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Note 11 - Acquisition

9 Months Ended

Sep. 30, 2024

Notes to Financial Statements

Business Combination Disclosure [Text Block]

NOTE 11—ACQUISITION

On July 31, 2024, the Company, through its land-based subsidiary Natural Habitat, acquired Wineland-Thomson Adventures group of companies to further expand its land-based experiential travel offerings and increase its addressable market. Wineland-Thomson Adventures consists of three adventure travel brands, including Tanzania safari specialists Thomson Safaris, with more than 40 years of experience in the country. In addition to its adventure travel brands, the acquisition includes three Tanzania operators, Gibb’s Farm lodge, an 80-acre sanctuary for the senses located near the Ngorongoro Crater, the operator of Kilimanjaro treks Nature Discovery, which has more than 30 years of experience, and Thomson Safaris Limited. The aggregate purchase price for Thomson Safaris and the Tanzanian Companies was $30.0 million, consisting of $24.0 million in cash and $6.0 million in Lindblad common stock, representing 682,593 shares. Pursuant to the agreement, the Company has the option to acquire Tanzania Conservation Limited. 

The acquisition was accounted for under purchase accounting and is included in the consolidated results from the acquisition date. Acquisition related costs were $2.5 million and are included in general and administrative expenses for the nine months ended  September 30, 2024. The purchase accounting valuations of the acquired intangibles is ongoing and has not been completed as of the date of this report, therefore intangibles and goodwill are subject to change as valuations are finalized. The Company recorded $25.8 million in goodwill related to the acquisition. Following are pro forma revenue and net loss available to stockholders for the three and nine months ended  September 30, 2024 and 2023, assuming the Company had completed the acquisition on  January 1, 2023: 

		For the three months ended September 30,								For the nine months ended September 30,
		2024				2023				2024				2023
(In thousands)
Revenue		$	217,492			$	189,666			$	467,958			$	471,060
Net income (loss) available to stockholders			24,668				8,620				(17,935	)			(17,140	)

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- Definition

The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 805
-SubTopic 20
-Name Accounting Standards Codification
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-Publisher FASB
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-Topic 805
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/805/tableOfContent

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