Lindblad restructures NatHab ownership; amends employment agreement with Bressler through Dec 2025

LINDBLAD EXPEDITIONS HOLDINGS, INC.

Transferred NatHab's ownership in Off the Beaten Path and DuVine Cycling + Adventure to Lindblad Expeditions LLC.
Bressler's employment extended to Dec 2025; eligible for one-time option award if employed through Dec 2023.
Bressler gets put right for 50% of NatHab interest by Jan 2024 and remaining by 2026; parent call right until March 2031.
Put-Call purchase price based on 7x EBITDA with $10M floor if parent calls.
Bressler receives $200K base salary plus net profit bonus (10% of NatHab net profit, excluding Managed Businesses).

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

LINDBLAD EXPEDITIONS HOLDINGS, INC. amended Second Amendment to the Stockholders' Agreement with Natural Habitat, Inc. and Benjamin Bressler (effective 2022-12-23).

Action: amendment
Counterparty: Natural Habitat, Inc. and Benjamin Bressler
Effective: 2022-12-23

Exact text from the filing

On December 23, 2022, Lindblad Expeditions Holdings, Inc. (the “Company”), Natural Habitat, Inc. (“NatHab”) and Benjamin Bressler (“Bressler”) entered into the Second Amendment to the Stockholders’ Agreement, dated as of May 6, 2016 (the “Second Amendment”) to reflect the transfer of NatHab’s ownership interests in each of Off the Beaten Path (“OBP”) and DuVine Cycling + Adventure (“DuVine”) to Lindblad Expeditions, LLC in order provide the Company with direct ownership interests in OBP and DuVine.

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Source: SEC EDGAR

accession 0001437749-22-029789

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