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LINDBLAD EXPEDITIONS HOLDINGS, INC.

For the period ended Jun 30, 2025. Filed Aug 4, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Aug 4, 2025

LIND$33.98+7.6%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-03-31; filed 2025-05-06.

0001437749-25-014765

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-06-30; filed 2025-08-04.

0001437749-25-024642

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 111 previous paragraphs and 122 current paragraphs.

79 unchanged; 30 reworded; 13 added; 2 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 16 previous and 16 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (13)

Current report

Tour revenues for the six months ended June 30, 2025 increased $57.6 million, or 20%, to $347.7 million, compared to $290.1 million for the six months ended June 30, 2024. Of the $57.6 million increase, we realized a $27.3 million increase due to a 10% increase in guest nights sold and a 7% increase in guests traveled for the continuing operations, a $30.3 million increase due to the inclusion of the operations of Thomson Group for the entire period, and changes to the mix of itineraries and trips, and pricing.

Current report

Total cost of tours for the six months ended June 30, 2025 increased $16.8 million, or 10%, to $184.2 million, compared to $167.4 million for the six months ended June 30, 2024, primarily due to increased operating costs related to additional voyages and trips, and higher drydock expenses, partially offset by lower fuel expense and theimpact of exchange rates on operating expenses. The Lindblad segment cost of tours increased by $5.2 million, or 4%, and the Land Experiences segment increased $11.6 million, or 24%.

Current report

General and administrative expenses for the six months ended June 30, 2025 increased $6.7 million, or 12%, to $63.8 million, compared to $57.1 million for the six months ended June 30, 2024, primarily due to higher stock-based compensation expense and personnel costs, net of $3.4 million in employee retention tax credits, partially offset by lower transaction-related costs. At the Lindblad segment, general and administrative expenses increased $3.5 million, or 9%, from the prior year period, and at the Land Experiences segment, general and administrative expenses increased $3.2 million, or 17%.

Current report

Selling and marketing expenses for the six months ended June 30, 2025 increased $13.6 million, or 33%, to $54.6 million, compared to $41.0 million for the six months ended June 30, 2024, primarily due to higher royalties and commission expense, directly associated with higher revenues and increased royalty rates per the National Geographic agreement, and increased marketing spend to support future growth. At the Lindblad segment, selling and marketing expenses increased $10.1 million, or 30%, and at the Land Experiences segment, selling and marketing expenses increased $3.5 million, or 44%.

Current report

Depreciation and amortization expenses for the three months ended June 30, 2025 increased $1.0 million, or 8%, to $14.7 million, compared to $13.6 million for the three months ended June 30, 2024.

Current report

Other expense for the six months ended June 30, 2025, decreased $1.2 million to $21.9 million from $23.1 million for the six months ended June 30, 2024.

Current report

Tour revenues for the six months ended June 30, 2025 increased $30.8 million, or 15%, to $242.2 million, compared to $211.4 million for the six months ended June 30, 2024. Of the $30.8 million increase, $21.2 million is related to a 10% increase in guest nights sold and $9.6 million is related to a 5% increase in revenue per guest nights sold as compared to the prior year period. Net yield per available guest night increased 19% to $1,376 from $1,160 in 2024, reflecting the higher pricing and a 10-basis point increase in occupancy compared with the same period in 2024.

Current report

During the six months ended June 30, 2025, we generated operating income of $6.3 million compared to an operating loss of $1.6 million for the six months ended June 30, 2024, as the increase in tour revenues was partially offset by higher operating expenses. Higher operating expenses included expenses associated with increased revenue, including higher costs of tours, higher sales and marketing costs, including increases associated with the increased royalty rates included in the National Geographic agreement, higher commissions, and marketing spend to drive future booking growth, and higher general and administrative costs, primarily due to increased personnel costs and stock-based compensation.

Current report

Tour revenues for the six months ended June 30, 2025 increased $26.8 million, or 34%, to $105.5 million compared to $78.8 million for the six months ended June 30, 2024. Of the $26.8 million increase, $6.0 million is related to a 7% increase in the number of guests traveled for the continuing operations, and $20.8 million is related to the inclusion of the results of Thomson Group, acquired in July 2024, and a 10% increase in revenue per guest as compared to the prior year period due to changes in itineraries, destinations and pricing.

