Lindblad Expeditions Q3 net income rises to $27.1M
White Desert and Echo Charlie add Antarctic expedition and aviation-based travel offerings through a 60% controlling interest acquired for approximately $66.6 million in cash.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Lindblad Expeditions Holdings, Inc. reported third-quarter 2026 tour revenues of $269.2 million, up 12% from $240.2 million a year earlier. Operating income rose 19% to $42.8 million, and net income was $27.1 million versus $4.6 million.
For the nine months ended September 30, 2026, tour revenues were $676.4 million, up 15%; operating income was $70.3 million, up 38%, and net income was $32.8 million versus a $1.4 million loss. Operating cash flow was $111.3 million, compared with $97.1 million.
In September, Lindblad acquired a 60% controlling interest in White Desert and Echo Charlie for approximately $66.6 million in cash, subject to customary adjustments for working capital, cash and indebtedness. As of September 30, 2026, cash and cash equivalents were $274.9 million, and $675.0 million aggregate principal of 7.00% Notes was outstanding; the company had no revolving-credit borrowings. Working capital deficit was $124.9 million as of September 30, 2026. The company said cash on hand, expected operating inflows and revolver availability would fund operations, debt service and necessary capital expenditures for at least 12 months.
How this balance works
Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.
It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.
Rhea-AI Sentiment measures something else, the tone of the wording.
Positive
- Moderate pointTour revenues increased 12% in Q3 and 15% year to date.
- Moderate pointQuarterly net income rose to $27.1 million from $4.6 million.
- Moderate pointOperating cash flow increased $14.2 million year over year.
Negative
- None.
Filing Explained
The completed February 3, 2026 conversion issued 9,018,763 common shares, increasing the share count and reducing existing holders’ percentage ownership.
The company completed the mandatory conversion of all 62,000 Series A preferred shares on
In the White Desert and Echo Charlie acquisition, the former owners retained a
The purchase-price allocation for White Desert and Echo Charlie also remains provisional, pending finalization during the measurement period.
Separately, the company acquired
Key Figures
Key Terms
Adjusted EBITDA financial
Available Guest Nights financial
Net Yield per Available Guest Night financial
redeemable noncontrolling interests financial
volume-weighted average closing price financial
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How much revenue did LIND report in the third quarter of 2026?
What was LIND’s net income in the third quarter of 2026?
What did LIND acquire in the White Desert and Echo Charlie deal?
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
For the quarterly period ended
For the transition period from to
Commission file number
LINDBLAD EXPEDITIONS HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| | | |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
(Address of principal executive offices) (Zip Code)
(
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| | | The |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☐ | | ☒ |
| Non-accelerated filer | ☐ | Smaller reporting company | |
| Emerging growth company | | ||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
As of October 26, 2026,
LINDBLAD EXPEDITIONS HOLDINGS, INC.
Quarterly Report on Form 10-Q
For The Quarter Ended September 30, 2026
Table of Contents
| Page(s) |
||
| PART I. FINANCIAL INFORMATION |
||
| ITEM 1. |
Financial Statements |
|
| Condensed Consolidated Balance Sheets as of September 30, 2026 (Unaudited) and December 31, 2025 |
1 |
|
| Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2026 and 2025 (Unaudited) |
2 |
|
| Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Nine Months Ended September 30, 2026 and 2025 (Unaudited) |
3 |
|
| Condensed Consolidated Statements of Stockholders’ Deficit for the Three and Nine Months Ended September 30, 2026 and 2025 (Unaudited) |
4 |
|
| Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2026 and 2025 (Unaudited) |
6 |
|
| Notes to the Unaudited Condensed Consolidated Financial Statements (Unaudited) |
7 |
|
| ITEM 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
18 |
| ITEM 3. |
Quantitative and Qualitative Disclosures about Market Risk |
30 |
| ITEM 4. |
Controls and Procedures |
30 |
| PART II. OTHER INFORMATION |
||
| ITEM 1. |
Legal Proceedings |
30 |
| ITEM 1A. |
Risk Factors |
30 |
| ITEM 2. |
Unregistered Sales of Equity Securities and Use of Proceeds |
30 |
| ITEM 3. |
Defaults Upon Senior Securities |
31 |
| ITEM 4. |
Mine Safety Disclosures |
31 |
| ITEM 5. |
Other Information |
31 |
| ITEM 6. |
Exhibits |
32 |
| SIGNATURES |
33 |
|
| PART I. |
FINANCIAL INFORMATION |
| ITEM 1. |
FINANCIAL STATEMENTS |
LINDBLAD EXPEDITIONS HOLDINGS, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(In thousands, except share and per share data)
| As of September 30, 2026 | As of December 31, 2025 | |||||||
| (unaudited) | ||||||||
| ASSETS | ||||||||
| Current Assets: | ||||||||
| Cash and cash equivalents | $ | $ | ||||||
| Restricted cash | ||||||||
| Prepaid expenses and other current assets | ||||||||
| Total current assets | ||||||||
| Property and equipment, net | ||||||||
| Goodwill | ||||||||
| Intangibles, net | ||||||||
| Other long-term assets | ||||||||
| Total assets | $ | $ | ||||||
| LIABILITIES | ||||||||
| Current Liabilities: | ||||||||
| Unearned passenger revenues | $ | $ | ||||||
| Accrued expenses and other | ||||||||
| Accounts payable | ||||||||
| Long-term debt - current portion | ||||||||
| Total current liabilities | ||||||||
| Long-term debt, less current portion | ||||||||
| Other long-term liabilities | ||||||||
| Total liabilities | ||||||||
| Commitments and contingencies | ||||||||
| Series A redeemable convertible preferred stock, 165,000 shares authorized; no shares issued and outstanding as of September 30, 2026, 62,000 shares issued and outstanding as of December 31, 2025 | ||||||||
| Redeemable noncontrolling interests | ||||||||
| STOCKHOLDERS’ DEFICIT | ||||||||
| Preferred stock, $0.0001 par value, 1,000,000 shares authorized; 62,000 Series A shares issued and outstanding as of December 31, 2025 | ||||||||
| Common stock, $0.0001 par value, 200,000,000 shares authorized; 65,655,769 and 55,421,384 issued, 65,620,129 and 55,323,495 outstanding as of September 30, 2026 and December 31, 2025, respectively | ||||||||
| Additional paid-in capital | ||||||||
| Accumulated deficit | ( | ) | ( | ) | ||||
| Accumulated other comprehensive loss | ( | ) | ||||||
| Total stockholders’ deficit | ( | ) | ( | ) | ||||
| Total liabilities, mezzanine equity and stockholders’ deficit | $ | $ | ||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
LINDBLAD EXPEDITIONS HOLDINGS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Operations
(In thousands, except share and per share data)
(unaudited)
| For the three months ended September 30, | For the nine months ended September 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Tour revenues | $ | $ | $ | $ | ||||||||||||
| Operating expenses: | ||||||||||||||||
| Cost of tours | ||||||||||||||||
| General and administrative | ||||||||||||||||
| Selling and marketing | ||||||||||||||||
| Depreciation and amortization | ||||||||||||||||
| Total operating expenses | ||||||||||||||||
| Operating income | ||||||||||||||||
| Other (expense) income: | ||||||||||||||||
| Interest expense, net | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| (Loss) gain on foreign currency | ( | ) | ( | ) | ( | ) | ||||||||||
| Other (expense) income | ( | ) | ( | ) | ||||||||||||
| Loss on extinguishment of debt | ( | ) | ( | ) | ||||||||||||
| Total other expense | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Income (loss) before income taxes | ( | ) | ||||||||||||||
| Income tax provision (benefit) | ( | ) | ( | ) | ||||||||||||
| Net income (loss) | ( | ) | ||||||||||||||
| Net income attributable to noncontrolling interest | ||||||||||||||||
| Net income (loss) attributable to Lindblad Expeditions Holdings, Inc. | ( | ) | ||||||||||||||
| Series A redeemable convertible preferred stock dividend | ||||||||||||||||
| Net income (loss) available to stockholders | $ | $ | ( | ) | $ | $ | ( | ) | ||||||||
| Weighted average shares outstanding: | ||||||||||||||||
| Basic | ||||||||||||||||
| Diluted | ||||||||||||||||
| Undistributed income (loss) per share available to stockholders: | ||||||||||||||||
| Basic | $ | $ | ( | ) | $ | $ | ( | ) | ||||||||
| Diluted | $ | $ | ( | ) | $ | $ | ( | ) | ||||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
LINDBLAD EXPEDITIONS HOLDINGS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Comprehensive Income (Loss)
(In thousands)
(unaudited)
| For the three months ended September 30, | For the nine months ended September 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Net income (loss) | $ | $ | $ | $ | ( | ) | ||||||||||
| Other comprehensive income (loss): | ||||||||||||||||
| Change in foreign currency translation adjustments | ( | ) | ( | ) | ( | ) | ||||||||||
| Total other comprehensive loss | ( | ) | ( | ) | ( | ) | ||||||||||
| Total comprehensive income (loss) | ( | ) | ||||||||||||||
| Less: comprehensive income attributable to noncontrolling interest | ||||||||||||||||
| Comprehensive income (loss) attributable to Lindblad Expeditions Holdings, Inc. | $ | $ | $ | $ | ( | ) | ||||||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
LINDBLAD EXPEDITIONS HOLDINGS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Stockholders’ Deficit
(In thousands, except share data)
(unaudited)
| Common Stock | Additional Paid-In | Accumulated | Accumulated Other Comprehensive | Total Stockholders’ | ||||||||||||||||||||
| Shares | Amount | Capital | Deficit | Loss | Deficit | |||||||||||||||||||
| Balance as of June 30, 2026 | $ | $ | $ | ( | ) | $ | $ | ( | ) | |||||||||||||||
| Stock-based compensation | - | |||||||||||||||||||||||
| Net activity related to equity compensation plans | ( | ) | ( | ) | ||||||||||||||||||||
| Other comprehensive loss, net | - | ( | ) | ( | ) | |||||||||||||||||||
| Redeemable noncontrolling interest | - | ( | ) | ( | ) | |||||||||||||||||||
| Net income attributable to Lindblad Expeditions Holdings, Inc. | - | |||||||||||||||||||||||
| Balance as of September 30, 2026 | $ | $ | $ | ( | ) | $ | ( | ) | $ | ( | ) | |||||||||||||
| Common Stock | Additional Paid-In | Accumulated | Accumulated Other Comprehensive | Total Stockholders’ | ||||||||||||||||||||
| Shares | Amount | Capital | Deficit | Loss | Deficit | |||||||||||||||||||
| Balance as of December 31, 2025 | $ | $ | $ | ( | ) | $ | $ | ( | ) | |||||||||||||||
| Stock-based compensation | - | |||||||||||||||||||||||
| Net activity related to equity compensation plans | ||||||||||||||||||||||||
| Issuance of stock for conversion of preferred stock | ||||||||||||||||||||||||
