LINDBLAD EXPEDITIONS HOLDINGS, INC., 10-K filed on 3/14/2016
Annual Report
v3.3.1.900
Document and Entity Information - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2015
Mar. 07, 2016
Jun. 30, 2015
Document and Entity Information [Abstract]      
Entity Registrant Name LINDBLAD EXPEDITIONS HOLDINGS, INC.    
Entity Central Index Key 0001512499    
Amendment Flag false    
Current Fiscal Year End Date --12-31    
Document Type 10-K    
Document Period End Date Dec. 31, 2015    
Document Fiscal Period Focus FY    
Document Fiscal Year Focus 2015    
Entity Well-known Seasoned Issuer No    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Filer Category Accelerated Filer    
Entity Public Float     $ 178.7
Entity Common Stock, Shares Outstanding   45,505,228  
v3.3.1.900
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 31, 2015
Dec. 31, 2014
Current Assets:    
Cash and cash equivalents $ 206,903 $ 39,679
Restricted cash and marketable securities 8,460 8,335
Inventories 1,746 1,700
Marine operating supplies 4,969 5,078
Prepaid expenses and other current assets 12,266 11,321
Total current assets 234,344 66,113
Property and equipment, net $ 125,471 121,873
Due from shareholder 1,501
Other long-term assets $ 12,355 2,019
Operating rights 6,227 6,529
Deferred tax assets $ 3,216 102
Investment in CFMF 47,788
Total assets $ 381,613 245,925
Current Liabilities:    
Unearned passenger revenues 76,604 73,195
Accounts payable and accrued expenses 25,968 20,028
Long-term debt - current $ 1,750 4,934
Obligation to repurchase shares of common stock 4,966
Due to CFMF 22,733
Total current liabilities $ 104,322 125,856
Long-term debt, less current portion 162,693 51,756
Other long-term liabilities $ 677 447
Deferred income taxes - long-term 299
Total liabilities $ 267,692 $ 178,358
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' EQUITY    
Preferred stock, $0.0001 par value, 1,000,000 shares authorized; 0 shares issued and outstanding
Common stock, $0.0001 par value, 200,000,000 shares authorized; 45,224,881 and 44,717,759 issued and outstanding as of December 31, 2015 and 2014, respectively $ 5 $ 5
Additional paid-in capital 48,073 21,461
Retained earnings 65,843 46,101
Total shareholders' equity 113,921 67,567
Total liabilities and shareholders' equity $ 381,613 $ 245,925
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Consolidated Balance Sheets (Parenthetical) - $ / shares
Dec. 31, 2015
Dec. 31, 2014
Consolidated Balance Sheets [Abstract]    
Preferred stock, par value $ 0.0001 $ 0.0001
Preferred stock, shares authorized 1,000,000 1,000,000
Preferred stock, shares issued 0 0
Preferred stock, shares outstanding 0 0
Common stock, par value $ 0.0001 $ 0.0001
Common stock, shares authorized 200,000,000 200,000,000
Common stock, shares issued 45,224,881 44,717,759
Common stock, shares outstanding 45,224,881 44,717,759
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Consolidated Statements of Income - USD ($)
shares in Thousands, $ in Thousands
 12 Months Ended
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Tour revenues $ 209,985 $ 198,459 $ 192,237
Cost of tours 95,417 90,002 96,655
Gross profit 114,568 108,457 95,582
Operating expenses:      
General and administrative 39,097 36,053 30,431
Selling and marketing 34,980 $ 30,718 $ 29,984
Merger-related expenses 13,344
Depreciation and amortization 11,645 $ 11,266 $ 11,645
Total operating expenses 99,066 78,037 72,060
Operating income $ 15,502 30,420 23,522
Other (expense) income:      
Change in fair value of obligation to repurchase shares of common stock 10 (401)
(Loss) gain on foreign currency $ (40) $ (149) $ 1,281
Gain on transfer of assets 7,502
Other income, net 5,030 $ 57 $ 1
Interest expense, net (10,901) (5,293) (7,896)
Total other income (expense) 1,591 (5,375) (7,015)
Income before income taxes 17,093 25,045 16,507
Income tax (benefit) expense (2,649) 2,800 1,663
Net income $ 19,742 $ 22,245 14,844
Earnings per share      
Diluted $ 0.43 $ 0.44  
Common Stock [Member]      
Common stock      
Net income available to common stockholders $ 19,742 $ 19,551 $ 12,988
Weighted average shares outstanding      
Basic 44,917,829 44,717,759 44,717,759
Diluted 45,575,387 44,717,759 44,717,759
Earnings per share      
Basic $ 0.44 $ 0.44 $ 0.29
Diluted $ 0.43 $ 0.44 $ 0.29
Class B common stock [Member]      
Common stock      
Net income available to common stockholders $ 2,694 $ 1,856
Weighted average shares outstanding      
Basic 6,161,135 6,388,677
Diluted 6,161,135 6,388,677
Earnings per share      
Basic $ 0.44 $ 0.29
Diluted $ 0.44 $ 0.29
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Consolidated Statement of Shareholders' Equity - USD ($)
shares in Thousands, $ in Thousands
Total
Common Stock [Member]
Additional paid-in capital
Retained earnings
Accumulated Other Comprehesive Income
Class B Common Stock
Balance at Dec. 31, 2012 $ 53,163 $ 5 $ 43,990 $ 9,012 $ 156
Balance, shares at Dec. 31, 2012   44,717,759 6,388,677
Distribution to CFMF - common acquisition of FPH (12,465) $ (12,278) $ (187)
Change in comprehensive income 31 $ 31
Net income 14,844     $ 14,844    
Balance at Dec. 31, 2013 55,573 $ 5 $ 31,712 $ 23,856
Balance, shares at Dec. 31, 2013   44,717,759 6,388,677
Stock-based compensation - option shares 274 $ 274
Stock-based compensation - option shares, shares  
Repurchase of Class B shares (10,525) $ (10,525)
Repurchase of Class B shares, shares   (6,388,677)
Net income 22,245     $ 22,245    
Balance at Dec. 31, 2014 67,567 $ 5 $ 21,461 $ 46,101
Balance, shares at Dec. 31, 2014   44,717,759
Stock-based compensation - option shares 4,913 $ 4,913
Stock-based compensation - option shares, shares  
CFMF transaction cancellation of warrant (83,467) $ (83,467)
Obligation to repurchase shares of common stock 4,966 $ 4,966
Obligation to repurchase shares of common stock, shares  
Merger recapitalization 200,558 $ 200,558
Payments to shareholders for merger (90,000) (90,000)
Option shares exercise and exchange (4,880) $ (4,880)
Option shares exercise and exchange, shares   507,122
Repurchase of warrants (5,478) $ (5,478)
Net income 19,742     $ 19,742    
Balance at Dec. 31, 2015 $ 113,921 $ 5 $ 48,073 $ 65,843
Balance, shares at Dec. 31, 2015   45,224,881
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Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Cash Flows From Operating Activities      
Net income $ 19,742 $ 22,245 $ 14,844
Adjustments to reconcile net income to net cash provided by operating activities:      
Depreciation and amortization 11,645 $ 11,266 $ 11,645
Amortization of National Geographic fee 1,397
Amortization of debt discount and deferred financing costs 3,576 $ 744 $ 2,142
Stock-based compensation 4,913 274
Deferred income taxes (3,413) 289 $ (93)
Loss (gain) on currency translation 40 $ 149 $ (1,281)
Gain on transfer of assets $ (7,502)
Change in fair value of obligation to repurchase shares of Class A common stock $ 401
Changes in operating assets and liabilities      
Inventories and marine operating supplies $ (163) $ (831) 334
Prepaid expenses and other current assets (1,100) (2,420) 2,173
Unearned passenger revenues 3,723 8,750 3,956
Other long-term liabilities 230 184 119
Accounts payable and accrued expenses 7,214 2,404 (943)
Net cash provided by operating activities 40,302 43,054 $ 33,297
Cash Flows From Investing Activities      
Purchase of investment in CFMF $ (68,087) $ (25,055)
Acquisition of Fillmore, net of cash acquired $ (3,835)
Purchase of property and equipment $ (14,800) $ (5,922) (6,353)
Advance from (to) shareholder 1,501 517 (94)
(Redemption) purchase of restricted cash and marketable securities (125) 1,458 (23)
Net cash used in investing activities (81,511) $ (29,002) $ (10,305)
Cash Flows From Financing Activities      
Proceeds from long-term debt 175,000
Net proceeds from merger 186,806
Payments to shareholders for the merger 90,000
Deferred financing costs $ (11,045) $ (653)
Repayments of Participation Certificates (3,550)
Repayments of long-term debt $ (41,879) $ (3,989) $ (13,392)
Proceeds used in exchange of option shares (4,880)
Repurchase of warrants $ (5,478)
Repurchase of stock from common shareholders $ (1,876)
Repurchase of stock from Class B shareholders (10,525)
Repayment of due to stockholder (1,000)
Net cash provided by (used in) financing activities $ 208,524 (17,390) $ (17,595)
Effect of exchange rate changes on cash (91) (1,337) (1,550)
Net increase (decrease) in cash and cash equivalents 167,224 (4,675) 3,847
Cash and cash equivalents as of beginning of period 39,679 44,354 40,507
Cash and cash equivalents as of end of period 206,903 39,679 44,354
Cash paid during the period for:      
Interest 7,003 4,844 5,231
Income taxes $ 379 $ 1,102 1,575
Assets acquired and liabilities assumed:      
Current assets, including cash acquired 6,488
Property and equipment 53,302
Unearned passenger revenues (12,332)
Accounts payable and accrued expenses (3,459)
Total purchase price consideration 43,999
Cash paid to acquire Fillmore (5,000)
Non-cash consideration 38,999
Non-cash consideration consisted of:      
Long-term debt 25,000
Equity contribution from CFMF 13,823
Contribution during the year ended December 31, 2012 (26,100)
Equity (distribution) contribution to CFMF $ (12,277)
Investment to CFMF $ 22,733
Due to CFMF $ (22,733)
Investment in CFMF liquidation of Junior debt asset, warrant $ 84,903
CFMF liquidation of Junior debt long-term debt, additional paid-in capital (84,903)
Transfer from inventories and marine operating supplies (414)
Transfer to property and equipment, net 414
Additional paid-in capital exercise proceeds of option shares 2,240
Additional paid-in capital exchange proceeds used for option shares $ (2,240)
v3.3.1.900
Business
 12 Months Ended
Dec. 31, 2015
Business [Abstract]  
BUSINESS