Current report

Operating income of $8.7 million for the six months ended June 30, 2025 increased $7.5 million compared to $1.2 million for the six months ended June 30, 2024, as the increase in tour revenue was partially offset by higher operating and personnel costs related to operating additional departures, higher marketing spend to drive future growth, transaction-related costs, and the impact of foreign currency on operating expenses.
Removed paragraphs (2)
Reworded paragraphs (30)

Previous wording

We operate land-based nature adventure travel expeditions around the globe, with unique itineraries designed to offer intimate encounters with nature and the planet’s remarkable destinations and the animals and people who live there.

Current wording

We operate land-based nature adventure travel expeditions around the globe, with unique itineraries designed to offer intimate encounters with nature and the planet’s wild destinations and the animals and people who live there.

Previous wording

Our consolidated results for the three months ended March 31, 2025 and 2024 are set forth below.

Current wording

Our consolidated results for the three and six months ended June 30, 2025 and 2024 are set forth below. Percentages that are not meaningful to the change are noted as NM in the table.

Previous wording

Comparison of the Three Months Ended March 31, 2025 and 2024 —** Consolidated**

Current wording

Comparison of the Three and Six Months Ended June 30, 2025 and 2024 —** Consolidated**

Previous wording

Tour revenues for the three months ended March 31, 2025 increased $26.1 million, or 17%, to $179.7 million, compared to $153.6 million for the three months ended March 31, 2024. Of the $26.1 million increase, we realized a $6.7 million increase due to a 3% increase in guest nights sold and a 7% increase in guests traveled for the continuing operations, a $13.2 million increase due to the change in mix of itineraries and trips and pricing, and the inclusion of the operations of Thomson Group for the quarter, which was acquired in July 2024. The Lindblad segment tour revenues increased by $12.8 million, or 11%, and the Land Experiences segment increased $13.3 million, or 38%, as Company revenues grew primarily due to increased guest nights sold, an increase of guests traveling for the continuing operations, operating additional trips and higher pricing and the inclusion of the results of Thomson Group.

Current wording

Tour revenues for the three months ended June 30, 2025 increased $31.4 million, or 23%, to $167.9 million, compared to $136.5 million for the three months ended June 30, 2024. Of the $31.4 million increase, we realized a $20.0 million increase due to a 17% increase in guest nights sold and a 9% increase in guests traveled for the continuing operations, an $11.5 million increase due to the inclusion of the operations of Thomson Group, which was acquired in July 2024, and changes to the mix of itineraries and trips, and pricing.

Previous wording

Total cost of tours for the three months ended March 31, 2025 increased $8.4 million, or 10%, to $92.8 million, compared to $84.5 million for the three months ended March 31, 2024, primarily due to operating additional voyages and trips and higher costs. The Lindblad segment cost of tours increased by $2.4 million, or 4%, and the Land Experiences segment increased $6.0 million, or 27%, including the operations of Thomson Group.

Current wording

Total cost of tours for the three months ended June 30, 2025 increased $8.4 million, or 10%, to $91.4 million, compared to $83.0 million for the three months ended June 30, 2024, primarily due to increased operating costs related to additional voyages and trips, and higher drydock expenses, partially offset by lower fuel expense and theimpact of exchange rates on operating expenses. The Lindblad segment cost of tours increased by $2.7 million, or 5%, and the Land Experiences segment increased $5.7 million, or 21%.

Previous wording

General and administrative expenses for the three months ended March 31, 2025 increased $5.5 million, or 20%, to $32.7 million, compared to $27.2 million for the three months ended March 31, 2024. The increase was primarily related to higher personnel costs and stock-based compensation expense. At the Lindblad segment, general and administrative expenses increased $2.4 million, or 13%, from the prior year period, and at the Land Experiences segment, general and administrative expenses increased $3.1 million, or 37%, including the operations of Thomson Group.

Current wording

General and administrative expenses for the three months ended June 30, 2025 increased $1.2 million, or 4%, to $31.1 million, compared to $29.8 million for the three months ended June 30, 2024, primarily due to higher stock-based compensation expense, partially offset by lower personnel costs, related to $3.4 million in employee retention tax credits, and transaction-related costs. At the Lindblad segment, general and administrative expenses increased $1.1 million, or 6%, from the prior year period, and at the Land Experiences segment, general and administrative expenses increased $0.1 million, or 1%.

Previous wording

Selling and marketing expenses for the three months ended March 31, 2025 increased $5.5 million, or 24%, to $28.2 million, compared to $22.8 million for the three months ended March 31, 2024, primarily due to higher commissions associated with increased revenues and increased marketing spend to support future growth. At the Lindblad segment, selling and marketing expenses increased $3.8 million, or 20%, and at the Land Experiences segment, selling and marketing expenses increased $1.7 million, or 45%, including the operations of Thomson Group.