| Other comprehensive loss, net | - | ( | ) | ( | ) | |||||||||||||||||||
| Redeemable noncontrolling interest | - | ( | ) | ( | ) | |||||||||||||||||||
| Series A preferred stock dividend | - | - | - | ( | ) | - | ( | ) | ||||||||||||||||
| Net income attributable to Lindblad Expeditions Holdings, Inc. | - | |||||||||||||||||||||||
| Balance as of September 30, 2026 | $ | $ | $ | ( | ) | $ | ( | ) | $ | ( | ) | |||||||||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
LINDBLAD EXPEDITIONS HOLDINGS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Stockholders’ Deficit (continued)
(In thousands, except share data)
(unaudited)
| Common Stock | Additional Paid-In | Accumulated | Accumulated Other Comprehensive | Total Stockholders’ | ||||||||||||||||||||
| Shares | Amount | Capital | Deficit | Income | Deficit | |||||||||||||||||||
| Balance as of June 30, 2025 | $ | $ | $ | ( | ) | $ | $ | ( | ) | |||||||||||||||
| Stock-based compensation | - | |||||||||||||||||||||||
| Net activity related to equity compensation plans | ||||||||||||||||||||||||
| Redeemable noncontrolling interest | - | ( | ) | ( | ) | |||||||||||||||||||
| Series A preferred stock dividend | - | - | - | ( | ) | - | ( | ) | ||||||||||||||||
| Net income attributable to Lindblad Expeditions Holdings, Inc. | - | |||||||||||||||||||||||
| Balance as of September 30, 2025 | $ | $ | $ | ( | ) | $ | $ | ( | ) | |||||||||||||||
| Common Stock | Additional Paid-In | Accumulated | Accumulated Other | Total Stockholders’ | ||||||||||||||||||||
| Shares | Amount | Capital | Deficit | Comprehensive Income | Deficit | |||||||||||||||||||
| Balance as of December 31, 2024 | $ | $ | $ | ( | ) | $ | $ | ( | ) | |||||||||||||||
| Stock-based compensation | - | |||||||||||||||||||||||
| Net activity related to equity compensation plans | ||||||||||||||||||||||||
| Other comprehensive loss, net | - | ( | ) | ( | ) | |||||||||||||||||||
| Redeemable noncontrolling interest | - | ( | ) | ( | ) | |||||||||||||||||||
| Series A preferred stock dividend | - | ( | ) | ( | ) | |||||||||||||||||||
| Net loss attributable to Lindblad Expeditions Holdings, Inc. | - | ( | ) | ( | ) | |||||||||||||||||||
| Balance as of September 30, 2025 | $ | $ | $ | ( | ) | $ | $ | ( | ) | |||||||||||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
LINDBLAD EXPEDITIONS HOLDINGS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(In thousands)
(unaudited)
| For the nine months ended September 30, | ||||||||
| 2026 | 2025 | |||||||
| Cash Flows From Operating Activities | ||||||||
| Net income (loss) | $ | $ | ( | ) | ||||
| Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||||||||
| Depreciation and amortization | ||||||||
| Amortization of deferred financing costs, net | ||||||||
| Amortization of right-of-use lease assets | ||||||||
| Stock-based compensation | ||||||||
| Deferred income taxes | ( | ) | ||||||
| Loss (gain) on foreign currency | ( | ) | ||||||
| Write-off of unamortized deferred financing costs due to debt extinguishment | ||||||||
| Changes in operating assets and liabilities | ||||||||
| Prepaid expenses and other current assets | ( | ) | ( | ) | ||||
| Unearned passenger revenues | ||||||||
| Other long-term assets | ( | ) | ( | ) | ||||
| Other long-term liabilities | ( | ) | ||||||
| Accounts payable, accrued expenses and other | ( | ) | ( | ) | ||||
| Net cash provided by operating activities | ||||||||
| Cash Flows From Investing Activities | ||||||||
| Purchases of property and equipment | ( | ) | ( | ) | ||||
| Acquisitions (net of cash acquired) | ( | ) | ( | ) | ||||
| Net cash used in investing activities | ( | ) | ( | ) | ||||
| Cash Flows From Financing Activities | ||||||||
| Additional acquisition of redeemable noncontrolling interest | ( | ) | ||||||
| Proceeds from exercise of options | ||||||||
| Repurchase under stock-based compensation plans, related tax impacts | ( | ) | ( | ) | ||||
| Noncontrolling interest distributions | ( | ) | ( | ) | ||||
| Payment of deferred financing costs | ( | ) | ( | ) | ||||
| Repayments of long-term debt | ( | ) | ( | ) | ||||
| Proceeds from long-term debt | ||||||||
| Net cash (used in) provided by financing activities | ( | ) | ||||||
| Effect of exchange rate changes on cash | ( | ) | ( | ) | ||||
| Net increase in cash, cash equivalents and restricted cash | ||||||||
| Cash, cash equivalents and restricted cash at beginning of period | ||||||||
| Cash, cash equivalents and restricted cash at end of period | $ | $ | ||||||
| Supplemental disclosures of cash flow information: | ||||||||
| Cash paid during the period: | ||||||||
| Interest | $ | $ | ||||||
| Income taxes | ||||||||
| Non-cash investing and financing activities: | ||||||||
| Shares issued in connection with conversion of Series A redeemable convertible preferred stock | $ | $ | ||||||
| Non-cash preferred stock dividend | ||||||||
| Non-cash recognition of new leases | ||||||||
| Additional paid-in capital exercise proceeds of option shares | ( | ) | ||||||
| Additional paid-in capital exchange proceeds used for option shares | ( | ) | ||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
Lindblad Expeditions Holdings, Inc.
Notes to the Unaudited Condensed Consolidated Financial Statements
(Unaudited)
NOTE 1—BUSINESS AND BASIS OF PRESENTATION
Business
Lindblad Expeditions Holdings, Inc. and its consolidated subsidiaries’ (collectively, the “Company” or “Lindblad”) mission is to offer life-enhancing adventures around the world and pioneer innovative ways to allow its guests to connect with exotic and remote places. 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: the Lindblad Segment, which primarily provides ship-based expeditions, and the Land Experiences Segment, which primarily provides land-based adventure experiences.
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, 2025 contained in the Company’s Annual Report on Form 10-K filed with the SEC on February 26, 2026 (the “2025 Annual Report”).
There have been no significant changes to the Company’s accounting policies from those disclosed in the 2025 Annual Report. Certain prior year financial captions have been condensed or reclassified to the September 30, 2026 presentation.
Recently Adopted Accounting Pronouncements
In September 2025, FASB issued ASU 2025-06 ― Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. The amendments in this ASU improve the alignment between the development of internal-use software and accounting for capitalization and expensing of costs. The Company early adopted this guidance prospectively on January 1, 2026, and it did not have a material impact on the Company’s consolidated financial statements.
Recent Accounting Pronouncements
In November 2024, FASB issued ASU 2024-03 ― Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40) — Disaggregation of Income Statement Expenses. The amendments in this ASU are intended to improve the disclosures about a public business entity’s expenses and address requests from investors for more detailed information about the types of expenses in commonly presented expense captions. This ASU may be applied either (i) prospectively to financial statements issued for reporting periods after the effective date or (ii) retrospectively to any or all prior periods presented in the financial statements. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods beginning after December 15, 2027. The Company will adopt this ASU for its annual consolidated financial statements on January 1, 2027, as required, and is currently evaluating the impact of the new guidance on the related disclosures of its consolidated financial statements.
In May 2026, FASB issued ASU 2026-02 ― Environmental Credits and Environmental Credit Obligations (Topic 818). The amendments in this ASU establish recognition, measurement, presentation and disclosure requirements for environmental credits and environmental credit obligations. Among other provisions, the guidance requires an environmental credit to be recognized as an asset when it is probable that the credit will be used to settle an environmental credit obligation, transferred in an exchange transaction, or used in a nonreciprocal transfer. ASU 2026-02 is effective for fiscal years beginning after December 15, 2027, and interim periods within those annual reporting periods. Early adoption is permitted. The Company will adopt this ASU for its annual consolidated financial statements on January 1, 2028, as required, and is currently evaluating the impact of the new guidance on its consolidated financial statements and related disclosures.
NOTE 2—EARNINGS PER SHARE
Earnings (loss) per Common Share
For the three and nine months ended September 30, 2026, earnings per common share is computed by dividing net income available to common stockholders by the weighted average number of common shares outstanding during the period. For the three and nine months ended September 30, 2025, earnings (loss) per common share was computed using the two-class method related to the Company’s Series A Redeemable Convertible Preferred Stock, par value of $
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, shares issuable upon the exercise of stock options, using the treasury stock method, and the potential common shares that could have been issued from conversion of the Preferred Stock, using the if-converted method (prior to its conversion into common shares on February 3, 2026). 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 three and nine months ended September 30, 2025, the Company incurred a net loss available to stockholders; therefore, potential common shares were excluded from the diluted earnings per share calculation as being anti-dilutive, and basic and diluted net loss per share were the same for those periods. For the three and nine months ended September 30, 2025,
Earnings (loss) per share was calculated as follows:
| For the three months ended September 30, | For the nine months ended September 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| (unaudited) | (unaudited) | |||||||||||||||
| (In thousands, except share and per share data) | ||||||||||||||||
| Net income (loss) attributable to Lindblad Expeditions Holdings, Inc. | $ | $ | $ | $ | ( | ) | ||||||||||
| Series A redeemable convertible preferred stock dividend | ||||||||||||||||
| Undistributed income (loss) available to stockholders | $ | $ | ( | ) | $ | $ | ( | ) | ||||||||
| Weighted average shares outstanding: | ||||||||||||||||
| Total weighted average shares outstanding, basic | ||||||||||||||||
| Dilutive potential common shares | ||||||||||||||||
| Dilutive potential options | ||||||||||||||||
| Total weighted average shares outstanding, diluted | ||||||||||||||||
| Undistributed income (loss) per share available to stockholders: | ||||||||||||||||
| Basic | $ | $ | ( | ) | $ | $ | ( | ) | ||||||||
| Diluted | $ | $ | ( | ) | $ | $ | ( | ) | ||||||||
NOTE 3—REVENUES
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 or trip. 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.
