |
| (68,087,953 | ) | |
| - | |
Purchase of property and equipment, net | |
| (2,567,268 | ) | |
| (2,336,841 | ) |
Advance from (to) shareholder | |
| 1,500,926 | | |
| (47,163 | ) |
Purchase of restricted cash and marketable
securities | |
| (39,143,646 | ) | |
| (7,923,356 | ) |
| |
| | | |
| | |
Net cash used in investing activities | |
| (108,297,941 | ) | |
| (10,307,360 | ) |
| |
| | | |
| | |
Cash Flows From Financing Activities | |
| | | |
| | |
Proceeds from long-term debt | |
| 150,000,000 | | |
| - | |
Deferred financing costs | |
| (10,532,175 | ) | |
| - | |
Repayments of long-term debt | |
| (41,003,232 | ) | |
| (2,167,434 | ) |
Repurchase of stock from Class A
shareholders | |
| - | | |
| 572,430 | |
| |
| | | |
| | |
Net cash provided by (used in) financing
activities | |
| 98,464,593 | | |
| (1,595,004 | ) |
| |
| | | |
| | |
Effect of exchange rate changes on
cash | |
| 425,940 | | |
| (230,956 | ) |
| |
| | | |
| | |
Net increase in cash and cash equivalents | |
| 13,794,301 | | |
| 6,800,772 | |
| |
| | | |
| | |
Cash and cash equivalents at beginning of year | |
| 39,678,720 | | |
| 44,353,563 | |
| |
| | | |
| | |
Cash and cash equivalents at end of year | |
$ | 53,473,021 | | |
$ | 51,154,335 | |
| |
| | | |
| | |
Supplemental disclosures of cash flow information: | |
| | | |
| | |
Cash paid during the year for | |
| | | |
| | |
Interest | |
$ | 2,087,329 | | |
$ | 2,129,629 | |
| |
| | | |
| | |
Income taxes | |
$ | 298,226 | | |
$ | 247,645 | |
| |
| | | |
| | |
Non-cash investing and financing activities: | |
| | | |
| | |
Investment in CFMF liquidation of Junior debt asset, warrant | |
$ | 84,903,567 | | |
| - | |
CFMF liquidation of Junior debt long term debt, additional
paid in capital | |
| (84,903,567 | ) | |
| - | |
LINDBLAD
EXPEDITIONS, INC. AND SUBSIDIARIES
Non-GAAP Information
(unaudited)
Reconciliation
of Net Income to EBITDA
and Adjusted EBITDA
| |
Three
Months Ended
June 30, | | |
Six
Months Ended
June 30, | |
| |
2015 | | |
2014 | | |
2015 | | |
2014 | |
Net income | |
$ | 8,835,269 | | |
$ | 5,164,398 | | |
$ | 15,767,762 | | |
$ | 13,559,204 | |
Income tax expense | |
| 1,893,259 | | |
| 2,646,957 | | |
| 1,869,831 | | |
| 2,242,492 | |
Interest expense, net | |
| 3,888,204 | | |
| 1,337,238 | | |
| 5,077,627 | | |
| 2,657,499 | |
Depreciation and amortization
expense | |
| 2,895,026 | | |
| 2,873,736 | | |
| 5,646,825 | | |
| 5,747,794 | |
EBITDA | |
| 17,511,758 | | |
| 12,022,329 | | |
| 28,362,045 | | |
| 24,206,989 | |
Change in fair value of obligation to repurchase
shares of Class A common stock | |
| - | | |
| (857,565 | ) | |
| - | | |
| 572,431 | |
Gain (loss) on foreign currency translation | |
| 78,329 | | |
| (178,607 | ) | |
| 194,367 | | |
| 219,286 | |
Stock based compensation | |
| 1,213,722 | | |
| - | | |
| 2,427,447 | | |
| - | |
Gain on transfer of assets | |
| (7,525,926 | ) | |
| - | | |
| (7,525,926 | ) | |
| - | |
Other non-cash income | |
| (4,765,000 | ) | |
| - | | |
| (5,000,000 | ) | |
| - | |
Non-recurring merger related expenses | |
| 5,536,354 | | |
| - | | |
| 7,804,602 | | |
| - | |
Non-recurring acquisition related
expenses | |
| - | | |
| - | | |
| - | | |
| 112,000 | |
Adjusted
EBITDA | |
$ | 12,049,237 | | |
$ | 10,986,157 | | |
$ | 26,262,535 | | |
$ | 25,110,706 | |
Guest
Metrics
| |
Three
Months Ended
June 30, | | |
Six
Months Ended
June 30, | |
| |
2015 | | |
2014 | | |
2015 | | |
2014 | |
Available Guest Nights | |
| 44,193 | | |
| 42,538 | | |
| 91,164 | | |