Current wording

Selling and marketing expenses for the three months ended June 30, 2025 increased $8.1 million, or 44%, to $26.4 million, compared to $18.3 million for the three months ended June 30, 2024, primarily due to higher royalties and commission expense, directly associated with higher revenues and increased royalty rates per the National Geographic agreement, and increased marketing spend to support future growth. At the Lindblad segment, selling and marketing expenses increased $6.3 million, or 44%, and at the Land Experiences segment, selling and marketing expenses increased $1.8 million, or 45%.

Previous wording

Depreciation and amortization expenses for the three months ended March 31, 2025 increased $4.0 million, or 35%, to $15.3 million, compared to $11.3 million for the three months ended March 31, 2024. The increase was primarily related to depreciation of assets placed into service to support our vessel fleet and amortization of intangible assets related to the Thomson Group acquisition.

Current wording

Depreciation and amortization expenses for the six months ended June 30, 2025 increased $5.0 million, or 20%, to $30.0 million, compared to $25.0 million for the six months ended June 30, 2024. The increase was primarily related to depreciation of assets placed into service to support our vessel fleet and amortization of intangible assets related to the Thomson Group acquisition.

Previous wording

Other expense for the three months ended March 31, 2025, decreased $0.7 million to $11.1 million from $11.8 million for the three months ended March 31, 2024.

Current wording

Other expense for the three months ended June 30, 2025, decreased $0.5 million to $10.8 million from $11.3 million for the three months ended June 30, 2024.

Previous wording

Comparison of the Three Months Ended March 31, 2025 and 2024 at the Lindblad Segment

Current wording

Comparison of the Three and Six Months Ended June 30, 2025 and 2024 at the Lindblad Segment

Previous wording

Tour revenues for the three months ended March 31, 2025 increased $12.8 million, or 11%, to $131.1 million, compared to $118.3 million for the three months ended March 31, 2024. Of the $12.8 million increase, $3.9 million is related to a 3% increase in guest nights sold and $8.9 million is related to a 7% increase in revenue per guest nights sold as compared to the prior year period. Net yield per available guest night increased 25% to $1,521 from $1,219 in 2024, reflecting the higher pricing and a 13-basis point increase in occupancy compared with the same period in 2024.

Current wording

Tour revenues for the three months ended June 30, 2025 increased $17.9 million, or 19%, to $111.0 million, compared to $93.1 million for the three months ended June 30, 2024. Of the $17.9 million increase, $15.8 million is related to a 17% increase in guest nights sold and $2.1 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 13% to $1,241 from $1,094 in 2024, reflecting the higher pricing and a 9-basis point increase in occupancy compared with the same period in 2024.

Previous wording

Operating income was $8.4 million for the three months ended March 31, 2025, an increase of $0.6 million compared to $7.8 million for the three months ended March 31, 2024, as the increase in tour revenues was partially offset by higher operating expenses. Operating expenses included higher cost of tours, higher sales and marketing costs, primarily due to increased royalties associated with the National Geographic agreement increased marketing spend to support future growth, and higher general and administrative costs, primarily due to increased personnel costs and higher stock-based compensation expense.

Current wording

The operating loss of $2.1 million for the three months ended June 30, 2025 decreased $7.3 million compared to a loss of $9.4 million for the three months ended June 30, 2024, as the increase in tour revenues was offset by higher operating expenses. The higher operating expenses included those expenses associated with increased revenue, including costs of tours, increased royalties and increased royalty rates per the National Geographic agreement, commissions, and marketing spend to drive future booking growth, and higher general and administrative costs, primarily due to increased stock-based compensation costs.

Previous wording

Comparison of Three Months Ended March 31, 2025 and** 2024** at the Land Experiences Segment

Current wording

Comparison of Three and Six Months Ended June 30, 2025 and 2024 at the Land Experiences Segment

Previous wording

Tour revenues for the three months ended March 31, 2025 increased $13.3 million, or 38%, to $48.6 million compared to $35.3 million for the three months ended March 31, 2024, including the results of Thomson Group, acquired in July 2024. Of the $13.3 million increase, $2.8 million is related to a 7% increase in the number of guests traveled for the continuing operations, $4.3 million is related to a 12% increase in revenue per guest as compared to the prior year period due to a change in itineraries, destinations and pricing, and the inclusion of the results of Thomson Group.