NOTE 1 – BUSINESS

 

Organization

 

Lindblad Expeditions Holdings, Inc. and its wholly-owned subsidiaries (the “Company” or “LEX”) currently operate a fleet of six expedition ships owned by its subsidiaries and four seasonal charter vessels. LEX’s mission is offering life-changing adventures on all seven continents, and pioneering innovative ways to allow its guests to connect with exotic and remote places. LEX’s expedition ships are customized, nimble and intimately-scaled vessels that are able to venture where larger cruise ships cannot, thus allowing LEX 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 also has an alliance with the National Geographic Society (“National Geographic”), who often provides lecturers and National Geographic experts, including photographers, writers, marine biologists, naturalists, field researchers and film crews.

 

Lindblad Expeditions, Inc. (“Lindblad”), a New York corporation, was founded in 1979 by Sven-Olof Lindblad (“Mr. Lindblad”), whose father, adventure-travel pioneer Lars-Eric Lindblad, led some of the first non-scientific groups of travelers to Antarctica in 1966 and the Galápagos in 1967. Mr. Lindblad founded Lindblad in order to offer innovative and educational travel expeditions to the world’s most remarkable places.

 

Completion of Merger with Capitol

 

Capitol Acquisition Corp. II (“Capitol”) was originally incorporated in Delaware on August 9, 2010 as a blank check company to acquire, through a merger, share exchange, asset acquisition, stock purchase, plan of arrangement, recapitalization, reorganization or other similar business combination, one or more businesses or entities.

 

On July 8, 2015, Capitol completed a series of mergers whereby Lindblad became Capitol’s wholly-owned subsidiary. As consideration for the mergers, the total purchase price consisted of an aggregate of (i) $90.0 million in cash (a portion of which was paid as transaction bonuses) and (ii) 20,017,787 shares of Capitol common stock. Capitol also assumed outstanding Lindblad stock options and converted such options into options to purchase an aggregate of 3,821,696 shares of Capitol common stock with an exercise price of $1.76 per share (see Note 12 – Shareholders’ Equity). The Company has completed an analysis of the ownership change under Internal Revenue Code Section 382, and it allows the Company to utilize Capitol’s net operating losses with minor limitations.

 

As a result of the mergers, Lindblad became a direct wholly-owned subsidiary of Capitol. Immediately following the mergers, Capitol, which was a blank check company with no operations, changed its name to Lindblad Expeditions Holdings, Inc. and therefore we have presented Lindblad’s information as that of the Company.

 

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

 

Capitol Initial Public Offering and Warrants

 

In connection with its initial public offering, on May 15, 2013, Capitol sold 20,000,000 units at $10.00 per unit, including 2,000,000 units under the underwriters’ over-allotment option, generating gross proceeds of $200.0 million. Each unit consisted of one share of Capitol’s common stock, $0.0001 par value, and one half of one redeemable warrant to purchase one share of common stock. The shares of common stock and the warrants included in the units traded as a unit until July 1, 2013 when separate trading of common stock and warrants began. In connection with the consummation of the merger with Lindblad, Capitol forced the separation of the units into the separate components of common stock and warrants. Each whole warrant entitles its holder, upon exercise, to purchase one share of common stock for $11.50 subject to certain adjustments, during the period that commenced thirty days after the completion by the Company of the Business Combination with Lindblad and terminating on the five-year anniversary of the completion by the Company of the Business Combination with Lindblad. At December 31, 2015, there were 14,008,382 warrants outstanding.

 

The warrants may be redeemed by the Company, at its option, in whole and not in part, at a price of $0.01 per warrant at any time the warrants are exercisable, upon a minimum of 30 days’ prior written notice of redemption, if, and only if, the last sales price of the Company’s shares of common stock equals or exceeds $24.00 per share (as adjusted for stock splits, stock dividends, reorganizations and recapitalizations) for any 20 trading days within a 30 trading day period ending three business days before the Company sends the redemption notice; and if, and only if, there is a current registration statement in effect with respect to the shares of common stock underlying such warrants.

 

If the Company calls the warrants for redemption as described above, the Company’s management will have the option to require all holders that wish to exercise warrants to do so on a “cashless basis.” In such event, each holder would pay the exercise price by surrendering the warrants for that number of shares of common stock equal to the quotient obtained by dividing (x) the product of the number of shares of common stock underlying the warrants, multiplied by the difference between the exercise price of the warrants and the fair market value by (y) the fair market value. The fair market value will mean the average reported last sale price of the shares of common stock for the five trading days ending on the third trading day prior to the date on which the notice of redemption is sent to the holders of warrants.

 

Certain of the outstanding warrants were privately acquired from the Company by Capitol’s sponsor and certain of the Company’s initial officers and directors and are identical to the warrants included in the units sold in the offering except that such warrants: (i) are not be redeemable by the Company and (ii) may be exercised for cash or on a cashless basis, in each case so long as they are held by the initial purchasers or any of their permitted transferees.

 

New Credit Agreement

 

On May 8, 2015, Lindblad entered into a new credit agreement with Credit Suisse A.G. (“Credit Suisse”) as Administrative Agent and Collateral Agent (“Credit Agreement”) for a $150.0 million facility in the form of a $130.0 million U.S. term loan (the “U.S. Term Loan”) and a $20.0 million Cayman term loan for the benefit of Lindblad’s foreign subsidiaries (the “Cayman Loan,” and together with the U.S. Term Loan, the “Loans”). On July 8, 2015, the Company entered into a larger and syndicated amended and restated credit agreement with Credit Suisse (“Amended Credit Agreement”), increasing the facility by $25.0 million, resulting in a $155.0 million U.S. Term Loan. On March 7, 2016, the Company entered into a second amended and restated credit agreement with Credit Suisse (“Restated Credit Agreement”), adding a $45.0 million revolving credit facility (“Revolving Credit Facility”). See Note – Long-Term Debt for more details.

 

Stock and Warrant Repurchase Plan

 

On November 9, 2015, the Company announced that its Board of Directors has approved a $20.0 million stock and warrant repurchase plan (“Repurchase Plan”). This Repurchase Plan authorizes the Company to purchase from time to time the Company’s outstanding common stock and warrants through open market repurchases in compliance with Rule 10b-18 of the Securities Exchange Act of 1934, as amended, and/or in privately negotiated transactions discretion based on market and business conditions, applicable legal requirements and other factors. Any shares and warrants purchased will be retired. The Repurchase Plan has no time deadline and will continue until otherwise modified or terminated at the sole discretion of the Company’s Board of Directors at any time. The Company repurchased 2,091,618 warrants in the fourth quarter of 2015 for $5.5 million. In January 2016, the Company repurchased 1,967,445 warrants for $5.4 million.
v3.3.1.900
Summary of Significant Accounting Policies
 12 Months Ended
Dec. 31, 2015
Summary of Significant Accounting Policies [Abstract]  
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Presentation

 

The accompanying consolidated financial statements and footnotes as of December 31, 2015 and 2014 and for the years ended December 31, 2015, 2014 and 2013 have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The merger with Lindblad has been accounted for as a reverse acquisition in accordance with U.S. GAAP, Financial Accounting Standards Board (“FASB”), Accounting Standards Codification (“ASC”) 805-40-45. Under this method of accounting, Capitol has been treated as the “acquired” company for financial reporting purposes. This determination was primarily based on Lindblad comprising the ongoing operations and assets of the combined entity and Lindblad senior management comprising the senior management of the combined company. In accordance with guidance applicable to these circumstances, the merger has been considered to be a capital transaction in substance. Accordingly, for accounting purposes, the merger has been treated as the equivalent of Lindblad issuing shares for the net assets of Capitol, accompanied by a recapitalization. The net assets of Capitol have been stated at historical cost, with no goodwill or other intangible assets recorded. Operations prior to the merger are those of Lindblad. Additionally, the historical financial statements of Lindblad are now reflected as those of the Company.

