NOTE

– BUSINESS AND BASIS OF PRESENTATION

Business

Lindblad Expeditions Holdings, Inc. and its consolidated subsidiaries (the “Company” or “Lindblad”) mission is offering life-changing adventures around the world and pioneering innovative ways to allow its guests to connect with exotic and remote places. The Company currently operates a fleet of

eight

owned expedition ships and

five

seasonal charter vessels under the Lindblad brand and operate eco-conscious expeditions and nature-focused, small-group tours under the Natural Habitat, Inc. (“Natural Habitat”) brand.

The Company operates the following reportable business segments:

Lindblad

– Offers primarily ship-based expeditions aboard customized, nimble and intimately-scaled vessels that are able to venture where larger cruise ships cannot, thus allowing Lindblad to offer up-close experiences in the planet’s wild and remote places and capitals of culture. Many of these expeditions involve travel to remote places with limited infrastructure and ports (such as Antarctica and the Arctic) or places that are best accessed by a ship (such as the Galápagos, Alaska, Baja’s Sea of Cortez, Costa Rica and Panama), and foster active engagement by guests. Each expedition ship is designed to be comfortable and inviting, while being fully equipped with state-of-the-art tools for in-depth exploration. The Company has an alliance with National Geographic Partners (“National Geographic”), which provides for lecturers and National Geographic experts, including photographers, writers, marine biologists, naturalists, field researchers and film crews, to join many of the Company’s expeditions.

Natural Habitat

– Offers primarily land-based adventure travel expeditions around the globe, as well as select itineraries on small chartered vessels for parts of the year. Natural Habitat’s expeditions include polar bear tours in Churchill, Canada, Alaskan grizzly bear adventures, small-group Galápagos 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.

The Company’s common stock and warrants are listed on the NASDAQ Capital Market under the symbols “LIND” and “LINDW,” respectively.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements and footnotes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. 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 footnote disclosures normally included in the consolidated financial statements in accordance with U.S. 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 footnotes should be read in conjunction with the audited consolidated financial statements and accompanying notes thereto for the year ended

December 31, 2018

contained in the Company’s Annual Report on Form

-K filed with the SEC on

February 28, 2019 (

the

“2018

Annual Report”).

The presentation of certain prior year items in the notes to the condensed consolidated financial statements of the Company have been reclassified to conform to the

2019

presentation. The reclassifications had

effect on previously reported results of operations or retained earnings.

There have been

significant changes to the Company’s accounting policies from those disclosed in the

2018

Annual Report other than those noted below.

The Company accounts for its various operating leases in accordance with Accounting Standards Codification (“ASC”)

842

Leases

as updated by Accounting Standards Update (“ASU”)

2016

02.

At the inception of a lease, the Company recognizes right-of-use lease assets and related lease liabilities measured as the present value of future lease payments on its balance sheet. Lease expense is recognized on a straight-line basis over the term of the lease. The Company reviewed its contracts with vendors and customers, determining that its right-to-use lease assets consisted primarily of office space operating leases. In determining the right-to-use lease assets and related lease liabilities, the Company did

not

recognize any lease extension options and elected to exclude leases with terms of

-months or less. During the

three

months ended

March 31, 2019

and

2018,

the Company recognized

$0.4

million and

$0.3

million, respectively, in operating lease expense. As of

March 31, 2019,

the Company’s remaining weighted average operating lease terms were approximately

71.1

months. A reconciliation of undiscounted cash flows to lease liabilities recognized as of

March 31, 2019

is as follows:

(In thousands)	Operating Lease Payments
	(unaudited)
2019 (nine months)	$	870
2020		1,190
2021		1,222
2022		1,283
2023		1,165
Thereafter		1.602
Present value discount (6% weighted average)		(1,140	)
Total lease liability	$	6,192

Accounting Pronouncements Recently Adopted

February 2016,

the Financial Accounting Standards Board (“FASB”) issued ASU

2016

02,

Leases

(Topic

842

) and in

July 2018

issued ASU

2018

11,

Leases

(Topic

842

Targeted Improvements

. The guidance requires the recognition of lease right-of-use assets and lease liabilities by lessees for those leases previously classified as operating. This guidance was issued to increase transparency and comparability among organizations by disclosing key information about leasing arrangements and requiring the recognition of current and non-current right-of-use assets and lease liabilities on the balance sheet. Most prominent among the changes in the standard is the recognition of right-of-use assets and lease liabilities by lessees for those leases classified as operating leases. ASU

2016

is effective for fiscal years beginning after

December 15, 2018.

The Company adopted this guidance on

January 1, 2019,

as required, electing to apply retrospectively at the period of adoption with practical expedients. The adoption of this guidance had a material impact on the Company’s balance sheet by virtue of including the present value of its future operating lease payments as a liability of

$6.2

million and related right-to-use lease assets.

August 2018,

the FASB issued ASU

2018

13,

Fair Value Measurement

(Topic

820

Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement

. This amendment is intended to improve the effectiveness of fair value measurement disclosures by adding and modifying a few disclosure requirements, as well as eliminating several disclosures. ASU

2018

is effective for fiscal years beginning after

December 15, 2018.

The Company adopted this guidance on

January 1, 2019,

as required, and it did

not

have a material impact on the Company’s financial position or results of operations.

August 2018,

the FASB issued ASU

2018

Intangibles—Goodwill and Other—Internal-Use Software

(Subtopic

350

Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract

. The amendments in this Update align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). ASU

2018

is effective for fiscal years beginning after

December 15, 2019

and early adoption is permitted. The Company adopted this guidance on

January 1, 2019,

and it did

not

have a material impact on the Company's financial statements at the time of adoption.