NEW YORK, July 17, 2019 /PRNewswire/ -- Lindblad
Expeditions Holdings, Inc. (NASDAQ: LIND; the "Company" or
"Lindblad") today announced the closing of its previously announced
warrant Exchange Offer and Consent Solicitation relating to certain
of its outstanding Warrants. The offering period and related
Consent Solicitation expired at 11:59 p.m.
Eastern Daylight Time on July 12,
2019.
Under the terms of the Exchange Offer, each holder of Lindblad's
warrants to purchase one share of common stock for a purchase price
of $11.50, subject to adjustments
(the "Warrants"), had the opportunity to receive 0.385 shares of
common stock, par value $0.0001 per
share, of the Company for each Warrant tendered by the holder and
exchanged pursuant to the Exchange Offer. As of the closing of the
Exchange Offer on July 17, 2019,
9,935,000 outstanding Warrants, or approximately 98.5% of the
outstanding Warrants, were properly tendered and not withdrawn in
the Exchange Offer. Pursuant to the terms of the Exchange Offer,
the Company issued 3,824,959 shares of common stock in exchange for
such Warrants.
In addition, pursuant to the Consent Solicitation, the Company
received the approval of approximately 98.5% of the outstanding
Warrants to amend the warrant agreement relating to the Warrants,
which exceeds the majority vote required to amend the warrant
agreement. The amendment to the warrant agreement provides the
Company with the right to require the holders of Warrants not
tendered in the Exchange Offer to exchange their Warrants for
common stock of the Company at an exchange ratio of 0.36575 shares
of common stock for each Warrant. The Company plans to exercise
such right to exchange any remaining outstanding Warrants at an
exchange ratio of 0.36575 shares of common stock for each Warrant.
The Company has fixed the date for such exchange as August 1, 2019.
About Lindblad Expeditions Holdings, Inc.
Lindblad Expeditions Holdings, Inc. is an expedition travel
company that focuses on ship-based voyages through its Lindblad
Expeditions brand and on land-based travel through its subsidiary,
Natural Habitat Adventures, an adventure travel and ecotourism
company with a focus on responsible nature travel.
Lindblad Expeditions 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.
Natural Habitat partners with the World Wildlife Fund to offer
and promote conservation and sustainable travel that directly
protects nature. Natural Habitat's adventures include polar bear
tours in Churchill, Canada,
Alaskan grizzly bear adventures and African safaris.
Forward looking statements
Certain matters discussed in this press release are
"forward-looking statements." These forward-looking statements
include the Company's 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) changes adversely affecting the
business in which the Company is engaged; (ii) management of the
Company's growth and its ability to execute on its planned growth;
(iii) general economic conditions; (iv) the Company's business
strategy and plans; (v) unscheduled disruptions in the Company's
business due to weather events, mechanical failures, or other
events; (vi) compliance with laws and regulations; (vii) compliance
with the financial and/or operating covenants in the Company's
credit agreements; (viii) adverse publicity regarding the cruise
industry in general; (ix) loss of business due to competition; (x)
the result of future financing efforts; (xi) the inability to meet
revenue and Adjusted EBITDA projections; (xii) delays and costs
overruns with respect to the construction and delivery of newly
constructed vessels; and (xiii) those risks described in the
Company's 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 except as required by law 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 the Company's performance may be found in its filings with
the SEC, which are available at http://www.sec.gov.
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SOURCE Lindblad Expeditions Holdings, Inc.