 

Principles of Consolidation

 

The consolidated financial statements of the Company as of December 31, 2015 included Lindblad Expeditions Holdings, Inc. and its wholly-owned subsidiaries. The consolidated financial statements of the Company as of December 31, 2014 and 2013 included Lindblad, its wholly-owned subsidiary, Lindblad Maritime Enterprises, Ltd (“LME”), a Cayman Islands corporation, as well as the subsidiaries of LME, and Sea Lion and Sea Bird as variable interest entities (“VIEs”). Lindblad controlled the activities which most significantly impacted the economic performance of Sea Lion and Sea Bird. Lindblad determined itself to be the primary beneficiary and accordingly, these entities were determined to be VIEs. All significant inter-company accounts and transactions have been eliminated in consolidation. The VIEs were transferred to Lindblad and became wholly-owned subsidiaries of the Company at the merger date, July 8, 2015.

 

Reclassifications

 

Certain items in the consolidated financial statements of the Company have been reclassified to conform to the 2015 classification. The reclassifications had no effect on previously reported results of operations or retained earnings.

 

Use of Estimates

 

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the consolidated financial statements, and also affect the amounts of revenues and expenses reported for each period. Actual results could differ from those which result from using such estimates. Management utilizes various estimates, including but not limited to determining the estimated lives of long-lived assets, determining the fair value of assets acquired and liabilities assumed in business combinations, the fair value of the Company’s common stock and related warrants, the valuation of securities underlying stock-based compensation, income tax expense, the valuation of deferred tax assets, the value of contingent consideration and to assess its litigation, other legal claims and contingencies. The results of any changes in accounting estimates are reflected in the consolidated financial statements in the period in which the changes become evident. Estimates and assumptions are reviewed periodically and the effects of revisions are reflected in the period that they are determined to be necessary.

 

Revenue Recognition

 

Tour revenues consist of guest ticket revenues recognized from the sale of guest tickets, and other revenues from the sale of pre- and post-expedition excursions, hotel accommodations, land-based expeditions, air transportation to and from the ships, goods and services rendered onboard that are not included in guest ticket prices, trip insurance, and cancellation fees. Revenue from the sale of guest tickets and other revenue are recognized gross, as the Company has the primary obligation in the arrangement, has discretion in supplier selection, and is involved in the determination of the service specifications.

 

The Company’s tour guests remit deposits in advance of tour embarkation. Guest tour deposits consist of guest ticket revenues as well as revenues from the sale of pre- and post-expedition excursions, hotel accommodations, land-based expeditions, air transportation to and from the ships and trip insurance. Guest tour deposits represent unearned revenues and are initially included in unearned passenger revenue in the consolidated balance sheet when received. Guest deposits are subsequently recognized as tour revenues on the date of embarkation. Tour expeditions average ten days in duration. For tours in excess of ten days, the Company recognizes revenue based upon expeditions days earned. Guest cancellation fees are recognized as tour revenues at the time of the cancellation. Revenues from the sale of additional goods and services rendered onboard are recognized upon purchase.

 

Insurance

 

The Company maintains insurance to cover a number of risks including illness and injury to crew, guest injuries, pollution, other third-party claims in connections with its tour expedition activities, damages to hull and machinery for each of its vessels, war risks, workers’ compensation, employee health, directors and officers liability, property damages and general liabilities for third-party claims. The Company recognizes insurance recoverables from third-party insurers for incurred expenses at the time the recovery is probable and upon realization for amounts in excess of incurred expenses. All of the Company’s insurance policies are subject to coverage limits, exclusions and deductible levels.

 

The Company self-insures for medical insurance claims up to $60,000 and cancellation insurance extended to guests. The Company has Stop Loss coverage for medical claims in excess of the $60,000 amount. In 2015, the Company recorded a liability for Incurred-But-Not-Recorded (“IBNR”) medical claims, which was determined based on claims experience over the prior three years. The Company uses an insurance company to manage passenger insurance purchased to cover a variety of insurable losses including cancellations, interruption, missed connections, travel delays, accidental death and dismemberment, medical coverage and baggage issues. The Company is self-insured for the claims only which cover cancellations, interruption, missed connections and travel delays. The required reserve was determined based on claims experience over the prior four years. While the Company believes its estimated IBNR and accrued claims reserves are adequate, the ultimate losses may differ.

 

The Company participates in a traditional marine industry reinsurance solution for liability exposure through their Protection and Indemnity (“P&I Club”) Reinsurers, which are similar mutual marine P&I Club’s that join and severally indemnify each other to provide discounted primary and excess Protection and Indemnity coverage to club members. The resulting aggregated surplus of the clubs combines to provide the Company with below market primary and high excess liability coverage for covered losses. For consideration of long-term below market P&I rates, the joint and several liability obligation requires the down stream indemnification by their members, including the Company.

 

Selling and Administrative Expense

 

Selling expenses include commissions and a broad range of advertising and marketing expenses. These include direct mail, print and online advertising costs, as well as costs associated with website development and maintenance. Also included are social media and corporate sponsorship costs. Advertising is charged to expense as incurred. Advertising expenses totaled $12.9 million, $12.5 million and $12.1 million for the years ended December 31, 2015, 2014 and 2013, respectively. The largest component of advertising expense was direct mail, which totaled $5.8 million, $5.8 million and $5.5 million for the years ended December 31, 2015, 2014 and 2013, respectively.

 

Administrative expenses represent the costs of our shore-side vessel support, reservations and other administrative functions, and incudes salaries and related benefits, professional fees, and occupancy costs, which are typically expensed as incurred.

 

Earnings per Common Share

 

Earnings per common share are computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share are computed using the weighted average number of common shares and, if dilutive, potential common shares outstanding during the period. Potential common shares consist of the dilutive incremental common shares issuable upon the exercise of stock options (if such option is an equity instrument, using the treasury stock method). For the year ended December 31, 2015, the Company determined, using the treasury method, there were 657,558 dilutive common shares related to stock options. For the years ended December 31, 2014 and 2013, the Company determined there were no dilutive potential common shares.

 

In 2014 and 2013, the two-class method was used in the calculation of basic and diluted earnings per share. Under the two-class method, earnings per common share were allocated to the Class A (common as a result of the merger) and Class B common shareholders of Lindblad based on the weighted average shares outstanding.

 

On July 8, 2015, as a result of the mergers, in accordance with FASB ASC 805-40-45 and related to the reverse merger treatment and recapitalization, all historical weighted average common shares were adjusted by the exchange ratios established by the merger agreement.

 

Weighted average shares outstanding after the mergers excluded the shares underlying the outstanding warrants. The warrants have an exercise price of $11.50 per share and were anti-dilutive.

 

Basic weighted average shares outstanding prior to the mergers included the shares underlying a warrant to purchase 60% of the outstanding common shares. As the shares underlying this warrant could have been issued for little consideration (an aggregate exercise price of $10.00), these shares were formerly deemed to be issued for purposes of basic earnings per share. Effective May 8, 2015, in connection with Lindblad closing on a transaction to purchase 100% of Cruise/Ferry Master Fund I, N.V. (“CFMF”), the warrant was cancelled. On July 8, 2015, as a result of the merger agreement, and the reverse merger treatment and recapitalization, these shares were not considered part of the recapitalization and therefore not included in basic or dilutive weighted average shares outstanding. For the years ended December 31, 2015, 2014 and 2013, the Company excluded 1,912,833 (converted from 6,747 shares as a result of the merger) shares of common stock as these shares were subject to the warrants described above.

 

For the years ended December 31, 2015, 2014 and 2013, the Company calculated earnings per share in accordance with FASB ASC 260 and 805-40-45 as follows:

 

  For the Years Ended December 31, 
(In thousands, except per share data) 2015  2014  2013 
Net income for basic and diluted earnings per share $19,742  $22,245  $14,844 
             
Weighted average shares outstanding:            
Shares outstanding, weighted for time outstanding  44,917,829   50,878,894   51,106,436 
Total weighted average shares outstanding, basic  44,917,829   50,878,894   51,106,436 
             
Effect of dilutive securities:            
Assumed exercise of stock options, treasury method  657,558   -   - 
Dilutive potential common shares  657,558   -   - 
Total weighted average shares outstanding, diluted  45,575,387   50,878,894   51,106,436 
             
Common stock            
Net income available to common stockholders $19,742  $19,551  $12,988 
             
Weighted average shares outstanding            
Basic  44,917,829   44,717,759   44,717,759 
Diluted  45,575,387   44,717,759   44,717,759 
             
Earnings per share            
Basic $0.44  $0.44  $0.29 
Diluted $0.43  $0.44  $0.29 
             
Class B common stock            
Net income available to Class B common stockholders $-  $2,694  $1,856 
             
Weighted average shares outstanding            
Basic  -   6,161,135   6,388,677 
Diluted  -   6,161,135   6,388,677 
             
Earnings per share            
Basic $-  $0.44  $0.29 
Diluted $-  $0.44  $0.29 

  

As of December 31, 2015, there were 45,224,881 shares outstanding. Upon completion of the mergers on July 8, 2015, the Company had 44,717,759 shares of common stock outstanding. The Company is authorized to issue 200,000,000 shares of common stock, par value $0.0001, and 1,000,000 shares of preferred stock, par value $0.0001. The Company’s Board of Directors adopted the 2015 Long-Term Incentive Plan (the “2015 Plan”), subject to shareholder approval, which was obtained on July 8, 2015. The 2015 Plan includes the authority to issue up to 2,500,000 shares of LEX’s common stock under the 2015 Plan. In connection with the mergers with Lindblad, certain stock options previously granted by Lindblad under the Lindblad Expeditions, Inc. 2012 Stock Incentive Plan (the “Lindblad Plan”) were assumed and converted into options to purchase shares of the Company’s common stock. As of December 31, 2015, options to purchase an aggregate of 2,849,071 shares of the Company’s common stock with a weighted average exercise price of $2.69 per share were outstanding. As of December 31, 2015, 14,008,382 warrants to purchase common stock at a price of $11.50 per share were outstanding.