| 89,760 | |
Guest Nights Sold | |
| 40,597 | | |
| 40,751 | | |
| 83,807 | | |
| 85,402 | |
Occupancy | |
| 91.9 | % | |
| 95.8 | % | |
| 91.9 | % | |
| 95.1 | % |
Maximum Guests | |
| 5,171 | | |
| 5,014 | | |
| 10,610 | | |
| 10,268 | |
Number of Guests | |
| 4,818 | | |
| 4,829 | | |
| 9,806 | | |
| 9,804 | |
Calculation of Gross Yield and Net Yield
| |
Three Months Ended June 30, | | |
Six Months Ended June 30, | |
| |
2015 | | |
2014 | | |
2015 | | |
2014 | |
Guest ticket revenue | |
$ | 43,153,749 | | |
$ | 43,970,745 | | |
$ | 90,953,547 | | |
$ | 89,504,670 | |
Other revenue | |
| 6,377,276 | | |
| 6,820,246 | | |
| 13,998,004 | | |
| 12,661,010 | |
Tour Revenue | |
| 49,531,025 | | |
| 50,790,991 | | |
| 104,951,551 | | |
| 102,165,680 | |
Less: Commissions | |
| (3,436,535 | ) | |
| (3,379,574 | ) | |
| (7,123,099 | ) | |
| (6,692,010 | ) |
Less: Other expense | |
| (3,532,318 | ) | |
| (4,003,552 | ) | |
| (8,112,295 | ) | |
| (7,219,797 | ) |
Net Revenue | |
$ | 42,562,172 | | |
$ | 43,407,865 | | |
$ | 89,716,157 | | |
$ | 88,253,873 | |
Available Guest Nights | |
| 44,193 | | |
| 42,538 | | |
| 91,164 | | |
| 89,760 | |
Gross Yield | |
$ | 1,120.79 | | |
$ | 1,194.01 | | |
$ | 1,151.24 | | |
$ | 1,138.21 | |
Net Yield | |
$ | 963.10 | | |
$ | 1,020.45 | | |
$ | 984.12 | | |
$ | 983.22 | |
Calculation
of Net Cruise Cost Metrics
| |
Three
Months Ended
June 30, | | |
Six Months
Ended
June 30, | |
| |
2015 | | |
2014 | | |
2015 | | |
2014 | |
Cost of tours | |
$ | 21,485,767 | | |
$ | 24,100,955 | | |
$ | 45,886,988 | | |
$ | 46,077,828 | |
Plus: Selling and marketing | |
| 8,189,162 | | |
| 7,730,227 | | |
| 17,351,646 | | |
| 15,846,423 | |
Plus: General and administrative | |
| 14,556,935 | | |
| 7,973,652 | | |
| 25,682,431 | | |
| 15,242,723 | |
Gross
Cruise Cost | |
$ | 44,231,864 | | |
$ | 39,804,834 | | |
$ | 88,921,065 | | |
$ | 77,166,974 | |
Less: Commission expense | |
| (3,436,535 | ) | |
| (3,379,574 | ) | |
| (7,123,099 | ) | |
| (6,692,010 | ) |
Less: Other expenses | |
| (3,532,318 | ) | |
| (4,003,552 | ) | |
| (8,112,295 | ) | |
| (7,219,797 | ) |
Net
Cruise Cost | |
$ | 37,263,011 | | |
$ | 32,421,708 | | |
$ | 73,685,671 | | |
$ | 63,255,167 | |
Less: Fuel expense | |
| (1,677,789 | ) | |
| (2,740,215 | ) | |
| (4,724,586 | ) | |
| (6,361,522 | ) |
Net
Cruise Cost Excluding Fuel | |
$ | 35,585,222 | | |
$ | 29,681,493 | | |
$ | 68,961,085 | | |
$ | 56,893,645 | |
Non-GAAP Adjustments
| |
| | | |
| | | |
| | | |
| | |
Stock based compensation | |
| (1,213,722 | ) | |
| - | | |
| (2,427,447 | ) | |
| - | |
Non-recurring merger related expenses | |
| (5,536,354 | ) | |
| - | | |
| (7,804,602 | ) | |
| - | |
Non-recurring acquisition related
expenses | |
| - | | |
| - | | |
| - | | |
| (112,000 | ) |
Adjusted
Net Cruise Cost Excluding Fuel | |
$ | 28,835,146 | | |
$ | 29,681,493 | | |
$ | 58,729,036 | | |
$ | 56,781,645 | |
Available Guest Nights | |
| 44,193 | | |
| 42,538 | | |
| 91,164 | | |
| 89,760 | |
Gross Cruise Cost per Available Guest Night | |
$ | 1,000.88 | | |
$ | 935.75 | | |
$ | 975.40 | | |
$ | 859.70 | |
Net Cruise Cost per Available Guest Night | |
$ | 843.19 | | |
$ | 762.18 | | |
$ | 808.28 | | |
$ | 704.71 | |
Net Cruise Cost Excluding Fuel per Available Guest
Night | |
$ | 805.22 | | |
$ | 697.76 | | |
$ | 756.45 | | |
$ | 633.84 | |
Adjusted Net Cruise Cost per Available Guest Night | |
$ | 690.45 | | |
$ | 762.18 | | |
$ | 696.04 | | |
$ | 703.47 | |
Adjusted Net Cruise Cost Excl. Fuel per Available Guest