The change in contract liabilities within unearned passenger revenues is as follows:
| Contract Liabilities | ||||
| (In thousands) | (unaudited) | |||
| Balance as of December 31, 2025 | $ | |||
| Recognized in tour revenues during the period | ( | ) | ||
| Additional contract liabilities in period | ||||
| Balance as of September 30, 2026 | $ | |||
The Company sources its guest bookings through a combination of direct selling and various agency networks and alliances. The following table disaggregates each segment's tour revenues by sales channel:
| For the three months ended September 30, | For the nine months ended September 30, | |||||||||||||||
| Lindblad Segment | 2026 | 2025 | 2026 | 2025 | ||||||||||||
| (In thousands) | (unaudited) | (unaudited) | ||||||||||||||
| Guest ticket revenue: | ||||||||||||||||
| Direct | $ | $ | $ | $ | ||||||||||||
| Agencies | ||||||||||||||||
| Guest ticket revenue | ||||||||||||||||
| Other tour revenue | ||||||||||||||||
| Tour revenues | $ | $ | $ | $ | ||||||||||||
| For the three months ended September 30, | For the nine months ended September 30, | |||||||||||||||
| Land Experiences Segment | 2026 | 2025 | 2026 | 2025 | ||||||||||||
| (In thousands) | (unaudited) | (unaudited) | ||||||||||||||
| Guest ticket revenue: | ||||||||||||||||
| Direct | $ | $ | $ | $ | ||||||||||||
| Agencies | ||||||||||||||||
| Guest ticket revenue | ||||||||||||||||
| Other tour revenue | ||||||||||||||||
| Tour revenues | $ | $ | $ | $ | ||||||||||||
NOTE 4—FINANCIAL STATEMENT DETAILS
The following is a reconciliation of cash and cash equivalents and restricted cash to the statements of cash flows:
| As of September 30, | ||||||||
| 2026 | 2025 | |||||||
| (In thousands) | (unaudited) | |||||||
| Cash and cash equivalents | $ | $ | ||||||
| Restricted cash | ||||||||
| Total cash, cash equivalents and restricted cash as presented in the statements of cash flows | $ | $ | ||||||
Restricted cash consists of the following:
| As of September 30, 2026 | As of December 31, 2025 | |||||||
| (In thousands) | (unaudited) | |||||||
| Federal Maritime Commission and other escrow | $ | $ | ||||||
| Credit card processor reserves | ||||||||
| Certificates of deposit and other restricted deposits | ||||||||
| Total restricted cash | $ | $ | ||||||
Prepaid expenses and other current assets are as follows:
| As of September 30, 2026 | As of December 31, 2025 | |||||||
| (In thousands) | (unaudited) | |||||||
| Prepaid tour expenses | $ | $ | ||||||
| Other | ||||||||
| Total prepaid expenses and other current assets | $ | $ | ||||||
NOTE 5—LONG-TERM DEBT
| As of September 30, 2026 | As of December 31, 2025 | |||||||||||||||||||||||
| (unaudited) | ||||||||||||||||||||||||
| (In thousands) | Principal | Deferred Financing Costs, net | Balance | Principal | Deferred Financing Costs, net | Balance | ||||||||||||||||||
| 7.00% Notes | $ | $ | ( | ) | $ | $ | $ | ( | ) | $ | ||||||||||||||
| Other | ||||||||||||||||||||||||
| Total long-term debt | ( | ) | ( | ) | ||||||||||||||||||||
| Less current portion | ( | ) | ( | ) | ||||||||||||||||||||
| Total long-term debt, non-current | $ | $ | ( | ) | $ | $ | $ | ( | ) | $ | ||||||||||||||
For the three and nine months ended September 30, 2026, $
The Company has $
Revolving Credit Facility
The Company has a senior secured revolving credit facility (the “Revolving Credit Facility”), with an aggregate principal commitment amount of $
Revolving Credit Facility, based on the Company's First Lien Net Leverage Ratio. As of September 30, 2026, the Company had
Covenants
The Company’s 7.00% Notes and Revolving Credit Facility contain covenants that include, among others, limits on additional indebtedness and making 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 7.00% Notes and the Revolving Credit Facility. The Company was in compliance with its covenants in effect as of September 30, 2026.
NOTE 6—FAIR VALUE MEASUREMENTS
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, 2026 to be $
NOTE 7—STOCKHOLDERS’ EQUITY
Preferred Stock
On February 3, 2026, the Company caused the mandatory conversion of all
The Company recorded accrued dividends for Preferred Stock of $
NOTE 8—STOCK-BASED COMPENSATION
The Company is authorized to issue up to
The Company recorded stock-based compensation expense of $
Long-Term Incentive Compensation
During the nine months ended September 30, 2026, the Company awarded
During the nine months ended September 30, 2026, the Company awarded
Options
During the nine months ended September 30, 2026, the Company granted
| Stock Option Grants | ||||
| 2026 | ||||
| Stock price | $ | |||
| Exercise price | $ | |||
| Dividend yield | % | |||
| Expected volatility | % | |||
| Risk-free rate | % | |||
| Expected term (years) | ||||
As of September 30, 2026 and December 31, 2025, options to purchase an aggregate of
Mr. Bressler’s employment agreement, as amended, provides Mr. Bressler, Founder and Chief Executive Officer of Natural Habitat, Inc. (“Natural Habitat”), with an equity incentive opportunity, established in 2016, to earn an award of options based on the long-term future financial performance of Natural Habitat. During 2025, the award was modified to extend the performance period from December 31, 2025 to December 31 of any given year that Mr. Bressler exercises his put right (see Note 10—Commitments and Contingencies), aligning the percentage of the option award to be granted each year with the percentage of put exercised by Mr. Bressler. The equity incentive opportunity award, as amended, is based on the future financial performance of Natural Habitat, where if the final year equity value of Natural Habitat, as defined in Mr. Bressler’s employment agreement, exceeds $
In March 2026, Mr. Bressler exercised a portion of his put right and received the equivalent percentage of options under the equity incentive opportunity award, which was calculated based on performance through December 31, 2025. As a result, the Company issued
NOTE 9—INCOME TAXES
As of September 30, 2026 and December 31, 2025, the Company had no unrecognized tax benefits recorded. The Company’s effective tax rate for the three and nine months ended September 30, 2026 was an expense of
For the three and nine months ended September 30, 2026, a $
NOTE 10—COMMITMENTS AND CONTINGENCIES
Redeemable Noncontrolling Interest
The Company has controlling interests in its consolidated subsidiaries, Natural Habitat, Off the Beaten Path, DuVine and Classic Journeys, as well as White Desert Ltd, PNR Airways Ltd, together with their subsidiaries (collectively, “White Desert”), and Echo Charlie Ltd (“Echo Charlie”). 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 do 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 is 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 noncontrolling 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.
The redemption values 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.
During January 2026, Mr. Levine, President of DuVine Cycling + Adventure Company (“DuVine”), entered into a Second Amended and Restated Operating Agreement to replace the previous put requiring the Company to acquire all of Mr. Levine’s remaining interests in DuVine, with a put right, but not an obligation, that may be exercised annually, up to
During March 2026, Mr. Bressler exercised a portion of the put option on Natural Habitat, allowing the Company to acquire an additional
During April 2026, Mr. and Mrs. Piegza, President and Vice President, respectively, of Classic Journeys, LLC (“Classic Journeys”), exercised a portion of the put option, allowing the Company to acquire an additional
On September 14, 2026, the Company acquired a
The following is a rollforward of redeemable noncontrolling interest:
| For the three months ended September 30, |
For the nine months ended September 30, |
|||||||||||||||
| 2026 |
2025 |
2026 |
2025 |
|||||||||||||
| (unaudited) |
(unaudited) |
|||||||||||||||
| (In thousands) |
||||||||||||||||
| Beginning balance |
$ | $ | $ | $ | ||||||||||||
| Net income attributable to noncontrolling interest |
||||||||||||||||
| Redemption value adjustment of put option |
||||||||||||||||
| Distributions |
( |
) | ( |
) | ( |
) | ( |
) | ||||||||
| Acquired businesses' noncontrolling interest |
||||||||||||||||
| Redemption of put and/or call options |
( |
) | ||||||||||||||
| Ending balance |
$ | $ | $ | $ | ||||||||||||
Charter Commitments
From time to time, the Company enters into agreements to charter vessels on which it operates its tours and expeditions and aircraft used to transport guests. Future minimum payments on its charter agreements as of September 30, 2026 are as follows:
| For the years ended December 31, |
Amount |
|||
| (In thousands) |
(unaudited) | |||
| 2026 (three months) |
$ | |||
| 2027 |
||||
| 2028 |
||||
| 2029 |
||||
| 2030 |
||||
| Thereafter |
||||
| Total |
$ | |||
NOTE 11—SEGMENT INFORMATION
The Company is primarily an experiential travel operator with operations in two reportable segments, Lindblad, which provides ship-based expeditions, and Land Experiences, which provides active, land-based trips, tours, treks and safari adventures. In identifying its reportable segments, the Company organized them around the nature of services provided and other relevant factors. While both segments have similar characteristics, the two operating and reporting segments cannot be aggregated because they fail to meet the requirements for aggregation. The Company’s chief operating decision maker, or CODM, is its Chief Executive Officer. The CODM assesses performance and allocates resources based upon the separate financial information from the Company’s operating segments.