 

Cash and Cash Equivalents

 

The Company considers all highly liquid instruments with an original maturity of three months or less, as well as deposits in financial institutions, to be cash and cash equivalents.

 

Concentration of Credit Risk

 

The Company maintains cash in several financial institutions in the U.S. and other countries which, at times, may exceed the federally insured limits. Accounts held in the U.S. are guaranteed by the Federal Deposit Insurance Corporation up to certain limits. The Company has not experienced any losses in such accounts. As of December 31, 2015 and 2014, the Company’s cash held in financial institutions outside of the U.S. amounted to $3.9 million and $2.5 million, respectively.

 

Restricted Cash and Marketable Securities

 

Included in “Restricted cash and marketable securities” on the accompanying consolidated balance sheets are restricted cash and marketable securities, consisting of six-month certificates of deposit and short-term investments. Restricted cash and marketable securities consist of the following:

 

  As of December 31, 
(In thousands) 2015  2014 
Restricted cash and marketable securities:      
Credit negotiation and credit card processor reserves $5,030  $5,030 
Federal Maritime Commission escrow  2,233   2,115 
Certificates of deposit and other restricted securities  1,197   1,190 
Total restricted cash and marketable securities $8,460  $8,335 

 

The amounts held in restricted cash and marketable securities represent principally funds required to be held in certificates of deposit by certain vendors and regulatory agencies and are classified as restricted assets since such amounts cannot be used by the Company until the restrictions are removed by those vendors and regulatory agencies. Interest income is recognized when earned.

 

The Company has classified marketable securities, principally money market funds, as trading securities which are recorded at market value. Unrealized gains and losses are included in current operations. Gains and losses on the disposition of securities are recognized by the specific identification method in the period in which they occur.

 

In order to operate guest tour expedition vessels from U.S. ports, the Company is required to post a performance bond with the Federal Maritime Commission or escrow all unearned guest deposits in restricted accounts. To satisfy this requirement, the Company entered into an agreement with a financial institution to escrow all unearned guest revenues collected for sailings from U.S. ports.

 

A $5.0 million cash reserve at December 31, 2015 and 2014 is required for credit card deposits by third-party credit card processors. The above arrangements are included in restricted cash and marketable securities on the accompanying consolidated balance sheets.

 

Amounts in the escrow accounts include cash, certificates of deposit, and marketable securities. Cost of these short-term investments approximates fair value.

 

Inventories and Marine Operating Supplies

 

Inventories consist primarily of gift shop merchandise and other items for resale and are stated at the lower of cost or net realizable value. Cost is determined using the first-in, first-out method.

 

Marine operating supplies consist primarily of fuel, provisions, spare parts, items required for maintenance, and supplies used in the operation of marine expeditions. Marine operating supplies are stated at the lower of cost or net realizable value. Cost is determined using the first-in first-out method.

 

In the third quarter of 2015, the Company adjusted cost of tours by $0.3 million due to a change in application of accounting procedures, and reclassified $0.4 million in items from inventories and marine operating supplies to property and equipment, net. The change in application of accounting procedures was a result of the Company’s review of its inventory process during the third quarter which found the counting of certain small supply items a disruption to operations, impractical and expensive and discontinued the count of these items in the third quarter and in the future.

 

Prepaid Expenses and Other Current Assets

 

The Company records prepaid expenses and other current assets at cost and expenses them in the period the services are provided or the goods are delivered. The Company’s prepaid expenses and other current assets consist of the following:

 

  As of December 31, 
(In thousands) 2015  2014 
Prepaid tour expenses $5,269  $5,181 
Prepaid client insurance  1,706   1,663 
Prepaid air expense  1,379   856 
Prepaid port agent fees  1,080   827 
Prepaid taxes  938   653 
Prepaid corporate insurance  673   523 
Other prepaid expenses and other current assets  1,221   1,618 
Total prepaid expenses and other current assets $12,266  $11,321 

 

Property and Equipment

 

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization were computed using the straight line method over the estimated useful lives of the assets, as follows:

 

  Years
Vessels and vessel improvements 15-25
Furniture & equipment 5
Computer hardware and software 5
Leasehold improvements, including port facilities Shorter of lease term or related asset life

 

The tour and expedition industry is very capital intensive and as of December 31, 2015 and 2014, the Company owned and operated six vessels. Therefore, the Company has a capital program that it develops for the improvement of its vessels and for asset replacements in order to enhance the effectiveness and efficiency of its operations; comply with, or exceed all relevant legal and statutory requirements related to health, environment, safety, security and sustainability; and gain strategic benefits or provide newer improved product innovations to its guests.

 

Vessel improvement costs that add value to the Company’s vessels, such as those discussed above, are capitalized to the vessels and depreciated over the shorter of the improvements or the vessel’s estimated remaining useful life, while costs of repairs and maintenance, including minor improvement costs and drydock expenses, are charged to expense as incurred and included in other vessels operating expenses. Drydock costs primarily represent planned major maintenance activities that are incurred when a vessel is taken out of service for scheduled maintenance. For U.S. flagged ships, the statutory requirement is an annual docking and U.S. Coast Guard inspections, normally conducted in drydock. Internationally flagged ships have scheduled dockings approximately every 12 months, for a period of up to three to six weeks.

 

Long-Lived Assets

 

The Company reviews its long-lived assets, principally its vessels and operating rights, for impairment whenever events or changes in circumstances indicate that the carrying amounts of these assets may not be fully recoverable. Upon the occurrence of a triggering event, the assessment of possible impairment is based on the Company’s ability to recover the carrying value of its asset, which is determined by using the asset’s estimated undiscounted future cash flows. If these estimated undiscounted future cash flows are less than the carrying value of the asset, an impairment charge is recognized for the excess, if any, of the asset’s carrying value over its estimated fair value. A significant amount of judgment is required in estimating the future cash flows and fair values of its vessels and operating rights.

 

As of December 31, 2015 and 2014, there was no triggering event and the Company did not record an impairment of its long-lived assets. The Company reviewed the remaining useful life of the National Geographic Endeavour, which is expected to be replaced by the Via Australis in the fourth quarter of 2016. The evaluation of the National Geographic Endeavour’s useful life as of December 31, 2015 indicated a shorter remaining useful life of less than one year versus the previous estimated remaining useful life of seven years (see Note 5 – Property and Equipment). The Company also does not expect any residual value for the National Geographic Endeavour after the end of the fourth quarter of 2016. The Company also evaluated a new law in Ecuador and its effect on our Operating rights. As a result of the new law, the life of the cupos changed from indefinite lives to nine years and amortization of operating rights began in August 2015 (see Note 4 – Operating Rights).

 

Operating Rights

 

The Company operates two vessels year-round in the Galápagos National Park in Ecuador; the National Geographic Endeavour with 95 berths and the National Geographic Islander with 47 berths. In order to operate these vessels within the park, the Company is required to have in its possession cupos (licenses) sufficient to cover the total available berths on each vessel.

 

In June 2015, a new Ecuadorian Special Law for Protected Areas was approved and updated in November 2015. A Presidential Decree issued by President Correa of Ecuador in November 2015 established that cupos, which were in effect as of July 2015, will have a validity of nine years. The Company’s operating rights are up for renewal in July 2024 and based on the new law, the Company will begin the renewal process in 2020. The current “owners” of the cupos will have the opportunity to re-apply for them, but any other enterprise or individual will have the opportunity to bid for the cupos. All bidders must present proof that they fulfill the conditions to properly utilize the license (access to a vessel, experience in tourism, proven environmental behavior, marketing, etc.). While the Company believes that, based on the expected criteria to retain cupos and its past operating history in the Galápagos, there is a strong possibility that the Company will retain its cupos, from an accounting perspective, it will assume they retain no value after July 2024. Once the renewal process is begun and if it can be determined that the Company will be successful in its bid, then the Company will adjust its amortization prospectively.

 

Investment in CFMF and Additional Paid-In Capital

 

The Company uses the equity method of accounting for business investments when it has active involvement, but not control, in the venture. In 2015, the Company changed its accounting treatment for the investment in CFMF to the cost method and derecognized any earnings previously reported in the current year and adjusted the treatment of the CFMF transaction.