Current wording

Tour revenues for the three months ended June 30, 2025 increased $13.5 million, or 31%, to $56.9 million compared to $43.4 million for the three months ended June 30, 2024. Of the $13.5 million increase, $4.1 million is related to a 9% increase in the number of guests traveled for the continuing operations, and $9.4 million is related to the inclusion of the results of Thomson Group acquired in July 2024, and a 6% increase in revenue per guest as compared to the prior year period due to change in itineraries, destinations and pricing.

Previous wording

Operating income for the three months ended March 31, 2025 was $2.2 million compared to $0.1 million for the three months ended March 31, 2024, as the increase in tour revenue was partially offset by higher operating and personnel costs related to operating additional departures, higher marketing spend to drive future growth and the inclusion of the results of Thomson Group.

Current wording

Operating income of $6.5 million for the three months ended June 30, 2025 increased $5.3 million compared to $1.2 million for the three months ended June 30, 2024, as the increase in tour revenue was partially offset by higher operating and personnel costs related to operating additional departures, and higher marketing spend to drive future growth.

Previous wording

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.

Current wording

The following table outlines the reconciliation of net income (loss) to consolidated Adjusted EBITDA. 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.

Previous wording

Reconciliation of Net (Loss) Income to Adjusted EBITDA—** Consolidated**

Current wording

Reconciliation of Net Loss to Adjusted EBITDA —** Consolidated**

Previous wording

Reconciliation of Operating Income to Adjusted EBITDA—** Segments**

Current wording

Reconciliation of Operating (Loss) Income to Adjusted EBITDA —** Segments**

Previous wording

As of March 31, 2025, the Company had $188.9 million in unrestricted cash and cash equivalents and $46.4 million in restricted cash primarily related to deposits on future travel originating from U.S. ports and credit card reserves.

Current wording

As of June 30, 2025, we had $200.9 million in unrestricted cash and cash equivalents and $46.4 million in restricted cash primarily related to deposits on future travel originating from U.S. ports and credit card reserves.

Previous wording

As of March 31, 2025, we had $635.0 million in long-term debt obligations, including the current portion of long-term debt. 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.

Current wording

As of June 30, 2025, we had $635.0 million in long-term debt obligations, including the current portion of long-term debt. We believe that our cash on hand and expected future operating cash inflows will be sufficient to fund operations, debt service requirements, and necessary capital expenditures for at least the next 12 months.

Previous wording

Sources and Uses of Cash for the Three Months Ended March 31, 2025 and 2024

Current wording

Sources and Uses of Cash for the Six Months Ended June 30, 2025 and 2024

Previous wording

Net cash provided by operating activities was $48.4 million for the three months ended March 31, 2025 compared to $43.9 million for the same period in 2023. The $4.5 million increase is primarily due to improved operating results.

Current wording

Net cash provided by operating activities was $77.6 million for the six months ended June 30, 2025 compared to $62.6 million for the same period in 2024. The $15.0 million increase is primarily due to increased cash received from guests for future travel.

Previous wording

Net cash used in investing activities was $29.0 million for the three months ended March 31, 2025 compared to $6.5 million in cash used in investing activities during the same period in 2023. 2025 primarily included the acquisition of Torcatt Enterprises Limitada and capital expenditures on our vessels, while 2024 primarily included capital expenditures on our vessels and our digital transformation initiatives.

Current wording

Net cash used in investing activities was $44.7 million for the six months ended June 30, 2025 compared to $13.9 million in cash provided by investing activities during the same period in 2024. 2025 primarily included the purchase of Torcatt Enterprises Limitada to expand our vessels and operations in the Galapagos, the refurbishment of the vessels acquired, and higher capital expenditure on our remaining vessels due to the timing of vessel drydocks compared to prior year, while 2024 primarily included capital expenditures on our vessels and digital transformation initiatives.