The CODM and management review operating results monthly and evaluate the performance of the business segments and base operating decisions on the total results at a consolidated level, as well as at a segment level, based largely on tour revenues and operating income without allocating other income and expenses, net, income taxes and interest expense, net. The reports provided to the Board of Directors are at a consolidated level and contain information regarding the separate results of both segments. 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, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| (In thousands) | (unaudited) | (unaudited) | ||||||||||||||
| Tour revenues: | ||||||||||||||||
| Lindblad | $ | $ | $ | $ | ||||||||||||
| Land Experiences | ||||||||||||||||
| Total tour revenues | $ | $ | $ | $ | ||||||||||||
| Operating income: | ||||||||||||||||
| Lindblad | $ | $ | $ | $ | ||||||||||||
| Land Experiences | ||||||||||||||||
| Operating income | $ | $ | $ | $ | ||||||||||||
For the three and nine months ended September 30, 2026, there were $
The following table presents the Lindblad segment expenses:
| Lindblad Segment | ||||||||||||||||
| For the three months ended September 30, | For the nine months ended September 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| (In thousands) | (unaudited) | (unaudited) | ||||||||||||||
| Tour revenues | $ | $ | $ | $ | ||||||||||||
| Cost of tours | ||||||||||||||||
| General and administrative | ||||||||||||||||
| Selling and marketing | ||||||||||||||||
| Depreciation and amortization | ||||||||||||||||
| Operating income | $ | $ | $ | $ | ||||||||||||
The following table presents the Land Experiences segment expenses:
| Land Experiences Segment | ||||||||||||||||
| For the three months ended September 30, | For the nine months ended September 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| (In thousands) | (unaudited) | (unaudited) | ||||||||||||||
| Tour revenues | $ | $ | $ | $ | ||||||||||||
| Cost of tours | ||||||||||||||||
| General and administrative | ||||||||||||||||
| Selling and marketing | ||||||||||||||||
| Depreciation and amortization | ||||||||||||||||
| Operating income | $ | $ | $ | $ | ||||||||||||
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, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| (In thousands) | (unaudited) | (unaudited) | ||||||||||||||
| Depreciation and amortization: | ||||||||||||||||
| Lindblad: | ||||||||||||||||
| Depreciation | $ | $ | $ | $ | ||||||||||||
| Amortization | ||||||||||||||||
| Land Experiences: | ||||||||||||||||
| Depreciation | ||||||||||||||||
| Amortization | ||||||||||||||||
| Total depreciation and amortization | $ | $ | $ | $ | ||||||||||||
The following table presents the Company's total assets, intangibles, net and goodwill by segment:
| As of September 30, 2026 | As of December 31, 2025 | |||||||
| (In thousands) | (unaudited) | |||||||
| Total Assets: | ||||||||
| Lindblad | $ | $ | ||||||
| Land Experiences | ||||||||
| Total assets | $ | $ | ||||||
| Intangibles, net: | ||||||||
| Lindblad | $ | $ | ||||||
| Land Experiences | ||||||||
| Total intangibles, net | $ | $ | ||||||
| Goodwill: | ||||||||
| Lindblad | $ | $ | ||||||
| Land Experiences (a) | ||||||||
| Total goodwill | $ | $ | ||||||
| (a) | The increase in goodwill relates to acquisitions during 2026. See Note 12—Acquisitions and Note 9—Income Taxes for additional information. |
NOTE 12—ACQUISITIONS
White Desert
On September 14, 2026, the Company acquired a
The aggregate purchase price was $
The acquisitions are being accounted for as business combinations under the acquisition method. The former shareholders retained the remaining
The purchase price has been preliminarily allocated to the identifiable assets acquired and liabilities assumed based on their estimated acquisition-date fair values, except for items measured in accordance with other applicable U.S. GAAP guidance. The following table summarizes the preliminary amounts recognized for the assets acquired, liabilities assumed and redeemable noncontrolling interests as of the acquisition date:
| Preliminary amounts | ||||
| (in thousands) | (unaudited) | |||
| Cash consideration transferred | $ | |||
| Fair value of redeemable noncontrolling interests | ||||
| Company value | ||||
| Assets acquired: | ||||
| Cash and cash equivalents | ||||
| Prepaid expenses and other current assets | ||||
| Property and equipment, net | ||||
| Other non-current assets | ||||
| Liabilities assumed: | ||||
| Accounts payable, accrued expenses and other current liabilities | ||||
| Unearned passenger revenues | ||||
| Other non-current liabilities | ||||
| Operating permits / licenses | ||||
| Customer relationships | ||||
| Trade names | ||||
| Deferred tax liability recognized on intangibles | ||||
| Goodwill | $ | |||
The Company has not finalized any aspect of the purchase price allocation for the acquisitions; accordingly, all amounts presented remain provisional. The Company will adjust the allocation as additional information about acquisition-date facts and circumstances becomes available during the measurement period. The preliminary identifiable intangible assets consist of the White Desert and Echo Charlie trade names, customer relationships, and permits and licenses. The estimated fair value of these identifiable intangible assets and the assessment of their estimated useful lives is provisional and pending finalization of the valuation reports during the measurement period. Goodwill is expected to reflect White Desert and Echo Charlie’s assembled workforce and operating capabilities, as well as the anticipated benefits of combining White Desert’s Antarctic expedition and Echo Charlie’s aviation operations with the Company’s existing experiential-travel platform. Goodwill has been allocated to the Land Experiences segment. Goodwill has no tax basis and is therefore not deductible for tax purposes.
The results of operations of White Desert and Echo Charlie have been included in the Company’s condensed consolidated financial statements from their acquisition date. The revenue and net income contributed by the acquisitions were immaterial to the Company’s financial statements during the three months ended September 30, 2026.
Terra & Tu
On September 30, 2026, the Company, through its Natural Habitat subsidiary, acquired
Torcatt Enterprises
On January 9, 2025, the Company completed the acquisition of Torcatt Enterprises Limitada, a holding company that owns and operates
| ITEM 2. |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
The following discussion and analysis addresses material changes in the financial condition and results of operations of the Company for the periods presented. This discussion and analysis should be read in conjunction with the unaudited condensed consolidated financial statements and related notes included in this Quarterly Report on Form 10-Q (“Form 10-Q”), as well as the audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on February 26, 2026 (the “2025 Annual Report”). Unless the context otherwise requires, “the Company,” “Lindblad,” “we,” “us,” “our,” and “ours” refer to Lindblad Expeditions Holdings, Inc. and its subsidiaries.
Cautionary Note Regarding Forward-Looking Statements
Any statements in this Form 10-Q about our expectations, beliefs, plans, objectives, prospects, financial condition, assumptions or future events or performance are not historical facts and are “forward-looking statements” as that term is defined under the federal securities laws. These statements are often, but not always, made through the use of words or phrases such as “believe,” “anticipate,” “should,” “intend,” “plan,” “will,” “expects,” “estimates,” “projects,” “positioned,” “strategy,” “outlook” and similar words. You should read the statements that contain these types of words carefully. Such forward-looking statements are subject to a number of risks, uncertainties and other factors that could cause actual results to differ materially from what is expressed or implied in such forward-looking statements. There may be events in the future that we are not able to predict accurately or over which we have no control. Potential risks and uncertainties include, but are not limited to:
| ● |
adverse general economic and/or geopolitical factors that negatively impact the ability or desire of people to travel; |
|
| ● |
loss of business due to competition; | |
| ● |
unscheduled disruptions in our business due to travel restrictions, weather events, mechanical failures, crew or guest illness such as a gastrointestinal virus, pandemics, geopolitical issues or other events; | |
| ● |
increases in fuel prices, changes in fuel consumed and availability of fuel supply in the geographies in which we operate or in general; |
|
| ● |
the loss of key employees, our inability to recruit or retain qualified shoreside and shipboard employees and increased labor costs; |
|
| ● |
the impact of delays or cost overruns with respect to anticipated or unanticipated drydock, maintenance, modifications or other required construction related to any of our vessels; | |
| ● |
management of our growth and our ability to execute our planned growth, including our ability to successfully integrate any future acquisitions; | |
| ● |
our ability to maintain our relationships with National Geographic and/or World Wildlife Fund; |
|
| ● | our ability to maintain licenses and permits necessary for certain operations in compliance with laws, regulations and other requirements; | |
| ● |
compliance with new and existing laws and regulations, including environmental regulations and travel advisories and restrictions; |
|
| ● |
our substantial indebtedness and our ability to remain in compliance with the financial and/or operating covenants in such arrangements; |
|
| ● | the impact of material litigation, enforcement actions, claims, fines or penalties on our business; | |
| ● | the impact of severe or unusual weather conditions, including climate change, on our business; | |
| ● | adverse publicity regarding the travel and cruise industry in general, the safety of travel, or passenger and crew illnesses such as a gastrointestinal virus or other health issues; | |
| ● |
the result of future financing efforts; and |
|
| ● |
those risks discussed in our 2025 Annual Report. |
We urge you not to place undue reliance on these forward-looking statements, which speak only as of the date of this Form 10-Q. We do not undertake any obligation to release publicly any revisions to such forward-looking statements to reflect events or uncertainties after the date hereof or to reflect the occurrence of unanticipated events.
Business Overview
We provide expedition cruising and land-based adventure travel fostering a spirit of exploration and discovery, using itineraries featuring up-close encounters with wildlife and nature, history and culture, and promote guest empowerment, human connections and interactivity. Our mission is to offer life-enhancing adventures around the world and pioneer innovative ways to allow our guests to connect with exotic and remote places.
We currently operate a fleet of 10 owned expedition ships, as the National Geographic Sea Bird and the National Geographic Sea Lion completed their final expeditions this October after 16 years of service in our fleet, and 10 seasonal charter vessels (with several other vessels contracted for future expeditions) under the Lindblad brand. Each expedition ship is fully equipped with state-of-the-art tools for in-depth exploration, and the majority of our expeditions involve travel to remote places, such as voyages to Alaska, the Arctic, Antarctic, the Galápagos Islands, Baja’s Sea of Cortez, the South Pacific, Costa Rica and Panama. We have a longstanding relationship with the National Geographic Society (“National Geographic”) dating back to 2004, which is based on a shared interest in exploration, research, technology and conservation. This relationship, which extends through 2040, includes a co-selling, co-marketing and global branding arrangement whereby our owned vessels carry the National Geographic name, and National Geographic sells our expeditions through its internal travel division. We collaborate with National Geographic on voyage planning to enhance the guest experience by having National Geographic experts, including photographers, writers, marine biologists, naturalists, field researchers and film crews, join our expeditions. Guests have the ability to interact with these experts through lectures, excursions, dining and other experiences throughout their voyage.
We also operate land-based adventure travel experiences around the globe, with unique itineraries designed to offer intimate encounters with nature and the planet’s remarkable destinations including the animals and people who live there.
Natural Habitat, Inc. (“Natural Habitat”) provides eco-conscious expeditions and nature-focused, small-group experiences that include 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.
Off the Beaten Path, LLC (“Off the Beaten Path”) provides small-group travel, led by local, experienced guides, with a distinct focus on wildlife, hiking national parks and culture. Off the Beaten Path offerings include insider national park experiences in the Rocky Mountains, Desert Southwest, and Alaska, as well as unique trips across Central and South America, Oceania, Europe and Africa.
DuVine Cycling + Adventure Company (“DuVine”) provides intimate cycling adventures and travel experiences, led by expert guides, with a focus on connecting with local character and culture, including high-quality local cuisine and accommodations. International cycling tours include the exotic Costa Rican rainforests, the rocky coasts of Ireland and the vineyards of Spain, while cycling adventures in the United States include cycling beneath the California redwoods, pedaling through Vermont farmland and wine tastings in the world-class vineyards of Napa and Sonoma.
Classic Journeys, LLC (“Classic Journeys”) offers highly curated active small-group and private custom journeys centered around cinematic walks led by expert local guides in over 50 countries around the world. These walking tours are highlighted by luxury boutique accommodations, and handcrafted itineraries that immerse guests into the history and culture of the places they are exploring and the people who live there.
Thomson Group, consisting of Wineland-Thomson Adventures, LLC (“Thomson Safaris”), Nature Discovery Ltd (“Nature Discovery”), Thomson Safaris Ltd (“Thomson Safaris Tanzania”), and Ngorongoro Safari Lodge Ltd (“Gibb’s Farm”), provides socially responsible and positively impactful light-treading adventures in East Africa. They specialize in immersive safaris featuring an exclusive system of camps and expert local wildlife guides, high-end treks to the summit of Kilimanjaro, the Roof of Africa, and offer luxurious stays at the award-winning Gibb’s Farm, an 80-acre sanctuary located near the Ngorongoro Crater. The Thomson Group has more than 45 years of experience providing travel experiences in East Africa and maintains a focus on environmental and social responsibility.
