NEW YORK, Aug. 27, 2020 /PRNewswire/ -- Lindblad
Expeditions Holdings, Inc. (NASDAQ: LIND; the "Company" or
"Lindblad") today reported that it has entered into an agreement
with a group of investors (the "Investors"), including MSD
Partners, L.P., Durable Capital L.P., Headlands Capital, Deep Field
Asset Management LLC and Declaration Capital, for the private
placement of $85 million of
convertible preferred stock.
"Since the global COVID-19 pandemic began, we have taken a
variety of proactive measures to ensure that Lindblad is
sufficiently capitalized to withstand this downturn and emerge in a
position of strength," commented Sven-Olof
Lindblad, President and Chief Executive Officer. "I am
happy to report that we have secured $85
million of additional capital from this outstanding,
diversified group of experienced long-term investors."
Lindblad continued, "We know our guests are eager to travel
again and this investment provides us with additional financial
flexibility as we prepare to return to exploring the world's most
remarkable destinations."
The Investors have agreed to make an investment of $85 million in newly-issued convertible preferred
stock that carries a 6.0% dividend, which is payable in kind for 2
years and thereafter in cash or in-kind at the Company's option.
The preferred stock is convertible into shares of Lindblad common
stock at a conversion price of $9.50
per share, representing a premium of 23% to Lindblad's 30-trading
day volume-weighted average price. On an as-converted basis,
the preferred stock will represent approximately 15.5% of the pro
forma common shares outstanding.
"We were overwhelmed by the enthusiastic response to this
offering and are thrilled to add such a high- quality set of
value-add investors supporting the company," said Mark Ein, Lindblad's Chairman of the Board. "We
believe this capital will not only secure our return to operations
but, along with support from our committed investor base, will also
position us to be offensive in pursuing opportunities to accelerate
the growth of our platform coming out of the pandemic."
"Lindblad Expeditions is a world-class franchise with a unique
offering of expedition travel experiences. We have admired
the company and its team for many years and are excited to partner
with them at this time," said Dan
Bitar, a representative of MSD.
The net proceeds from the investment will be used for general
corporate purposes. On a pro forma basis, Lindblad's
liquidity position at June 30, 2020
would have been approximately $187
million when factoring in this $85
million investment from the Investors.
Lindblad was represented in the transaction by Citigroup Global
Markets Inc., as placement agent, and Latham & Watkins LLP, as
legal advisor.
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.
About MSD Partners
MSD Partners, L.P. is an SEC-registered investment adviser that
was formed in 2009 by the principals of MSD Capital, L.P. to enable
a select group of investors to invest in strategies that were
developed by MSD Capital (the private investment firm
for Michael Dell and his family). MSD Partners
utilizes a multi-disciplinary investment strategy focused on
maximizing long-term capital appreciation by making investments
across the globe in the equities of public and private companies,
credit, real estate and other asset classes and securities.
MSD Partners is headquartered in New York with
additional offices in Santa Monica and West Palm Beach.
Additional information regarding MSD Partners may be found
at msdpartners.com.
About Durable Capital Partners
Durable Capital Partners L.P. is an investment adviser founded
by Henry Ellenbogen. Durable Capital
Partners L.P.'s investment philosophy is grounded in sourcing
small-cap and mid-cap compounders in both the private and public
markets.
Forward-Looking Statements
Certain matters discussed in this press release are
"forward-looking statements" intended to qualify for the safe
harbor from liability established by the Private Securities
Litigation Reform Act of 1995. These forward-looking statements
include the 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. Many of these risks and
uncertainties are currently amplified by, and will continue to be
amplified by, or in the future may be amplified by, the COVID-19
outbreak. It is not possible to predict or identify all such risks.
There may be additional risks that we consider immaterial or which
are unknown. These factors include, but are not limited to, the
following: (i) suspended operations and disruptions to our business
and operations related to the novel corona virus COVID-19; (ii) the
impacts of the novel coronavirus COVID-19 on our financial
condition, liquidity, results of operations, cash flows, employees,
plans and growth; (iii) the impacts of the novel coronavirus
COVID-19 on future travel and the cruise and airline industries in
general; (iv) unscheduled disruptions in our business due to travel
restrictions, weather events, mechanical failures, pandemics or
other events; (v) changes adversely affecting the business in
which we are engaged; (vi) management of our growth and our ability
to execute on our planned growth; (vii) our business strategy and
plans; (viii) our ability to maintain our relationship with
National Geographic; (ix) compliance with new and existing laws and
regulations, including environmental regulations and travel
advisories and restrictions; (x) compliance with the financial
and/or operating covenants in our debt arrangements; (xi) adverse
publicity regarding the cruise industry in general; (xii) loss
of business due to competition; (xiii) the result of
future financing efforts; (xiv) delays and costs overruns
with respect to the construction and delivery of newly constructed
vessels; (xv) the inability to meet revenue and other financial
projections; and (xvi) 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 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 or at http://www.expeditions.com in
the Investor Relations section of the Company's
website.
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SOURCE Lindblad Expeditions Holdings, Inc.