 

On March 3, 2009, Lindblad issued a note payable to Cruise/Ferry Master Fund I, N.V. (see Note 8 – Long-Term Debt). On December 11, 2014, Lindblad entered into a Profit Participation Loan Purchase Agreement with DVB Bank America, N.V. (“DVB”), a Profit Participation Rights Purchase Agreement with Buss Kreuzfahrtfonds 1 GmbH & Co. KG and Buss Kreuzfahrtfonds 2 GmbH & Co. KG, and a Stock Purchase Agreement with Cruise/Ferry Finance Partners Private Foundation. These three agreements enabled Lindblad to purchase the financial and equity interests in CFMF in order to recapture and extinguish an outstanding warrant to purchase 60% of the outstanding equity of Lindblad on a fully diluted basis. On December 11, 2014, the date of the purchase agreements, an initial payment of $25.0 million was made to DVB under the Profit Participation Loan Purchase Agreement. The remaining payments of (i) $22.7 million to DVB, (ii) $48.4 million to Buss Kreuzfahrtfonds 1 GmbH & Co. KG and Buss Kreuzfahrtfonds 2 GmbH & Co. KG, as increased by $0.3 million per month from December 31, 2014 until the close of the transaction, and (iii) $1.00 to Cruise/Ferry Financing Partners Private Foundation were made on May 8, 2015 (“CFMF Closing”). In connection with the CFMF Closing, the 60% warrant was cancelled; the junior debt note receivable was cancelled; and the related junior debt facility offset by the outstanding unamortized balance of the debt discount was cancelled, resulting in a gain on the transfer of assets, and Lindblad commenced liquidation procedures on CFMF. Utilizing the proceeds from the new loans, Lindblad also paid in full its preexisting senior debt facility in the amount of $39.8 million held by DVB.

 

The investment in CFMF was liquidated subsequent to the purchase of CFMF on May 8, 2015. The CFMF assets acquired were the junior mortgage note receivable and warrant and both were cancelled and resulted in the removal of the junior mortgage note receivable, which had a relative fair value of $8.5 million, and related junior debt, which had a fair value of $16.0 million (a face value of $20.0 million less the debt discount of $4.0 million). This resulted in a $7.5 million gain on the transfer of assets and an $83.7 million adjustment to additional paid-in capital for the cancellation of the warrant.

 

Assignment and Assumption Agreement

 

In connection with Lindblad’s agreement to purchase CFMF, Mr. Lindblad earned a success fee of $5.0 million from DVB for the purchase of CFMF (DVB was a partner in CFMF and the lender of Lindblad’s preexisting senior debt facility).

 

On March 9, 2015, Mr. Lindblad and Lindblad entered into an Assignment and Assumption Agreement pursuant to which Mr. Lindblad (i) assigned and transferred to Lindblad his right to receive a $5.0 million fee payable to Mr. Lindblad personally by DVB and (ii) exercised his outstanding option to purchase 809,984 shares (converted from 2,857 shares at the merger date) of Lindblad’s stock for $0.1 million in aggregate exercise proceeds. In exchange for the assignment to Lindblad of the fee payable by DVB, all of Mr. Lindblad’s obligations under his loan agreement with Lindblad (the “Mr. Lindblad Loan Agreement”), which had a balance of principal and accrued interest of $2.8 million as of March 9, 2015, were deemed satisfied in full, the Mr. Lindblad Loan Agreement and related promissory note were terminated, and Mr. Lindblad’s obligation to pay the aggregate exercise price for the exercise of the option described above was satisfied in full. On May 8, 2015, Lindblad received the $5.0 million fee from DVB and compensated Mr. Lindblad $5.0 million (success fee compensation expense), which was paid by settling the $2.8 million outstanding amount of principal and interest owed and the aggregate exercise proceeds of $0.1 million payable in connection with the exercise of the option (above), and also offset by $2.1 million in required withholding taxes.

 

Accounts Payable and Accrued Expenses

 

The Company records accounts payable and accrued expenses for the cost of such items when the service is provided or when the related product is delivered. The Company’s accounts payable and accrued expenses consist of the following:

 

  As of December 31, 
(In thousands) 2015  2014 
Accounts payable $8,843  $5,109 
Accrued liabilities  7,175   5,637 
Bonus compensation  3,465   3,150 
Income taxes  2,045   1,836 
Royalty payable  1,310   999 
Other  3,130   3,297 
Total accounts payable and accrued expenses $25,968  $20,028 

 

Leases

 

The Company leases office space with lease terms ranging from one to ten years. The Company amortizes the total lease costs on a straight line basis over the minimum lease term.

 

The Company leases computer hardware and software, office equipment and vehicles with lease terms ranging from three to six years.

 

Fair Value Measurements and Disclosure

 

The Company applies ASC 820, “Fair Value Measurements and Disclosures,” which expands disclosures for assets and liabilities that are measured and reported at fair value on a recurring basis. Fair value is defined as an exit price, representing the amount that would be received upon the sale of an asset or payment to transfer a liability in an orderly transaction between market participants. Fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or liability. A three-tier fair value hierarchy is used to prioritize the inputs in measuring fair value as follows:

  

Level 1Quoted market prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at measurement date.
  
Level 2Quoted market prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable, either directly or indirectly. Fair value is determined through the use of models or other valuation methodologies.
  
Level 3Significant unobservable inputs for assets or liabilities that cannot be corroborated by market data. Fair value is determined by the reporting entity’s own assumptions utilizing the best information available, and includes situations where there is little market activity for the investment.

 

The carrying amounts of cash and cash equivalents, accounts payable and accrued expenses, approximate fair value due to the short-term nature of these instruments.

 

The carrying value of long-term debt approximates fair value given that the terms of the agreement were comparable to the market as of December 31, 2015.

 

The asset’s or liability’s fair value measurement within the fair value hierarchy is based upon the lowest level of any input that is significant to the fair value measurement.

 

The following table provides a summary of the liabilities that were measured at fair value on a recurring basis as of December 31, 2014. As of December 31, 2015, the Company had no liabilities that were measured at fair value on a recurring basis.

 

(In thousands) Total  Quoted Prices in Active Markets for Identical Assets or Liabilities 
(Level 1)		  Quoted Prices for Similar Assets or Liabilities in Active Markets (Level 2)  

Significant Unobservable

Inputs

(Level 3)

 
Obligation for the repurchase of common shares subject to put as of December 31, 2014 $4,966  $-  $-  $4,966 
                 
Obligation cancelled in the merger – July 8, 2015  (4,966)  -   -   (4,966)
                 
Obligation for the repurchase of common shares subject to put as of December 31, 2015 $-  $-  $-  $- 

 

 

Lindblad and certain of its stockholders who acquired shares through the exercise of stock options, entered into agreements providing for the redemption of outstanding shares at any time by the holder. Accordingly, these shares were subject to repurchase under the terms of these agreements. As of December 31, 2014, there were 1,912,833 (converted from 6,747 shares as a result of the merger) shares outstanding subject to such redemption.

 

The obligation for the repurchase of common shares was cancelled as a result of the merger on July 8, 2015.

 

Level 3 liabilities are valued using unobservable inputs to the valuation methodology that are significant to the measurement of fair value. For fair value measurements categorized within Level 3 of the fair value hierarchy, the Company’s Chief Financial Officer determined its valuation policies and procedures. The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company’s Chief Financial Officer with support from the Company’s consultants and which are approved by the Chief Financial Officer.

 

Level 3 financial liabilities consist of obligations for which there is no current market for these securities such that the determination of fair value requires significant judgment or estimation. Changes in fair value measurements categorized within Level 3 of the fair value hierarchy are analyzed each period based on changes in estimates or assumptions and recorded as appropriate.

 

The fair value of the Company’s common stock was determined by the Company and was derived from a valuation prepared by the Company’s Chief Financial Officer using a weighted analysis of peer multiples of earnings before interest, taxes, depreciation and amortization (“EBITDA”) and discounted cash flows.

 

Income Taxes

 

Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The measurement of net deferred tax assets is reduced by the amount of any tax benefit that, based on available evidence, is not expected to be realized, and a corresponding valuation allowance is established. The determination of the required valuation allowance against net deferred tax assets was made without taking into account the deferred tax liabilities created from the book and tax differences on indefinite-lived assets.

 

The Company accounts for income taxes using the asset and liability method, under which it recognizes deferred income taxes for the tax consequences attributable to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities, as well as for tax loss carryforwards and tax credit carryforwards. The Company measures deferred tax assets and liabilities using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recoverable or settled. The Company recognizes the effect on deferred taxes of a change in tax rates in income in the period that includes the enactment date. The Company provides a valuation allowance against deferred tax assets if, based upon the weight of available evidence, the Company does not believe it is “more-likely-than-not” that some or all of the deferred tax assets will be realized. The Company will continue to evaluate the deferred tax asset valuation allowance balances in all of our foreign and U.S. companies to determine the appropriate level of valuation allowances.

 

The Company is subject to income taxes in both the U.S. and the non-U.S. jurisdictions in which it operates. The Company regularly assesses the potential outcome of current and future examinations in each of the taxing jurisdictions when determining the adequacy of the provision for income taxes. The Company has only recorded financial statement benefits for tax positions which it believes reflect the “more-likely-than-not” criteria of FASB’s authoritative guidance on accounting for uncertainty in income taxes, and it has established income tax reserves in accordance with this guidance where necessary. Once a financial statement benefit for a tax position is recorded or a tax reserve is established, the Company adjusts it only when there is more information available or when an event occurs necessitating a change. While the Company believes that the amount of the recorded financial statement benefits and tax reserves reflect the more-likely-than-not criteria, it is possible that the ultimate outcome of current or future examinations may result in a reduction to the tax benefits previously recorded on its consolidated financial statements or may exceed the current income tax reserves in amounts that could be material. As of December 31, 2015 and 2014, the Company had a liability for unrecognized tax benefits of $0.4 million and $0.4 million, respectively, which was included in other long-term liabilities on the Company’s consolidated balance sheets. The guidance also discusses the classification of related interest and penalties on income taxes. The Company’s policy is to record interest and penalties on uncertain tax positions as a component of income tax expense. During the years ended December 31, 2015 and 2014, included in income tax expense was $60.6 thousand and $41.8 thousand, respectively, representing interest and penalties on uncertain tax positions.