White Desert, consisting of White Desert Ltd and PNR Airways Ltd, flies clients into the remote interior of Antarctica, blending logistical precision with a level of comfort previously unheard of on the ice. The company operates three unique camps each limited to just 12 guests per itinerary. Billed as the ultimate bucket-list adventure, its itineraries include a journey to the Geographic South Pole, a visit to an Emperor penguin colony of over 20,000 birds, and expert-led glacier hikes, blue river treks, and ice cave exploration. White Desert is also a sustainability pioneer and trusted partner of the scientific community, flying hundreds of scientists to research stations each year.
Through its global platform and expertise, Lindblad Expeditions will also support the development and growth of a brand-new offering - Echo Charlie. Inspired by the golden age of aviation aboard a fully restored DC-3 (an aircraft that can land on remote airstrips without the hassle of commercial airports), this new offering fuses real-life adventure with the seamless connection of highly diverse landscapes.
We operate two segments consisting of (i) the Lindblad segment, which consists of the operations of our Lindblad brand, and (ii) the Land Experiences segment, consisting of our Natural Habitat, Off the Beaten Path, DuVine, Classic Journeys brands, the Thomson Group, White Desert and Echo Charlie.
2026 Third Quarter Highlights
During September 2026, we acquired a 60% controlling interest in White Desert and Echo Charlie for an aggregate cash purchase price of approximately $66.6 million, subject to customary adjustments for working capital, cash and indebtedness. The acquisition expands our experiential travel platform through the addition of Antarctic expedition and aviation-based travel offerings.
The discussion and analysis of our results of operations and financial condition are organized as follows:
| ● |
a description of certain line items and operational and financial metrics we utilize to assist us in managing our business; |
|
| ● |
results and a comparable discussion of our consolidated and segment results of operations; |
|
| ● |
a discussion of our liquidity and capital resources, including future capital and contractual commitments and potential funding sources; and |
|
| ● |
a review of our critical accounting policies. |
Financial Presentation
Description of Certain Line Items
Tour revenues
Tour revenues consist of the following:
| ● |
Guest ticket revenues recognized from the sale of guest tickets; and |
|
| ● |
Other tour revenues from the sale of pre- or post-expedition excursions, hotel accommodations, air transportation to and from the ships and excursions, goods and services rendered onboard that are not included in guest ticket prices, trip insurance, and cancellation fees. |
Cost of tours
Cost of tours includes the following:
| ● |
Direct costs associated with revenues, including cost of pre- or post-expedition excursions, hotel accommodations, and land-based expeditions, air and other transportation expenses, and cost of goods and services rendered onboard; |
|
| ● |
Payroll costs and related expenses for shipboard and expedition personnel; |
|
| ● |
Food costs for guests and crew, including complimentary food and beverage amenities for guests; |
|
| ● |
Fuel costs and related costs of delivery, storage and safe disposal of waste; and |
|
| ● |
Other tour expenses, such as land costs, port costs, repairs and maintenance, equipment expense, drydock, ship insurance, charter hire costs and credit card fees. |
Selling and marketing
Selling and marketing expenses include commissions, royalties and a broad range of advertising and promotional expenses.
General and administrative
General and administrative expenses include the cost of shoreside vessel support, reservations and other administrative functions, including salaries and related benefits, professional fees and rent.
Operational and Financial Metrics
We use a variety of operational and financial metrics, including non-GAAP financial measures, such as Adjusted EBITDA, Net Yields, Occupancy and Net Cruise Costs, to enable us to analyze our performance and financial condition. We utilize these financial measures to manage our business on a day-to-day basis and believe that they are the most relevant measures of performance. Some of these measures are commonly used in the cruise and tourism industry to evaluate performance. We believe these non-GAAP measures provide expanded insight to assess 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. You should read this discussion and analysis of our financial condition and results of operations together with the condensed consolidated financial statements and the related notes thereto also included within.
Adjusted EBITDA is defined by us as net income (loss) excluding depreciation and amortization, net interest expense, income tax expense or benefit, foreign currency gains or losses and certain other non-operating items. Other non-operating items excluded include such items as stock-based compensation, reorganization costs, executive severance costs, debt refinancing costs, acquisition-related expenses and other non-recurring charges. We believe Adjusted EBITDA, when considered along with other performance measures, is a useful measure to evaluate operating performance and trends. We believe this measure provides additional insight into underlying operating results by excluding items that may not be indicative of ongoing performance. Adjusted EBITDA is not intended to be a measure of liquidity or financial performance under GAAP and should not be considered in isolation or as a substitute for GAAP measures such as net income or cash flows from operations. Our definition and use of Adjusted EBITDA may not be comparable to similarly titled measures used by other companies.
The following metrics apply to our Lindblad segment:
Adjusted Net Cruise Cost represents Net Cruise Cost adjusted for non-GAAP other supplemental adjustments which include certain non-operating items such as stock-based compensation and acquisition-related expenses.
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.
Gross Cruise Cost represents the sum of cost of tours plus selling and marketing expenses, and general and administrative expenses.
Gross Yield per Available Guest Night represents tour revenues 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 revenues and other tour revenues.
Net Cruise Cost Excluding Fuel represents Net Cruise Cost excluding fuel costs.
Net Yield represents tour revenues less insurance proceeds, commissions and direct costs of other tour revenues.
Net Yield per Available Guest Night represents Net Yield divided by Available Guest Nights.
Number of Guests represents the number of guests who travel with us in a period.
Occupancy is calculated by dividing Guest Nights Sold by Available Guest Nights.
Voyages represent the number of ship expeditions completed during the period.
The following metrics apply to our Land Experiences segment:
Guests represent the number of guests who travel with us in a period.
Departures represent the number of trips, tours, treks and safaris completed during the period.
Foreign Currency Translation
The U.S. dollar is our reporting currency, and the Tanzanian shilling, Kenyan shilling and South African rand are the functional currencies of certain of our foreign operations. Remeasurement adjustments and gains or losses resulting from foreign currency transactions are recorded as foreign exchange gains or losses in the condensed consolidated statements of operations.
Seasonality
Traditionally, our Lindblad brand tour revenues are mildly seasonal, historically larger in the first and third quarters. The seasonality of our operating results fluctuates due to our vessels being taken out of service for scheduled maintenance or drydocking, which is typically during nonpeak demand periods, generally in the second and fourth quarters. Our drydock schedules are subject to cost and timing differences from year-to-year due to the availability of shipyards for certain work, drydock locations based on ship itineraries, operating conditions experienced especially in the polar regions and the applicable regulations of class societies in the maritime industry, which require more extensive reviews periodically. Drydocking impacts operating results by reducing tour revenues and increasing cost of tours. Our Natural Habitat, Off the Beaten Path, DuVine, Classic Journeys, Thomson Group, White Desert and Echo Charlie brands are seasonal businesses. The majority of Natural Habitat’s tour revenues are recorded in the third and fourth quarters from its summer season departures and polar bear tours, and the majority of Off the Beaten Path’s and DuVine’s revenues are recorded in the second and third quarters from their spring and summer season departures. The majority of Thomson Group’s revenues are recorded in the third quarter during the height of its safari season, while Classic Journeys' revenues are somewhat less seasonal, with the majority recorded in the second, third and fourth quarters. The majority of White Desert’s revenue is recorded in the fourth and first quarters, during the Antarctic summer season, and the majority of Echo Charlie’s revenues will be recorded in the third and fourth quarters.
Results of Operations — Consolidated
Our consolidated results for the three and nine months ended September 30, 2026 and 2025 are set forth below. Percentages that are not meaningful to the change are noted as NM in the table.
| For the three months ended September 30, |
For the nine months ended September 30, |
|||||||||||||||||||||||||||||||
| (In thousands) |
2026 |
2025 |
Change |
% | 2026 |
2025 |
Change |
% | ||||||||||||||||||||||||
| Tour revenues |
$ | 269,151 | $ | 240,172 | $ | 28,979 | 12 | % | $ | 676,411 | $ | 587,838 | $ | 88,573 | 15 | % | ||||||||||||||||
| Cost of tours |
135,927 | 124,373 | 11,554 | 9 | % | 345,282 | 308,611 | 36,671 | 12 | % | ||||||||||||||||||||||
| General and administrative |
35,749 | 34,808 | 941 | 3 | % | 101,965 | 98,613 | 3,352 | 3 | % | ||||||||||||||||||||||
| Selling and marketing |
37,775 | 30,091 | 7,684 | 26 | % | 105,735 | 84,722 | 21,013 | 25 | % | ||||||||||||||||||||||
| Depreciation and amortization |
16,949 | 14,930 | 2,019 | 14 | % | 53,109 | 44,899 | 8,210 | 18 | % | ||||||||||||||||||||||
| Operating income |
$ | 42,751 | $ | 35,970 | $ | 6,781 | 19 | % | $ | 70,320 | $ | 50,993 | $ | 19,327 | 38 | % | ||||||||||||||||
| Net income (loss) |
$ | 27,087 | $ | 4,573 | $ | 22,514 | 492 | % | $ | 32,795 | $ | (1,383 | ) | $ | 34,178 | NM | ||||||||||||||||
| Undistributed income (loss) per share available to stockholders: |
||||||||||||||||||||||||||||||||
| Basic |
$ | 0.37 | $ | (0.00 | ) | $ | 0.37 | $ | 0.45 | $ | (0.18 | ) | $ | 0.63 | ||||||||||||||||||
| Diluted |
$ | 0.36 | $ | (0.00 | ) | $ | 0.36 | $ | 0.44 | $ | (0.18 | ) | $ | 0.62 | ||||||||||||||||||
Comparison of the Three and Nine Months Ended September 30, 2026 and 2025 — Consolidated
Tour Revenues
Tour revenues for the three months ended September 30, 2026 increased $29.0 million, or 12%, to $269.2 million, compared to $240.2 million for the three months ended September 30, 2025. Of the $29.0 million increase, $23.7 million was due to an 8% increase in guest nights sold at the Lindblad segment and a 12% increase in Land Experiences guests traveled, and $5.3 million of the increase was due to the change in mix of itineraries, trips and pricing.
Tour revenues for the nine months ended September 30, 2026 increased $88.6 million, or 15%, to $676.4 million, compared to $587.8 million for the nine months ended September 30, 2025. Of the $88.6 million increase, $69.1 million was due to a 12% increase in guest nights sold at the Lindblad segment and a 10% increase in Land Experiences guests traveled, and $19.5 million of the increase was due to the change in mix of itineraries, trips and pricing.
