NEW YORK, Jan. 20, 2022 /PRNewswire/ -- Lindblad
Expeditions Holdings, Inc. (Nasdaq: LIND) ("Lindblad" or the
"Company") today announced that its wholly-owned subsidiary,
Lindblad Expeditions, LLC (the "Issuer"), intends to offer
$340,000,000 aggregate principal
amount of senior secured notes due 2027, subject to market and
customary conditions. The notes will be senior secured obligations
of the Issuer and will be guaranteed by Lindblad and certain of
Lindblad's subsidiaries (other than the Issuer) (collectively, the
"Note Guarantors") and will be secured, subject to permitted liens
and certain other exceptions, by first-priority liens on
substantially all the assets of the Issuer and the Note
Guarantors.
Lindblad intends to use the net proceeds from the proposed
offering to prepay in full all outstanding borrowings under its
existing term loan, including the Main Street Loan, and revolving
credit facility, to pay any related premiums and to terminate in
full its existing credit agreement and the commitments
thereunder.
The notes and the related guarantees have not been, and will not
be, registered under the Securities Act of 1933, as amended (the
"Securities Act"), or any applicable state or foreign securities
laws, and will be offered only to qualified institutional buyers in
reliance on Rule 144A, and to persons outside the United States in compliance with
Regulation S under the Securities Act. Unless so registered, the
notes and the related guarantees may not be offered or sold in
the United States except pursuant
to an exemption from the registration requirements of the
Securities Act and applicable state securities laws. This press
release will not constitute an offer to sell or a solicitation of
an offer to buy any notes or any other securities. The
offering is not being made to any person in any jurisdiction in
which the offer, solicitation or sale is unlawful.
About Lindblad Expeditions Holdings, Inc.
Lindblad is an expedition travel company that focuses on
ship-based voyages through its Lindblad Expeditions brand and on
land-based travel through its subsidiaries, Natural Habitat, Inc.,
Off the Beaten Path LLC, DuVine Cycling + Adventure Co. and Classic
Journeys, LLC.
Lindblad 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, including, but not limited to,
Lindblad's financing plans, including the Issuer's intention to
offer notes and the use of proceeds of the proposed
offering. Statements including words such as "believe,"
"anticipate," "should," "intend," "plan," "will," "expects,"
"estimates," "projects," "positioned," "strategy," "outlook" and
similar expressions are intended to help identify forward-looking
statements. You should read the statements that contain these types
of words carefully. Forward-looking statements reflect Lindblad's
current expectations, are based on judgments, are inherently
uncertain and are subject to risks, uncertainties and other
factors, which could cause Lindblad's actual results, performance
or achievements to differ materially from the future results,
performance or achievements expressed or implied in those
forward-looking statements. Examples of these risks, uncertainties
and other factors include, but are not limited to, the following
risks, uncertainties and other factors: (i) suspended operations,
cancelling or rescheduling of voyages and other potential
disruptions to Lindblad's business and operations related to the
COVID-19 virus; (ii) the impacts of the COVID-19 virus on
Lindblad's financial condition, liquidity, results of operations,
cash flows, employees, supply chain, plans and growth; (iii) the
impacts of the COVID-19 virus on future travel and the cruise and
airline industries in general; (iv) unscheduled disruptions in
Lindblad's 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 Lindblad's growth and Lindblad's ability to execute
on Lindblad's planned growth, including Lindblad's ability to
successfully integrate acquisitions; (vii) Lindblad's business
strategy and plans; (viii) Lindblad's ability to maintain
Lindblad's relationship with National Geographic Society; (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
Lindblad's 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) Lindblad's ability to
consummate this offering; and (xvi) those risks described in the
Company's filings with the SEC. In addition, many of these risks
and uncertainties are currently heightened by and will continue to
be heightened by, or in the future may be heightened by, the
COVID-19 pandemic and any COVID-19 variants, including the Omicron
variant. It is not possible to predict or identify all such risks.
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.