 

The Company is subject to tax audits in all jurisdictions for which it files tax returns. Tax audits by their very nature are often complex and can require several years to complete. Currently, there is a U.S. federal tax audit pending for 2013, and no state or foreign jurisdiction tax audits pending. The Company’s corporate U.S. federal and state tax returns from 2012 to 2014 remain subject to examination by tax authorities and the Company’s foreign tax returns from 2011 to 2014 remain subject to examination by tax authorities.

 

Other Long-Term Assets

 

As of December 31, 2014, other long-term assets included a balance of $2.0 million in deferred financing costs, related primarily to legal and bank financing fees incurred to negotiate and secure long-term financing, and were amortized over the term of the financing using the effective interest method. In 2015, the Company recorded deferred financing costs of $11.0 million for the New Credit Facility in long-term debt, amortizing the costs over the term of the financing using the straight-line and effective interest method (see Note 8 – Long-Term Debt).

 

In connection with the merger on July 8, 2015, the Company, Mr. Lindblad and National Geographic entered into a Call Option agreement where Mr. Lindblad agreed to grant National Geographic an option to purchase 2,387,499 of Mr. Lindblad’s shares in the Company as consideration for the assumption of the alliance and license agreements and the tour operator agreement. The Company recorded a $13.8 million long-term asset using a fair value of $5.76 per option share. As of December 31, 2015, the balance in other long-term assets was $12.4 million (see Note 10 – Commitments and Contingencies for more details).

 

Foreign Currency Translation

 

The Company’s functional currency is the U.S. dollar. Remeasurement adjustments and gains or losses resulting from foreign currency transactions are recorded as foreign exchange gains or losses in the consolidated statements of income.

 

The Company became subject to foreign currency translation in connection with its 2013 acquisition of Fillmore Pearl Holding, Ltd. (“FPH”), which operates partially in Australia and whose functional currency is the U.S. dollar. For the FPH operations included in these consolidated financial statements for periods prior to April 17, 2013, the functional currency was the Australian dollar.

 

Stock-Based Compensation

 

The Company accounts for equity instruments issued to employees in accordance with accounting guidance that requires that awards are recorded at their fair value on the date of grant and are amortized over the vesting period of the award. The Company recognizes compensation costs on a straight line basis over the requisite service period of the award, which is generally the vesting term of the equity instrument issued. To the extent that an equity award later becomes eligible to be put back to the Company, then the fair value of that award or those exercised shares is transferred out of additional paid-in-capital to a liability account and is thereafter marked-to-market annually to fair value.

 

Management’s Evaluation of Subsequent Events

 

Management evaluated events that have occurred after the balance sheet date through the date the financial statements are issued. Based upon the evaluation, management did identify a subsequent event that requires disclosure in the consolidated financial statements (see Note 14 – Subsequent Events).

  

Business Segments

 

The Company is a specialty cruise operator with operations in one segment and evaluates the performance of its business based largely on the results of its single operating segment. The Company provides discrete financial information in total, by ship and type of ship. The chief operating decision maker, or CODM, and management review operating results monthly, and base operating decisions on the total results. The Company’s reports provided to the Board of Directors are at a consolidated level. Management performance and related compensation is based on total results. Based on this assessment, the Company concluded that it has one single operating segment and therefore one reportable segment.

 

Recent Accounting Pronouncements

 

In February 2016, FASB issued Accounting Standards Update (“ASU”) No. 2016-02, “Leases” (Topic 842). The main difference between previous GAAP and Topic 842 is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP. The FASB is issuing this Update to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. To meet that objective, the FASB is amending the FASB ASC and creating Topic 842, Leases. For public business entities, the amendments in this ASU are effective for financial statements issued for annual periods beginning after December 15, 2018, and interim periods within those annual periods. The Company will evaluate the effects that adoption of this ASU will have on its consolidated financial statements.

 

In January 2016, FASB issued ASU No. 2016-01, “Financial Instruments- Overall” (Topic 825-10). The amendments in this ASU address certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. They supersede the guidance to classify equity securities with readily determinable fair values into different categories (that is, trading or available-for-sale) and require equity securities (including other ownership interests, such as partnerships, unincorporated joint ventures, and limited liability companies) to be measured at fair value with changes in the fair value recognized through net income. An entity’s equity investments that are accounted for under the equity method of accounting or result in consolidation of an investee are not included within the scope of this Update. The amendments allow equity investments that do not have readily determinable fair values to be remeasured at fair value either upon the occurrence of an observable price change or upon identification of an impairment. The amendments also require enhanced disclosures about those investments. The amendments improve financial reporting by providing relevant information about an entity’s equity investments and reducing the number of items that are recognized in other comprehensive income. For public business entities, the amendments in this ASU are effective for financial statements issued for annual periods beginning after December 15, 2017, and interim periods within those annual periods. The Company will evaluate the effects, if any, that adoption of this ASU will have on its consolidated financial statements.

 

In November 2015, FASB issued ASU No. 2015-17, “Income Taxes - Balance Sheet Classification of Deferred Taxes” (Topic 740). The amendments in this ASU require that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position and apply to all entities that present a classified statement of financial position. The current requirement that deferred tax liabilities and assets of a tax-paying component of an entity be offset and presented as a single amount is not affected by the amendments in this ASU. For public business entities, the amendments in this Update are effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The Company adopted this ASU in the fourth quarter of 2015 and its adoption did not have a material impact on the Company’s consolidated financial statements.

 

In August 2015, FASB issued ASU No. 2015-15, “Interest-Imputation of Interest” (Subtopic 835-30). This ASU adds Securities and Exchange Commission (“SEC”) paragraphs pursuant to the SEC Staff Announcement at the June 18, 2015 Emerging Issues Task Force meeting about the presentation and subsequent measurement of debt issuance costs associated with line-of-credit arrangements. Given the absence of authoritative guidance within ASU No. 2015-03, “Interest—Imputation of Interest” (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, related to line-of-credit arrangements, the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The Company adopted this ASU in the third quarter of 2015 and its adoption did not have a material impact to the Company’s consolidated financial statements.

 

In August 2015, FASB issued ASU No. 2015-14, “Revenue from Contracts with Customers – Deferral of the Effective Date” (Topic 606). The amendments in this ASU defer the effective date of ASU No. 2014-09, “Revenue from Contracts with Customers,” for all entities by one year. Public business entities, certain not-for-profit entities, and certain employee benefit plans should apply the guidance in Update 2014-09 to annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Company will evaluate the effects, if any, that adoption of this ASU will have on its consolidated financial statements.

 

In May 2014, FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers” (Topic 606), which supersedes the revenue recognition requirements in ASC Topic 605, “Revenue Recognition,” and most industry-specific guidance. This ASU is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The ASU also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. The amendments in the ASU must be applied using one of two retrospective methods and are effective for annual and interim periods beginning after December 15, 2016. Early adoption is not permitted. The Company will evaluate the effects, if any, that adoption of this ASU will have on its consolidated financial statements.

 

Management does not believe that any other recently issued, but not yet effective, accounting standards upon adoption would have a material effect on the accompanying consolidated financial statements.
v3.3.1.900
Acquisition of Fph
 12 Months Ended
Dec. 31, 2015
Acquisition of Fph [Abstract]  
ACQUISITION OF FPH

NOTE 3 – ACQUISITION OF FPH

 

On April 12, 2013, the Company acquired all of the capital stock of FPH. FPH, through its wholly-owned subsidiary, Fillmore Pearl II, Ltd. (“FP II”), a Cayman Islands company, owns the vessel National Geographic Orion. FP II charters the vessel National Geographic Orion to Fillmore Pearl Investment Pty, Ltd, an Australian company that conducts tours in destinations around the world. The acquisition was made pursuant to a stock purchase agreement, dated as of April 17, 2013 (the “FPH Agreement”), by and between the Company and FPH’s shareholders. The purchase price under the FPH Agreement was approximately $30.0 million with $5.0 million paid in cash and financing of the remaining $25.0 million through an increase in its senior secured credit facility with DVB. The $25.0 million (as part of the Senior Debt) bears an interest rate of 5.02%, has a term of 80 months and is secured by principally all the assets of the Company. On May 8, 2015, using the proceeds from the Credit Agreement, the senior secured credit facility was paid in full.

 

The assets and liabilities of FPH have been recorded in the Company’s consolidated balance sheet at the seller’s historical carrying value.

 

Current assets acquired included cash, accounts receivable, inventory, other current assets and prepaids. Non-current assets included the vessel and other lesser property and equipment. Liabilities assumed included accrued liabilities and most significantly, unearned guest revenue related to future voyages.