Cost of Tours
Total cost of tours for the three months ended September 30, 2026 increased $11.6 million, or 9%, to $135.9 million, compared to $124.4 million for the three months ended September 30, 2025, primarily due to additional voyages and trips, and higher fuel costs driven by increased global fuel prices.
Total cost of tours for the nine months ended September 30, 2026 increased $36.7 million, or 12%, to $345.3 million, compared to $308.6 million for the nine months ended September 30, 2025, primarily due to additional voyages and trips, and increased operating costs, including additional guest flights over the Drake Passage to Antarctica and higher fuel costs.
General and Administrative
General and administrative expenses for the three months ended September 30, 2026 increased $0.9 million, or 3%, to $35.7 million, compared to $34.8 million for the three months ended September 30, 2025. The increase was primarily related to higher personnel costs, in part due to $1.8 million in employee retention tax credits received in the prior year, and costs associated with the White Desert and Echo Charlie acquisitions, partially offset by lower stock-based compensation expense.
General and administrative expenses for the nine months ended September 30, 2026 increased $3.4 million, or 3%, to $102.0 million, compared to $98.6 million for the nine months ended September 30, 2025. The increase was primarily related to higher personnel costs, in part due to $5.3 million in employee retention tax credits received in the prior year, and strategic growth investments, including the costs associated with the White Desert and Echo Charlie acquisitions, partially offset by lower stock-based compensation expense.
Selling and Marketing
Selling and marketing expenses for the three months ended September 30, 2026 increased $7.7 million, or 26%, to $37.8 million, compared to $30.1 million for the three months ended September 30, 2025, primarily due to increased royalties associated with the final royalty rate step-up under the National Geographic agreement, higher commissions associated with increased revenues and increased marketing spend to support future growth.
Selling and marketing expenses for the nine months ended September 30, 2026 increased $21.0 million, or 25%, to $105.7 million, compared to $84.7 million for the nine months ended September 30, 2025, primarily due to increased royalties associated with the final royalty rate step-up under the National Geographic agreement, higher commissions associated with increased revenues and increased marketing spend to support future growth.
Depreciation and Amortization
Depreciation and amortization expenses for the three months ended September 30, 2026 increased $2.0 million, or 14%, to $16.9 million, compared to $14.9 million for the three months ended September 30, 2025. The increase was primarily related to depreciation of assets placed into service to support our vessel fleet and accelerated depreciation on the National Geographic Sea Bird and National Geographic Sea Lion related to their retirement in October 2026.
Depreciation and amortization expenses for the nine months ended September 30, 2026 increased $8.2 million, or 18%, to $53.1 million, compared to $44.9 million for the nine months ended September 30, 2025. The increase was primarily related to depreciation of assets placed into service to support our vessel fleet and accelerated depreciation on the National Geographic Sea Bird and National Geographic Sea Lion related to their retirement in October 2026.
Other Expense
Other expense for the three months ended September 30, 2026 was $11.2 million, compared to $34.0 million for the three months ended September 30, 2025. The decrease was primarily due to the prior year including a $23.5 million expense, net, related to debt extinguishment and other financing expenses, partially offset by a gain on the Torcatt acquisition. Additionally, interest expense on our corporate debt facilities was $1.1 million lower. These decreases were partially offset by a higher loss on foreign exchange.
Other expense for the nine months ended September 30, 2026 was $32.8 million, compared to $55.9 million for the nine months ended September 30, 2025. The decrease was primarily due to the prior year including a $23.5 million expense, net, related to debt extinguishment and other financing expenses, partially offset by a gain on the Torcatt acquisition. Additionally, interest expense on our corporate debt facilities was $3.2 million lower. These decreases were partially offset by a loss on foreign exchange.
Results of Operations — Segments
Selected information for our reportable segments is below. 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.
| For the three months ended September 30, |
For the nine months ended September 30, |
|||||||||||||||||||||||||||||||
| (In thousands) |
2026 |
2025 |
Change |
% | 2026 |
2025 |
Change |
% | ||||||||||||||||||||||||
| Tour revenues: |
||||||||||||||||||||||||||||||||
| Lindblad |
$ | 153,364 | $ | 137,561 | $ | 15,803 | 11 | % | $ | 435,084 | $ | 379,714 | $ | 55,370 | 15 | % | ||||||||||||||||
| Land Experiences |
115,787 | 102,611 | 13,176 | 13 | % | 241,327 | 208,124 | 33,203 | 16 | % | ||||||||||||||||||||||
| Total tour revenues |
$ | 269,151 | $ | 240,172 | $ | 28,979 | 12 | % | $ | 676,411 | $ | 587,838 | $ | 88,573 | 15 | % | ||||||||||||||||
| Operating income: |
||||||||||||||||||||||||||||||||
| Lindblad |
$ | 17,771 | $ | 13,236 | $ | 4,535 | 34 | % | $ | 32,184 | $ | 19,553 | $ | 12,631 | 65 | % | ||||||||||||||||
| Land Experiences |
24,980 | 22,734 | 2,246 | 10 | % | 38,136 | 31,440 | 6,696 | 21 | % | ||||||||||||||||||||||
| Operating income |
$ | 42,751 | $ | 35,970 | $ | 6,781 | 19 | % | $ | 70,320 | $ | 50,993 | $ | 19,327 | 38 | % | ||||||||||||||||
| Adjusted EBITDA: |
||||||||||||||||||||||||||||||||
| Lindblad |
$ | 37,111 | $ | 32,773 | $ | 4,338 | 13 | % | $ | 87,514 | $ | 75,422 | $ | 12,092 | 16 | % | ||||||||||||||||
| Land Experiences |
27,004 | 24,490 | 2,514 | 10 | % | 43,893 | 36,666 | 7,227 | 20 | % | ||||||||||||||||||||||
| Total adjusted EBITDA |
$ | 64,115 | $ | 57,263 | $ | 6,852 | 12 | % | $ | 131,407 | $ | 112,088 | $ | 19,319 | 17 | % | ||||||||||||||||
Guest Metrics — Lindblad Segment
The following table sets forth our Available Guest Nights, Guest Nights Sold, Occupancy, Maximum Guests, Number of Guests and Voyages:
| For the three months ended September 30, |
For the nine months ended September 30, |
|||||||||||||||
| 2026 |
2025 |
2026 |
2025 |
|||||||||||||
| Available Guest Nights |
99,550 | 95,487 | 270,896 | 252,327 | ||||||||||||
| Guest Nights Sold |
90,779 | 84,143 | 248,423 | 221,315 | ||||||||||||
| Occupancy |
91 | % | 88 | % | 92 | % | 88 | % | ||||||||
| Maximum Guests |
12,465 | 11,909 | 36,389 | 32,906 | ||||||||||||
| Number of Guests |
11,402 | 10,685 | 33,427 | 29,165 | ||||||||||||
| Voyages |
161 | 159 | 479 | 433 | ||||||||||||
The following table shows the calculations of Gross and Net Yield. Gross Yield is calculated by dividing Tour Revenues by Available Guest Nights and Net Yield is calculated by dividing Net Revenue by Available Guest Nights:
| Calculation of Gross and Net Yield per Available Guest Night |
For the three months ended September 30, |
For the nine months ended September 30, |
||||||||||||||
| (In thousands, except for Available Guest Nights, Gross and Net Yield per Available Guest Night) |
2026 |
2025 |
2026 |
2025 |
||||||||||||
| Guest ticket revenues |
$ | 137,513 | $ | 120,979 | $ | 375,061 | $ | 331,804 | ||||||||
| Other tour revenue |
15,851 | 16,582 | 60,023 | 47,910 | ||||||||||||
| Tour revenues |
153,364 | 137,561 | 435,084 | 379,714 | ||||||||||||
| Less: Commissions |
(6,305 | ) | (5,304 | ) | (17,294 | ) | (15,349 | ) | ||||||||
| Less: Other tour expenses |
(7,852 | ) | (6,762 | ) | (29,815 | ) | (23,095 | ) | ||||||||
| Net Yield |
$ | 139,207 | $ | 125,495 | $ | 387,975 | $ | 341,270 | ||||||||
| Available Guest Nights |
99,550 | 95,487 | 270,896 | 252,327 | ||||||||||||
| Gross Yield per Available Guest Night |
$ | 1,541 | $ | 1,441 | $ | 1,606 | $ | 1,505 | ||||||||
| Net Yield per Available Guest Night |
1,398 | 1,314 | 1,432 | 1,352 | ||||||||||||
The following table reconciles operating income to our Net Yield Guest Metric for the Lindblad Segment:
| For the three months ended September 30, |
For the nine months ended September 30, |
|||||||||||||||
| (In thousands) |
2026 |
2025 |
2026 |
2025 |
||||||||||||
| Operating income |
$ | 17,771 | $ | 13,236 | $ | 32,184 | $ | 19,553 | ||||||||
| Cost of tours |
69,291 | 63,800 | 207,830 | 187,092 | ||||||||||||
| General and administrative |
22,010 | 23,682 | 63,198 | 65,758 | ||||||||||||
| Selling and marketing |
29,260 | 23,483 | 83,941 | 66,639 | ||||||||||||
| Depreciation and amortization |
15,032 | 13,360 | 47,931 | 40,672 | ||||||||||||
| Less: Commissions |
(6,305 | ) | (5,304 | ) | (17,294 | ) | (15,349 | ) | ||||||||
| Less: Other tour expenses |
(7,852 | ) | (6,762 | ) | (29,815 | ) | (23,095 | ) | ||||||||
| Net Yield |
$ | 139,207 | $ | 125,495 | $ | 387,975 | $ | 341,270 | ||||||||
The following table shows the calculations of Gross and Net Cruise Costs:
| Calculation of Gross and Net Cruise Cost |
For the three months ended September 30, |
For the nine months ended September 30, |
||||||||||||||
| (In thousands, except for Available Guest Nights, Gross and Net Cruise Cost per Avail. Guest Night) |
2026 |
2025 |
2026 |
2025 |
||||||||||||
| Cost of tours |
$ | 69,291 | $ | 63,800 | $ | 207,830 | $ | 187,092 | ||||||||
| Plus: Selling and marketing |
29,260 | 23,483 | 83,941 | 66,639 | ||||||||||||
| Plus: General and administrative |
22,010 | 23,682 | 63,198 | 65,758 | ||||||||||||
| Gross Cruise Cost |
120,561 | 110,965 | 354,969 | 319,489 | ||||||||||||
| Less: Commissions |
(6,305 | ) | (5,304 | ) | (17,294 | ) | (15,349 | ) | ||||||||
| Less: Other tour expenses |
(7,852 | ) | (6,762 | ) | (29,815 | ) | (23,095 | ) | ||||||||
| Net Cruise Cost |
106,404 | 98,899 | 307,860 | 281,045 | ||||||||||||
| Less: Fuel Expense |
(7,567 | ) | (6,224 | ) | (22,463 | ) | (17,755 | ) | ||||||||
| Net Cruise Cost Excluding Fuel |
98,837 | 92,675 | 285,397 | 263,290 | ||||||||||||
| Non-GAAP Adjustments: |
||||||||||||||||
| Stock-based compensation |
(1,418 | ) | (5,325 | ) | (4,788 | ) | (14,186 | ) | ||||||||
| Reorganization costs |
- | (834 | ) | 279 | (834 | ) | ||||||||||
| Transaction-related costs |
(2,890 | ) | (18 | ) | (2,890 | ) | (177 | ) | ||||||||
| Adjusted Net Cruise Cost Excluding Fuel |
$ | 94,529 | $ | 86,498 | $ | 277,998 | $ | 248,093 | ||||||||
| Adjusted Net Cruise Cost |
$ | 102,096 | $ | 92,722 | $ | 300,461 | $ | 265,848 | ||||||||
| Available Guest Nights |
99,550 | 95,487 | 270,896 | 252,327 | ||||||||||||
| Gross Cruise Cost per Available Guest Night |
$ | 1,211 | $ | 1,162 | $ | 1,310 | $ | 1,266 | ||||||||
| Net Cruise Cost per Available Guest Night |
1,069 | 1,036 | 1,136 | 1,114 | ||||||||||||
| Net Cruise Cost Excluding Fuel per Available Guest Night |
993 | 971 | 1,054 | 1,043 | ||||||||||||
| Adjusted Net Cruise Cost Excluding Fuel per Available Guest Night |
950 | 906 | 1,026 | 983 | ||||||||||||
| Adjusted Net Cruise Cost per Available Guest Night |
1,026 | 971 | 1,109 | 1,054 | ||||||||||||
Comparison of the Three and Nine Months Ended September 30, 2026 and 2025 at the Lindblad Segment
Tour Revenues
Tour revenues for the three months ended September 30, 2026 increased $15.8 million, or 11%, to $153.4 million, compared to $137.6 million for the three months ended September 30, 2025. Of the $15.8 million increase, $11.2 million is related to an 8% increase in guest nights sold, and $4.6 million is related to a 3% increase in revenue per guest nights sold as compared to the prior year period. Net yield per available guest night increased 6% to $1,398 from $1,314 in 2025, reflecting a 3-percentage point increase in occupancy to 91% for 2026 compared with the same period in 2025.