Previous wording

Net cash used in financing activities was $0.3 million for the three months ended March 31, 2025 compared to $0.6 million for the same period in 2024. 2025 and 2024 primarily included income tax withholdings for stock-based compensation*.*

Current wording

Net cash used in financing activities was $1.4 million for the six months ended June 30, 2025 compared to $18.4 million provided by financing activities for the same period in 2024. 2025 primarily included income tax withholdings for stock-based compensation, while 2024 primarily included expenditures for the acquisition of an additional 9.95% of Natural Habitat and 5% of DuVine related to the respective puts and calls of the redeemable non-controlling interests, and income tax withholdings for stock-based compensation*.*

Previous wording

On February 4, 2022, we issued $360.0 million aggregate principal amount of 6.75% senior secured notes due 2027 (the “6.75% Notes”) in a private offering. The 6.75% Notes bear interest at a rate of 6.75% per year and is payable semiannually in arrears on February 15 and August 15 of each year. The 6.75% Notes will mature on February 15, 2027, subject to earlier repurchase or redemption. We used the net proceeds from the offering to prepay in full all outstanding borrowings under our prior credit agreement, including the term facility, Main Street Loan, and revolving credit facility, to pay any related premiums and to terminate in full our prior credit agreement and the commitments thereunder. The 6.75% Notes are senior secured obligations and are guaranteed on a senior secured basis by us and certain of our subsidiaries (collectively, the “Guarantors”) and secured by first-prioritypari passu liens, subject to permitted liens and certain exceptions, on substantially all of our and the Guarantors’ assets. We may redeem the 6.75% Notes at set redemption prices and premiums, plus accrued and unpaid interest, if any.

Current wording

On February 4, 2022, we issued $360.0 million aggregate principal amount of 6.75% senior secured notes due 2027 (the “6.75% Notes”) in a private offering. The 6.75% Notes bear interest at a rate of 6.75% per year and is payable semiannually in arrears on February 15 and August 15 of each year. The 6.75% Notes will mature on February 15, 2027, subject to earlier repurchase or redemption. The 6.75% Notes are senior secured obligations and are guaranteed on a senior secured basis by us and certain of our subsidiaries (collectively, the “Guarantors”) and secured by first-prioritypari passu liens, subject to permitted liens and certain exceptions, on substantially all of our and the Guarantors’ assets. We may redeem the 6.75% Notes at set redemption prices and premiums, plus accrued and unpaid interest, if any.

Previous wording

On February 4, 2022, we entered into a senior secured revolving credit facility (the “Revolving Credit Facility”), which provides for an aggregate principal amount of commitments of $45.0 million, maturing February 2027, including a letter of credit sub-facility in an aggregate principal amount of up to $5.0 million. The obligations under the Revolving Credit Facility are guaranteed by us and the Guarantors and are secured by first-prioritypari passu liens, subject to permitted liens and certain exceptions, on substantially all the assets of the Company and the Guarantors. Borrowings under the Revolving Credit Facility, if any, will bear interest at a rate per annum equal to, at our option, an adjusted SOFR rate plus a spread or a base rate plus a spread. As of March 31, 2025, we had no borrowings under the Revolving Credit Facility.

Current wording

On February 4, 2022, we entered into a senior secured revolving credit facility (the “Revolving Credit Facility”), which provides for an aggregate principal amount of commitments of $45.0 million, maturing February 2027, including a letter of credit sub-facility in an aggregate principal amount of up to $5.0 million. The obligations under the Revolving Credit Facility are guaranteed by us and the Guarantors and are secured by first-prioritypari passu liens, subject to permitted liens and certain exceptions, on substantially all our and the Guarantors’ assets. Borrowings under the Revolving Credit Facility, if any, will bear interest at a rate per annum equal to, at our option, an adjusted SOFR rate plus a spread or a base rate plus a spread. As of June 30, 2025, we had no borrowings under the Revolving Credit Facility.

Previous wording

On May 2, 2023, we issued $275.0 million aggregate principal amount of 9.00% senior secured notes due 2028 (the “9.00% Notes”) in a private offering. The 9.00% Notes bear interest at a rate of 9.00% per year and is payable semiannually in arrears on May 15 and November 15 of each year. The 9.00% Notes will mature on May 15, 2028, subject to earlier repurchase or redemption. The net proceeds from the offering were used to prepay in full all outstanding borrowings under our prior senior secured credit agreements, to pay any related premiums and to terminate in full the prior senior secured credit agreements and the commitments thereunder. The 9.00% Notes are senior unsecured obligations and are guaranteed (i) on a senior secured basis by certain of our subsidiaries (collectively, the “Secured Guarantors”) and secured by a first-priority lien, subject to permitted liens and certain exceptions, on the equity and substantially all the assets of the Secured Guarantors, and (ii) on a senior unsecured basis by certain of our other subsidiaries. We may redeem the 9.00% Notes at set redemption prices and premiums, plus accrued and unpaid interest, if any.