 

The following details the carryover basis of the purchase price, as adjusted, for the acquisition of FPH (in thousands):

 

Cash $3,699 
Inventory  771 
Prepaid expenses and other current assets  2,018 
Property and equipment  53,302 
Accrued liabilities  (3,458)
Unearned revenue  (12,332)
Equity investment by common control parent  (13,823)
Total $30,177 
Less: net earnings of FPH while under common control  (177)
Total net assets acquired $30,000 

 

The following presents a summary of the purchase price consideration for the purchase of FPH (in thousands):

 

Cash $5,000 
Long-term debt  25,000 
Total Purchase Price Consideration $30,000 

 

The results of operations for FPH are reflected in the Company’s results in the accompanying consolidated statements of income from November 30, 2012, the date that CFMF acquired control of FPH. The acquisition of FPH represents a change in reporting entity and a transaction between entities under common control. The excess net book value of FPH’s assets and liabilities over the purchase price was accounted for as a deemed contribution by CFMF, as the common control parent, to the Company.
v3.3.1.900
Operating Rights
 12 Months Ended
Dec. 31, 2015
Operating Rights [Abstract]  
OPERATING RIGHTS

NOTE 4 – OPERATING RIGHTS

 

The total carrying value of the cupos that the Company is required to have in its possession is included as “Operating rights” on the accompanying consolidated balance sheets and was $6.2 million and $6.5 million as of December 31, 2015 and 2014, respectively. Amortization of operating rights was $0.3 million for the year ended December 31, 2015, which began in August 2015. The Company did not record amortization for the years ended December 31, 2014 and 2013.

 

Future amortization of operating rights are as follows:

 

For the Years Ended December 31, Operating Rights Amortization 
  (In thousands) 
2016 $725 
2017  725 
2018  725 
2019  725 
2020  725 
Thereafter  2,602 
 $6,227 
v3.3.1.900
Property and Equipment
 12 Months Ended
Dec. 31, 2015
Property, Plant and Equipment [Abstract]  
PROPERTY AND EQUIPMENT

NOTE 5 – PROPERTY AND EQUIPMENT

 

Property and equipment are as follows:

 

  As of December 31, 
(In thousands) 2015  2014 
Vessels and improvements $214,170  $200,037 
Furniture and equipment  8,169   7,803 
Leasehold improvements  1,439   1,438 
Total property and equipment, gross  223,778   209,278 
Less: Accumulated depreciation and amortization  (98,307)  (87,405)
Property and equipment, net $125,471  $121,873 

 

Total depreciation and amortization expense of the Company’s property and equipment for the years ended December 31, 2015, 2014 and 2013 were $11.3 million, $10.9 million and $11.2 million, respectively.

 

The Company has signed a definitive agreement to acquire a new vessel, the Via Australis, and place it in service in the fourth quarter of 2016. This vessel will replace the National Geographic Endeavour, which the Company expects to operate through the fourth quarter of 2016 and does not expect it to operate or have any salvage value beyond the fourth quarter of 2016. The Company evaluated the carrying value for the National Geographic Endeavour and its fixtures and determined that an impairment should not be recognized. The evaluation of the National Geographic Endeavour’s useful life as of December 31, 2015 indicated a shorter remaining useful life of less than one year versus the previous estimated remaining useful life of seven years. As a result, the Company estimates an accelerated depreciation of an additional $0.5 million per month through October 2016.
v3.3.1.900
Letters of Credit
 12 Months Ended
Dec. 31, 2015
Letters of Credit [Abstract]  
LETTERS OF CREDIT

NOTE 6 – LETTERS OF CREDIT

 

As of December 31, 2015 and 2014, the Company had $4.65 million in letters of credit outstanding with financial institutions in the amounts of $150,000, $1.0 million, and $3.5 million. The annual fee for letters of credit is 1% of the outstanding balance. The letters of credit are secured by a certificate of deposit maintained at the financial institutions. The $150,000 letter of credit matured on September 8, 2015 and was renewed with an extended maturity date of March 8, 2016. The $1.0 million letter of credit matured on June 30, 2015 and was renewed with an extended maturity date of June 30, 2016. The $3.5 million letter of credit matures on January 1, 2017.
v3.3.1.900
Participation Certificates
 12 Months Ended
Dec. 31, 2015
Participation Certificates [Abstract]  
PARTICIPATION CERTIFICATES

NOTE 7 – PARTICIPATION CERTIFICATES

 

During the year 2002, the Company completed a private placement and issued $3.7 million in “Participation Certificates” under Regulation D promulgated under securities laws. The Participation Certificates bear interest at a rate of 6% per annum and had an original maturity date of December 31, 2006, which was subsequently extended. In December of 2013, the Company redeemed $3.6 million representing the full amount of the outstanding balance of its Participation Certificates. Each Participation Certificate entitled its holder to receive “Travel Scrips”. Travel Scrips are credits toward the purchase of any tour, or trip offered to the public by the Company or any controlled affiliate of the Company, on the same terms and conditions (including availability) as offered to the public, at the most favorable price offered to the public at the time the holder makes the purchase. Travel Scrips unused in any year are cumulative without limitation as to time and may be freely transferred by holders. Travel Scrip obligations were $1.3 million and $1.4 million as of December 31, 2015 and 2014, respectively, and are reflected within accounts payable and accrued expenses in the consolidated balance sheet.
v3.3.1.900
Long-Term Debt
 12 Months Ended
Dec. 31, 2015
Long-Term Debt [Abstract]  
LONG-TERM DEBT

NOTE 8 – LONG-TERM DEBT

 

New Credit Facility

 

On May 8, 2015, Lindblad entered into a Credit Agreement with Credit Suisse as Administrative Agent and Collateral Agent for a $150.0 million facility in the form of a $130.0 million U.S. Term Loan and a $20.0 million Cayman Loan for the benefit of Lindblad’s foreign subsidiaries. The gross proceeds from the Loans, net of discounts, fees and expenses, were $139.5 million. The loans incurred interest at a rate based on an adjusted ICE Benchmark administration LIBO Rate (subject to a floor of 1.00%) plus a spread of 5.50%. The net proceeds from the term loan advances were used to repay Lindblad’s existing debt, fund a portion of the purchase consideration paid in connection with Lindblad’s purchase of the financial and equity interests owned by CFMF and for general corporate purposes.

 

On July 8, 2015, the Company entered into an amended and restated credit agreement with Credit Suisse as Administrative Agent and Collateral Agent increasing by $25.0 million the U.S. Term Loan to a $155.0 million facility (total facility of $175.0 million excluded $11.0 million in deferred financing costs) (“Amended Credit Agreement”). The gross proceeds net of discounts, fees and expenses from the larger Amended Credit Agreement were $24.7 million, which will be used for general corporate purposes. The Loans bear interest at a rate based on an adjusted ICE Benchmark administration LIBO Rate (subject to a floor of 1.00%) plus a spread of 4.50%. As of December 31, 2015, the interest rate was 5.50%. The Credit Agreement (i) requires the Company to satisfy certain financial covenants as set forth in the Amended Credit Agreement; (ii) limits the amount of indebtedness the Company may incur; (iii) limits the amount the Company may spend in connection with certain types of investments; and (iv) requires the delivery of certain periodic financial statements and an operating budget and (v) requires the mortgaged vessels and related inventory to be maintained in good working condition.. The U.S. Term Loan and the Cayman Loan both mature on May 8, 2021. As of December 31 2015, the Company was in compliance with the financial covenants.

 

On March 7, 2016, the Company entered into a second amended and restated credit agreement with Credit Suisse as Administrative Agent and Collateral Agent, amending its existing senior secured credit facility with Credit Suisse (“Restated Credit Facility”). The Restated Credit Facility provides for the Company’s existing $175.0 million senior secured first lien term loan facility and a new $45.0 million senior secured incremental revolving credit facility, which includes a $5.0 million letter of credit subfacility. The Company’s obligations under the Restated Credit Facility are secured by substantially all the assets of the Company.

 

Borrowings under the term loan facility will continue to bear interest at an adjusted ICE Benchmark administration LIBO Rate (subject to a floor of 1.00%) plus a spread of 4.50%. Borrowings under the Revolving Credit Facility will bear interest at an adjusted ICE Benchmark administration LIBO Rate plus a spread of 4.00%, or, at the option of the Company, an alternative base rate plus a spread of 3.00%. The Company is also required to pay a 0.50% annual commitment fee on undrawn amounts under the Revolving Credit Facility.

 

The Restated Credit Agreement contains the same financial and operational covenants as the Amended Credit Agreement.

 

The Revolving Credit Facility will mature on May 8, 2020, whereas the term loan facility matures on May 8, 2021. Borrowings under the Revolving Credit Facility will be used for general corporate and working capital purposes and related fees and expenses. As of March 7, 2016, the Company had no borrowings under the Revolving Credit Facility.

 

Senior Credit Facility

 

On October 16, 2007, Lindblad entered into a senior secured term loan (the “Original Senior Credit Facility”) with DVB for up to the maximum of the lesser of $35.0 million or an amount equal to 60% of the fair market value of Lindblad’s vessels. On July 19, 2012 and April 12, 2013, Lindblad amended and restated the Original Senior Credit Facility (“Senior Credit Facility”).

 

On May 8, 2015, using the proceeds from the loans (as discussed above), Lindblad paid off the Senior Credit Facility in full. The outstanding principal and accrued interest balance on the Senior Credit Facility was $39.8 million and $0.2 million, respectively.

