LINDBLAD EXPEDITIONS HOLDINGS, INC. Dealer Manager and Solicitation Agent AgreementDealer Manager and Solicitation Agent Agreement • June 14th, 2019 • Lindblad Expeditions Holdings, Inc. • Transportation services • New York
Lindblad Expeditions Holdings, Inc., a Delaware corporation (the “Company”), plans to commence an offer (as described in the Prospectus, the “Exchange Offer”) pursuant to which the Company will offer to the holders of certain of its outstanding warrants (as set forth in the Prospectus) (the “Warrants”) the opportunity to receive 0.385 shares of the common stock (“Common Shares”) of the Company in exchange for each of the Company’s Warrants tendered by a holder and exchanged upon the terms and subject to the conditions set forth in the Exchange Offer and Consent Solicitation Material. The Company has caused the Exchange Offer and Consent Solicitation Material to be prepared and furnished to you on or prior to the date hereof for use in connection with the Exchange Offer and the Consent Solicitation. Certain capitalized terms used herein are defined in Section 16 of this Agreement. Concurrently with the Exchange Offer, the Company will solicit (the “Consent Solicitation”) consents (“Cons
AMENDMENT NO. 1 TO WARRANT AGREEMENTWarrant Agreement • June 14th, 2019 • Lindblad Expeditions Holdings, Inc. • Transportation services • New York
This Amendment (this "Amendment") is made as of [●] , 2019 by and between Lindblad Expeditions Holdings, Inc., a Delaware corporation (f/k/a Capitol Acquisition Corp. II) (the "Company") and Continental Stock Transfer & Trust Company, a New York corporation as warrant agent (the "Warrant Agent"), and constitutes an amendment to that certain Warrant Agreement, dated as of May 10, 2013 (the "Existing Warrant Agreement"), between the Company and the Warrant Agent. Capitalized terms used but not otherwise defined in this Amendment shall have the meanings given to such terms in the Existing Warrant Agreement.