Tour revenues for the nine months ended September 30, 2026 increased $55.4 million, or 15%, to $435.1 million, compared to $379.7 million for the nine months ended September 30, 2025. Of the $55.4 million increase, $47.5 million is related to a 12% increase in guest nights sold and $7.9 million is related to a 2% increase in revenue per guest nights sold as compared to the prior year period. Net yield per available guest night increased 6% to $1,432 from $1,352 in 2025, reflecting higher pricing and a 4-percentage point increase in occupancy to 92% for 2026 compared with the same period in 2025.
Operating Income
Operating income increased $4.5 million for the three months ended September 30, 2026, to $17.8 million compared to $13.2 million for the three months ended September 30, 2025, primarily due to increased tour revenues during the period, partially offset by higher operating expenses. Operating expenses were impacted by (i) higher cost of tours associated with additional voyages and increased fuel costs; (ii) higher selling and marketing costs primarily due to increased royalties associated with the final royalty rate step-up under the National Geographic agreement and increased marketing spend to support future growth; and (iii) increased depreciation and amortization expense related to assets placed into service to support our vessel fleet and accelerated depreciation on the National Geographic Sea Bird and National Geographic Sea Lion related to their October 2026 retirement; partially offset by decreased general and administrative costs primarily due to lower stock-based compensation, partially offset by higher personnel costs, in part due to employee retention tax credits received in the prior year, and costs associated with the White Desert and Echo Charlie acquisitions.
Operating income increased $12.6 million for the nine months ended September 30, 2026, to $32.2 million compared to $19.6 million for the nine months ended September 30, 2025, primarily due to increased tour revenues, partially offset by higher operating expenses. Operating expenses were impacted by (i) higher cost of tours associated with additional voyages, additional guest charter flights over the Drake Passage for certain Antarctica expeditions and higher fuel costs; (ii) higher selling and marketing costs primarily due to increased royalties associated with the final royalty rate step-up under the National Geographic agreement and increased marketing spend to support future growth; and (iii) increased depreciation and amortization expense related to assets placed into service to support our vessel fleet and accelerated depreciation on the National Geographic Sea Bird and National Geographic Sea Lion related to their October 2026 retirement; partially offset by decreased general and administrative costs primarily due to lower stock-based compensation, partially offset by higher personnel costs, in part due to employee retention tax credits received in the prior year, and costs associated with the White Desert and Echo Charlie acquisitions.
Comparison of Three and Nine Months Ended September 30, 2026 and 2025 at the Land Experiences Segment
The following table shows number of guests and the number of tour departures in the Land Experiences Segment:
| For the three months ended September 30, |
For the nine months ended September 30, |
|||||||||||||||
| 2026 |
2025 |
2026 |
2025 |
|||||||||||||
| Guests |
9,799 | 8,746 | 21,014 | 19,133 | ||||||||||||
| Departures |
1,274 | 1,138 | 2,631 | 2,425 | ||||||||||||
Tour Revenues
Tour revenues for the three months ended September 30, 2026 increased $13.2 million, or 13%, to $115.8 million compared to $102.6 million for the three months ended September 30, 2025. Of the $13.2 million increase, $12.4 million is related to a 12% increase in the number of guests traveled and $0.8 million is related to a 1% increase in revenue per guest as compared to the prior year period due to changes in itineraries, destinations and pricing.
Tour revenues for the nine months ended September 30, 2026 increased $33.2 million, or 16%, to $241.3 million compared to $208.1 million for the nine months ended September 30, 2025. Of the $33.2 million increase, $21.6 million is related to a 10% increase in the number of guests traveled and $11.6 million of the increase was due to a 6% increase in revenue per guest as compared to the prior year period due to changes in itineraries, destinations and pricing.
Operating Income
Operating income was $25.0 million for the three months ended September 30, 2026, an increase of $2.3 million compared to $22.7 million for the three months ended September 30, 2025, as the increase in tour revenue was partially offset by higher operating and personnel costs and higher marketing spend to drive future growth.
Operating income was $38.1 million for the nine months ended September 30, 2026, an increase of $6.7 million compared to $31.4 million for the nine months ended September 30, 2025, as the increase in tour revenue was partially offset by higher operating and personnel costs, in part due to employee retention tax credits received in the prior year, and higher marketing spend to drive future growth.
Adjusted EBITDA
The following table outlines the reconciliation of net income (loss) to Adjusted EBITDA on a consolidated basis and for each reportable segment. 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.
Reconciliation of Net Income (Loss) to Adjusted EBITDA — Consolidated
| Consolidated |
For the three months ended September 30, |
For the nine months ended September 30, |
||||||||||||||
| (In thousands) |
2026 |
2025 |
2026 |
2025 |
||||||||||||
| Net income (loss) |
$ | 27,087 | $ | 4,573 | $ | 32,795 | $ | (1,383 | ) | |||||||
| Interest expense, net |
10,191 | 11,256 | 31,264 | 34,503 | ||||||||||||
| Income tax provision (benefit) |
4,473 | (2,564 | ) | 4,687 | (3,503 | ) | ||||||||||
| Depreciation and amortization |
16,949 | 14,930 | 53,109 | 44,899 | ||||||||||||
| Loss (gain) on foreign currency |
886 | 318 | 1,515 | (982 | ) | |||||||||||
| Stock-based compensation |
1,540 | 5,370 | 5,221 | 14,489 | ||||||||||||
| Transaction-related costs |
2,875 | 159 | 3,036 | 873 | ||||||||||||
| Other expense (income) |
114 | 20 | 59 | (9 | ) | |||||||||||
| Debt extinguishment |
- | 23,492 | - | 23,492 | ||||||||||||
| Acquisition gain |
- | (1,125 | ) | - | (1,125 | ) | ||||||||||
| Reorganization costs |
- | 834 | (279 | ) | 834 | |||||||||||
| Adjusted EBITDA |
$ | 64,115 | $ | 57,263 | $ | 131,407 | $ | 112,088 | ||||||||
The following tables outline the reconciliation for each reportable segment from operating income to Adjusted EBITDA.
Reconciliation of Operating Income (Loss) to Adjusted EBITDA — Segments
| Lindblad Segment |
For the three months ended September 30, |
For the nine months ended September 30, |
||||||||||||||
| (In thousands) |
2026 |
2025 |
2026 |
2025 |
||||||||||||
| Operating income |
$ | 17,771 | $ | 13,236 | $ | 32,184 | $ | 19,553 | ||||||||
| Depreciation and amortization |
15,032 | 13,360 | 47,931 | 40,672 | ||||||||||||
| Stock-based compensation |
1,418 | 5,325 | 4,788 | 14,186 | ||||||||||||
| Transaction-related costs |
2,890 | 18 | 2,890 | 177 | ||||||||||||
| Reorganization costs |
- | 834 | (279 | ) | 834 | |||||||||||
| Adjusted EBITDA |
$ | 37,111 | $ | 32,773 | $ | 87,514 | $ | 75,422 | ||||||||
| Land Experiences Segment |
For the three months ended September 30, |
For the nine months ended September 30, |
||||||||||||||
| (In thousands) |
2026 |
2025 |
2026 |
2025 |
||||||||||||
| Operating income |
$ | 24,980 | $ | 22,734 | $ | 38,136 | $ | 31,440 | ||||||||
| Depreciation and amortization |
1,917 | 1,570 | 5,178 | 4,227 | ||||||||||||
| Stock-based compensation |
122 | 45 | 433 | 303 | ||||||||||||
| Transaction-related costs |
(15 | ) | 141 | 146 | 696 | |||||||||||
| Adjusted EBITDA |
$ | 27,004 | $ | 24,490 | $ | 43,893 | $ | 36,666 | ||||||||
Liquidity and Capital Resources
As of September 30, 2026, we had $274.9 million in unrestricted cash and cash equivalents and $33.2 million in restricted cash primarily related to deposits on future travel originating from U.S. ports and credit card reserves.
As of September 30, 2026, we had $675.0 million in long-term debt obligations, including the current portion of long-term debt, and no borrowings under our senior secured revolving credit facility (the “Revolving Credit Facility”). As of September 30, 2026, we had a $4.7 million letter of credit issued against our Revolving Credit Facility. We believe that our cash on hand and expected future operating cash inflows as well as availability under our Revolving Credit Facility will be sufficient to fund operations, debt service requirements and necessary capital expenditures for at least the next 12 months.