Current wording

On May 2, 2023, we issued $275.0 million aggregate principal amount of 9.00% senior secured notes due 2028 (the “9.00% Notes”) in a private offering. The 9.00% Notes bear interest at a rate of 9.00% per year and is payable semiannually in arrears on May 15 and November 15 of each year. The 9.00% Notes will mature on May 15, 2028, subject to earlier repurchase or redemption. The 9.00% Notes are senior unsecured obligations and are guaranteed (i) on a senior secured basis by certain of our subsidiaries (collectively, the “Secured Guarantors”) and secured by a first-priority lien, subject to permitted liens and certain exceptions, on the equity and substantially all the assets of the Secured Guarantors, and (ii) on a senior unsecured basis by certain of our other subsidiaries. We may redeem the 9.00% Notes at set redemption prices and premiums, plus accrued and unpaid interest, if any.

Previous wording

In August 2020, we issued and sold 85,000 shares of Series A Redeemable Convertible Preferred Stock, par value of $0.0001, (“Preferred Stock”) for $1,000 per share for gross proceeds of $85.0 million. As of March 31, 2025, 62,000 shares of Preferred Stock were outstanding. The Preferred Stock has senior and preferential ranking to our common stock. The Preferred Stock is entitled to cumulative dividends of 6.00% per annum, and for the first two years, the dividends were required to be paid-in-kind. After the second anniversary of the issuance date, the dividends may be paid-in-kind or be paid in cash at our option. During 2024, we thus far have continued to pay Preferred Stock dividends in-kind. At any time after the third anniversary of the issuance, we may, at our option, convert all, but not less than all, of the Preferred Stock into common stock if the closing price of shares of common stock is at least 150% of the conversion price for 20 out of 30 consecutive trading days. The Preferred Stock is convertible at any time, at the holder’s election, into a number of shares of our common stock equal to the quotient obtained by dividing the then-current accrued value by the conversion price of $9.50. At the six-year anniversary of the closing date, each investor has the right to request that we repurchase their Preferred Stock, and any Preferred Stock not requested to be repurchased shall be converted into our common shares equal to the quotient obtained by dividing the then-current accrued value by the conversion price. As of March 31, 2025, the outstanding Preferred Stock and accumulated dividends could be converted, at the option of the holders, into approximately 8.6 million shares of our common stock.

Current wording

In August 2020, we issued and sold 85,000 shares of Series A Redeemable Convertible Preferred Stock, par value of $0.0001, (“Preferred Stock”) for $1,000 per share for gross proceeds of $85.0 million. As of March 31, 2024, 62,000 shares of Preferred Stock were outstanding. The Preferred Stock has senior and preferential ranking to our common stock. The Preferred Stock is entitled to cumulative dividends of 6.00% per annum, and for the first two years, the dividends were required to be paid-in-kind. After the second anniversary of the issuance date, the dividends may be paid-in-kind or be paid in cash at our option. During 2025, we thus far have continued to pay Preferred Stock dividends in-kind. At any time after the third anniversary of the issuance, we may, at our option, convert all, but not less than all, of the Preferred Stock into common stock if the closing price of shares of common stock is at least 150% of the conversion price for 20 out of 30 consecutive trading days. The Preferred Stock is convertible at any time, at the holder’s election, into a number of shares of our common stock equal to the quotient obtained by dividing the then-current accrued value by the conversion price of $9.50. At the six-year anniversary of the closing date, each investor has the right to request that we repurchase their Preferred Stock, and any Preferred Stock not requested to be repurchased shall be converted into our common shares equal to the quotient obtained by dividing the then-current accrued value by the conversion price. As of June 30, 2025, the outstanding Preferred Stock and accumulated dividends could be converted, at the option of the holders, into approximately 8.7 million shares of our common stock.

Previous wording

We generally rely on a combination of cash flows provided by operations and the incurrence of additional debt to fund obligations. A 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 advanced 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 March 31, 2025, we had a working capital deficit of $124.7 million, and as of December 31, 2024, we had a working capital deficit of $114.0 million.

Current wording

We generally rely on a combination of cash flows provided by operations and the incurrence of additional debt to fund obligations. A 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 advanced 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 June 30, 2025, we had a working capital deficit of $127.6 million, and as of December 31, 2024, we had a working capital deficit of $114.0 million.

Previous wording

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 2024 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. Except for the presentation of credit card fee expenses discussed in Note 1 to the financial statements, there have been no significant changes to our accounting policies from those disclosed in the 2024 Annual Report.

Current wording

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 2024 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 2024 Annual Report.