Night | |
$ | 652.48 | | |
$ | 697.76 | | |
$ | 644.21 | | |
$ | 632.59 | |
Key
Operational and Financial Metrics
Lindblad
uses a variety of operational and financial metrics, which are defined below, to evaluate its performance and financial condition.
Lindblad uses certain non-GAAP financial measures, such as EBITDA, Adjusted EBITDA, Net Yields and Net Cruise Costs, to enable
it to analyze its performance and financial condition. Lindblad utilizes these financial measures to manage its business
on a day-to-day basis and believes that they are the most relevant measures of performance. Some of these measures are commonly
used in the cruise industry to measure performance. Lindblad believes these non-GAAP measures provide expanded insight to measure
revenue and cost performance, in addition to the standard GAAP-based financial measures. There are no specific rules or regulations
for determining non-GAAP measures, and as such, they may not be comparable to measures used by other companies within the industry.
The presentation of non-GAAP financial information should not be considered in isolation or as a substitute for, or superior to,
the financial information prepared and presented in accordance with GAAP.
Adjusted
EBITDA is net income (loss) excluding depreciation and amortization, net interest expense, other income (expense), and income
tax benefit (expense), and other supplemental adjustments. The Company believes Adjusted EBITDA can provide a more complete understanding
of the underlying operating results and trends and an enhanced overall understanding of the Company’s financial performance
and prospects for the future. While Adjusted EBITDA is not a recognized measure under GAAP, management uses this financial measure
to evaluate and forecast business performance. Adjusted EBITDA is not intended to be a measure of liquidity or cash flows from
operations or a measure comparable to net income. The Company’s use of Adjusted EBITDA may not be comparable to other companies
within the industry.
Available
Guest Nights is a measurement of capacity and represents double occupancy per cabin (except single occupancy for a single
capacity cabin) multiplied by the number of cruise days for the period. The Company also records the number of guest nights available
on its limited land programs in this definition.
Gross
Cruise Cost represents the sum of cost of tours plus selling and marketing expense and general and administrative expense.
Gross
Yield represents tour revenue divided by Available Guest Nights.
Guest
Nights Sold represents the number of guests carried for the period multiplied by the number of nights sailed within the period.
Maximum
Guests is a measure of capacity and represents the maximum number of guests in a period and is based on double occupancy per
cabin (except single occupancy for a single capacity cabin).
Net
Cruise Cost represents Gross Cruise Cost excluding commissions and certain other direct costs of guest ticket revenue and
other revenue.
Net
Cruise Cost Excluding Fuel represents Net Cruise Cost excluding fuel costs.
Net
Revenue represents tour revenue less commissions and direct costs of other revenue.
Net
Yield represents Net Revenue divided by Available Guest Nights.
Number
of Guests represents the number of guests that travel with the Company in a period.
Occupancy
is calculated by dividing Guest Nights Sold by Available Guest Nights.
10
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