Sources and Uses of Cash for the Nine Months Ended September 30, 2026 and 2025
Net cash provided by operating activities was $111.3 million for the nine months ended September 30, 2026 compared to $97.1 million for the same period in 2025. The $14.2 million increase is primarily due to improved operating results and timing of payments for future tour expenses.
Net cash used in investing activities was $73.4 million for the nine months ended September 30, 2026 compared to $54.1 million used during the same period in 2025. 2026 included cash paid for the acquisition of White Desert and Echo Charlie and capital expenditures on our vessels, while 2025 included capital expenditures on our vessels, the acquisition of Torcatt Enterprises Limitada and the refurbishment of those vessels.
Net cash used in financing activities was $19.4 million for the nine months ended September 30, 2026 compared to net cash provided by financing activities of $31.3 million for the same period in 2025. 2026 included $19.8 million for the additional 5.0% ownership of Natural Habitat and the additional 9.9% ownership of Classic Journeys related to the put of the redeemable noncontrolling interests and $5.4 million related to income tax withholdings for stock-based compensation, partially offset by $6.6 million for proceeds on the exercise of options, while 2025 primarily included the issuance of $675.0 million of 7.00% senior secured notes, which were used mainly to repay our prior senior secured notes, and cash received from the exercise of options.
Funding Sources
Debt Facilities
7.00% Notes
We have $675.0 million in senior secured notes outstanding (the “7.00% Notes”). The 7.00% Notes bear interest at a rate of 7.00% per year, payable semiannually in arrears on March 15 and September 15 of each year and are due September 15, 2030, subject to earlier repurchase or redemption. Refer to Note 5 in the Notes to Condensed Consolidated Financial Statements for a further description of the 7.00% Notes.
Revolving Credit Facility
We have a Revolving Credit Facility in an aggregate amount of $60.0 million, maturing August 2030. As of September 30, 2026, we had a $4.7 million letter of credit issued against our Revolving Credit Facility and no borrowings under the Revolving Credit Facility. Refer to Note 5 in the Notes to Condensed Consolidated Financial Statements for a further description of the Revolving Credit Facility.
Covenants
The 7.00% Notes and Revolving Credit Facility contain covenants that, among other things, restrict our ability and the ability of our 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 7.00% Notes and Revolving Credit Facility. As of September 30, 2026, we were in compliance with the covenants currently in effect.
Equity
Preferred Stock
On February 3, 2026, we caused the mandatory conversion of all 62,000 outstanding shares of Preferred Stock into 9,018,763 shares of our Common Stock. We had the option to convert all, but not less than all, of the Preferred Stock into common stock if the volume-weighted average closing price (“VWAP”) of shares of common stock was at least 150% of the conversion price ($14.25) for 20 out of 30 consecutive trading days. This VWAP threshold was satisfied on January 16, 2026, and on January 20, 2026, we issued a Notice of Conversion to each holder of our Preferred Stock, providing notice to holders that we were exercising our right, pursuant to the terms of the Certificate of Designations of the Preferred Stock, to effect a mandatory conversion of all of the shares of Preferred Stock on February 3, 2026.
Funding Needs
We generally rely on a combination of cash flows provided by operations and the incurrence of additional debt to fund obligations. The vast majority of guest ticket receipts are collected in advance of the applicable expedition date. These advance passenger receipts remain a current liability until the expedition date, and the cash generated from these advance receipts is used interchangeably with cash on hand from other cash from operations. The cash received as advance receipts can be used to fund operating expenses for the applicable future expeditions or otherwise, pay down debt, make long-term investments or any other use of cash. Traditionally we run a working capital deficit due primarily to a large balance of unearned passenger revenues. As of September 30, 2026, we had a working capital deficit of $124.9 million, and as of December 31, 2025 we had a working capital deficit of $93.7 million.
Critical Accounting Policies
Our preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect reported amounts and related disclosures. For a detailed discussion of our Critical Accounting Policies, please see our 2025 Annual Report, where we have discussed those policies and estimates that we believe are critical and require the use of complex judgment in their application. There have been no significant changes to our accounting policies from those disclosed in the 2025 Annual Report.
| ITEM 3. |
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK |
We may be exposed to a market risk for interest rates related to our Revolving Credit Facility. As of September 30, 2026, no amounts were outstanding under the Revolving Credit Facility. There have otherwise been no material changes in our exposure to market risks from the information set forth in the “Quantitative and Qualitative Disclosures About Market Risk” sections contained in our 2025 Annual Report.
| ITEM 4. |
CONTROLS AND PROCEDURES |
Evaluation of Disclosure Controls and Procedures
Based on an evaluation under the supervision and with the participation of the Company’s management, the Company’s principal executive officer and principal financial officer have concluded that the Company’s disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) were effective as of September 30, 2026 to provide reasonable assurance that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms and (ii) accumulated and communicated to the Company’s management, including its principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.
Changes in Internal Control over Financial Reporting
There was no change in our internal control over financial reporting that occurred during the quarter covered by this Quarterly Report on Form 10-Q that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
| PART II. |
OTHER INFORMATION |
| ITEM 1. |
LEGAL PROCEEDINGS |
The Company is involved in various claims, legal actions and regulatory proceedings arising from time to time in the ordinary course of business, none of which we believe is material to us. We have protection and indemnity insurance that would be expected to cover any damages.
| ITEM 1A. |
RISK FACTORS |
We operate in a rapidly changing environment that involves a number of risks that could materially affect our business, financial condition or future results, some of which are beyond our control. The risks and uncertainties that we believe are most important for you to consider are discussed under the heading “Risk Factors” in the 2025 Annual Report. There have been no material changes to the risk factors disclosed in the 2025 Annual Report.
| ITEM 2. |
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS |
Recent Sales by the Company of Unregistered Securities
There were no unregistered sales of equity securities during the quarter ended September 30, 2026.
Repurchases of Securities
The following table represents information with respect to shares of common stock withheld upon vesting of stock-based compensation awards for employee income tax withholding for the periods indicated:
| Period |
Total number of shares purchased |
Average price paid per share |
Number of shares purchased as part of publicly announced plans or programs |
Maximum dollar value of warrants and shares that may be purchased under approved plans or programs |
||||||||||||
| July 1 through July 31, 2026 | 15,000 | $ | 27.67 | - | $ | 11,974,787 | ||||||||||
| August 1 through August 31, 2026 | 3,525 | 29.58 | - | 11,974,787 | ||||||||||||
| September 1 through September 30, 2026 | 2,297 | 26.32 | - | 11,974,787 | ||||||||||||
| Total |
20,822 | - | ||||||||||||||
| ITEM 3. |
DEFAULTS UPON SENIOR SECURITIES |
Not applicable.
| ITEM 4. |
MINE SAFETY DISCLOSURES |
Not applicable.
| ITEM 5. | OTHER INFORMATION |
Rule 10b5-1 Trading Plans
Directors and Executive Officers. Our directors and executive officers may purchase or sell shares of our common stock in the market from time to time, including pursuant to equity trading plans adopted in accordance with Rule 10b5-1 under the Exchange Act (“Rule 10b5-1”) and in compliance with guidelines specified by the Company. In accordance with Rule 10b5-1 and the Company’s insider trading policy, directors, officers and certain employees who, at such time, are not in possession of material non-public information about the Company are permitted to enter into written plans that pre-establish amounts, prices and dates (or formulas for determining the amounts, prices and dates) of future purchases or sales of the Company’s common stock, including shares acquired pursuant to the Company’s equity plans (“Rule 10b5-1 Trading Plans”). Under a Rule 10b5-1 Trading Plan, a broker executes trades pursuant to parameters established by the director or executive officer when entering into the plan, without further direction from them. The following table describes contracts, instructions or written plans for the sale or purchase of our securities adopted, terminated or modified by our directors and executive officers during the three months ended September 30, 2026, each of which is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
| Name and Title | Adoption, Termination or Modification | Date of Adoption, Termination or Modification | Scheduled Expiration Date of Plan | Number of Shares to be Purchased or Sold Under the Plan | Transaction to Purchase or Sell | ||||||
| Alex P. Schultz (Director) | Adoption | September 9, 2026 | September 8, 2027 | Purchase |
| ITEM 6. |
EXHIBITS |
| Number |
Description |
Included |
Form |
Filing Date |
||||
| 10.1 * | Sale and Purchase of a Majority Interest in White Desert Ltd, PNR Airways Ltd and Echo Charlie Ltd with Lindblad Expeditions UK LTD dated September 14, 2026. | Filed | Form 8-K | September 15, 2026 | ||||
| 31.1 |
Certification of Chief Executive Officer of Lindblad Expeditions Holdings, Inc. pursuant to Rule 13a-14(a) or Rule 15d-14(a) promulgated under the Securities Exchange Act of 1934, as amended. |
Herewith |
||||||
| 31.2 |
Certification of Chief Financial Officer of Lindblad Expeditions Holdings, Inc. pursuant to Rule 13a-14(a) or Rule 15d-14(a) promulgated under the Securities Exchange Act of 1934, as amended. |
Herewith |
||||||
| 32.1 |
Certification of Chief Executive Officer of Lindblad Expeditions Holdings, Inc. pursuant to Rule 13a-14(b) promulgated under the Securities Exchange Act of 1934, as amended, and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
Herewith |
||||||
| 32.2 |
Certification of Chief Financial Officer of Lindblad Expeditions Holdings, Inc. pursuant to Rule 13a-14(b) promulgated under the Securities Exchange Act of 1934, as amended, and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
Herewith |
||||||
| 101.INS |
Inline XBRL Instance Document (the Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document) |
Herewith |
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| 101.SCH |
Inline XBRL Taxonomy Extension Schema Document |
Herewith |
||||||
| 101.CAL |
Inline XBRL Taxonomy Extension Calculation Linkbase Document |
Herewith |
||||||
| 101.DEF |
Inline XBRL Taxonomy Extension Definition Linkbase Document |
Herewith |
||||||
| 101.LAB |
Inline XBRL Taxonomy Extension Label Linkbase Document |
Herewith |
||||||
| 101.PRE |
Inline XBRL Taxonomy Extension Presentation Linkbase Document |
Herewith |
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| 104 |
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
* Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule or exhibit will be furnished to the SEC upon request.
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, thereunto duly authorized, on November 3, 2026.
| LINDBLAD EXPEDITIONS HOLDINGS, INC. |
||
| (Registrant) |
||
| By |
/s/ Natalya Leahy |
|
| Natalya Leahy |
||
| Chief Executive Officer |
||
| (Principal Executive Officer) |
||
| By |
/s/ Frederick Goldberg |
|
| Frederick Goldberg |
||
| Chief Financial Officer |
||
| (Principal Financial and Accounting Officer) |
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