 

Junior Credit Facility

 

On October 16, 2007, Lindblad entered into a junior secured term loan (the “Original Junior Credit Facility”) with DVB for up to the maximum of the lesser of $11.0 million or an amount equal to 76% of the fair market value of Lindblad’s vessels. On March 9, 2009, Lindblad entered into an amendment to its Original Junior Credit Facility (the “Amended Junior Credit Facility”). The amendment (a) named DVB as agent for new lenders – Cruise Ferry Master Fund I N.V., (b) increased the facility to a term loan of $15.0 million and a revolving loan of $10.0 million, and (c) extended the maturity of the junior facility to January 18, 2014. In consideration for this amendment and certain other accommodations under the terms of the Original Junior Credit Facility, Lindblad issued a warrant for the purchase of 60% of the fully diluted shares of Lindblad to CFMF. On January 19, 2010 and on July 19, 2012, Lindblad amended its Amended Junior Credit Facility.

 

On May 8, 2015, using the proceeds from the loans (as discussed above), Lindblad paid off the Amended Junior Credit Facility in full. The outstanding principal balance and accrued interest on the Junior Credit Facility was $20.0 million and $1.2 million.

 

For the years ended December 31, 2015, 2014 and 2013, total debt discount and deferred financing costs charged to amortization and interest expense was $3.6 million, $0.7 million and $2.1 million, respectively.

 

Long-Term Debt Outstanding

 

As of December 31, 2015 and 2014, the following long-term debt instruments were outstanding:

 

  As of December 31, 
  2015  2014 
(In thousands) Principal  

Discount

and Deferred Financing Costs, net

  Balance, net of discount  Principal  Discount  

Balance, net

of discount

 
Credit Facility $174,125  $9,682  $164,443  $-  $-  $- 
Senior Credit Facility  -   -   -   41,003   -   41,003 
Junior Credit Facility  -   -   -   20,000   4,313   15,687 
Total long-term debt  174,125   9,682   164,443   61,003   4,313   56,690 
Less current portion  1,750   -   1,750   4,934   -   4,934 
Total long-term debt, non-current $172,375  $9,682  $162,693  $56,069  $4,313  $51,756 

 

Future minimum principal payments of long-term debt are as follows:

 

Year Amount 
  (In thousands) 
2016 $1,750 
2017  1,750 
2018  1,750 
2019  1,750 
2020  1,750 
2021  165,375 
  $174,125 
v3.3.1.900
Income Taxes
 12 Months Ended
Dec. 31, 2015
Income Taxes [Abstract]  
INCOME TAXES

NOTE 9 — INCOME TAXES

 

The Company (a “C” Corporation) provides for income taxes based on the Federal and state statutory rates on taxable income. U.S. and foreign components of income before incomes taxes are presented below:

 

The components of our income (loss) before income taxes for the years ended December 31, 2015, 2014 and 2013 are comprised of the following:

 

  For the Years Ended December 31, 
(In thousands) 2015  2014  2013 
Domestic $(3,700) $1,930  $2,647 
Foreign  20,793   23,115   13,860 
Total $17,093  $25,045  $16,507 

 

The income tax provisions at December 31, 2015, 2014 and 2013 are comprised of the following:

 

  For the Years Ended December 31, 
(In thousands) 2015  2014  2013 
Current         
Federal $(38) $613  $1,256 
State  (3)  109   212 
Foreign - Other  805   1,789   288 
Total current 764  2,511  1,756 
Deferred            
Federal $(3,140) $283  $(61)
State  (247)  32   (6)
Foreign - Other  (26)  (26)  (26)
Total deferred (3,413) 289  (93)
Income tax (benefit) expense $(2,649) $2,800  $1,663 

 

A reconciliation of the U.S. federal statutory income tax (benefit) expense to the Company’s effective income tax provision is as follows:

 

  For the Years Ended December 31, 
  2015  2014  2013 
Tax provision at statutory rate – federal  35.0%  34.0%  34.0%
Tax provision at effective state and local rates  (1.5%)  0.4%  0.8%
Foreign tax rate differential  (46.5%)  (23.3%)  (28.7%)
GAAP gain transfer of assets  (15.3%)  0.0%  0.0%
Transaction costs  8.3%  0.0%  0.0%
subpart F income  5.2%  0.0%  0.0%
Uncertain tax provisions  0.2%  0.9%  0.8%
Valuation allowance  0.6%  (1.2%)  2.4%
Incentive stock options  0.0%  0.4%  0.8%
Other  (1.5%)  0.0%  0.0%
Total effective income tax rate  (15.5%)  11.2%  10.1%

 

The Company, through its parent Lindblad Expeditions, Inc. and a series of subsidiaries and affiliated entities in the U.S., the Cayman Islands, Ecuador and Australia are subject to US Federal, US state, Ecuadorian Federal and Australian Federal income taxes. The Cayman Islands do not impose federal or local income taxes.

 

Deferred tax assets (liabilities) at December 31, 2015 and 2014 are comprised of the following:

 

  As of December 31, 
(In thousands) 2015  2014 
Net operating loss carryforward $11,809  $7,448 
Property and equipment  (274)  (196)
Valuation allowance  (8,385)  (7,448)
Stock-based compensation  (50)  - 
Other  116   (1)
Deferred tax assets (liabilities) $3,216  $(197)

 

The Company recognizes valuation allowances to reduce deferred tax assets to the amount that is more likely than not to be realized. In assessing the likelihood of realization, management considers: (i) future reversals of existing taxable temporary differences; (ii) future taxable income exclusive of reversing temporary differences and carryforwards; (iii) taxable income in prior carryback year(s) if carryback is permitted under applicable tax law; and (iv) tax planning strategies. As of December 31, 2015, the Company had deferred tax assets related to Australian loss carryforwards of approximately $21.1 million and capital loss carryforwards of $6.8 million, which may be carried forward indefinitely. The Company also had deferred tax assets related to U.S. loss carryforwards of $13.4 million, which begin to expire in 2021. The Company excluded $4.2 million of U.S. net operating loss carryforwards from the calculation of the deferred tax assets presented above because it represents excess stock option deductions that did not reduce taxes payable in the U.S. The tax effect of these unrealized excess stock option deductions, if realized in the future, will result in an increase to paid-in capital rather than a reduction to the income tax expense. The timing and manner in which the Company will utilize the net operating loss carryforwards in any year, or in total, may be limited in the future as a result of changes in the Company’s ownership and any limitations imposed by the jurisdictions in which the Company operates.

We continued to assert our prior position regarding the repatriation of historical foreign earnings back to the U.S. Except for earnings that have been previously taxed in the U.S. under the subpart F rules and can be remitted to the U.S. without incurring additional income taxes, we currently have no intention to remit any additional undistributed earnings of our foreign subsidiaries in a taxable manner. As of December 31, 2015 and 2014, we have approximately $78.6 million and $61.0 million, respectively, of foreign undistributed earnings, respectively. Should additional amounts of our foreign subsidiaries’ undistributed earnings be remitted to the U.S. as taxable dividends, we would expect that this would result in additional U.S. tax at a statutory rate of up to 35% and offset by any potential foreign tax credits. Due to uncertainty surrounding the timing and manner in which such distributions could occur, it is not practicable to estimate the amount of such liability.

 

The Company is subject to income taxes in the U.S. and various state and foreign jurisdictions. Significant judgment is required in evaluating tax positions and determining the provision for income taxes. The Company establishes liabilities for tax-related uncertainties based on estimates of whether, and the extent to which, additional taxes may be due. These liabilities are established when the Company believes that certain positions might be challenged despite its belief that its tax return positions are fully supportable. The Company adjusts these liabilities in light of changing facts and circumstances, such as the outcome of a tax audit. The provision for income taxes includes the impact of changes to these liabilities.

 

The following is a tabular reconciliation of the total amounts of unrecognized tax benefits and does not include related interest and penalties for the years ended December 31, 2015, 2014 and 2013:

 

  For the Years Ended December 31, 
(In thousands) 2015  2014  2013 
Beginning of year $447  $263  $144 
Current year positions  26   194   123 
Currency adjustments  -   (10)  (4)
End of year $473  $447  $263 

 

The amount of uncertain tax positions that, if recognized, would impact the effective tax rate at December 31, 2015 and December 31, 2014 was $0.3 million. Any changes are not anticipated to have significant impact on the results of operations, financial position or cash flows of the Company. All of the Company’s uncertain tax positions, if recognized, would affect its income tax expense.

 

The Company is subject to tax audits in all jurisdictions for which it files tax returns. Tax audits by their very nature are often complex and can require several years to complete. Currently, there is a U.S. federal tax audit pending for 2013, and no state or foreign jurisdiction tax audits pending. The Company’s corporate U.S. federal and state tax returns from 2012 to 2014 remain subject to examination by tax authorities and the Company’s foreign tax returns from 2011 to 2014 remain subject to examination by tax authorities.
v3.3.1.900
Commitments and Contingencies
 12 Months Ended
Dec. 31, 2015
Commitments and Contingencies [Abstract]  
COMMITMENTS AND CONTINGENCIES

NOTE 10 – COMMITMENTS AND CONTINGENCIES

 

Lease Commitments

 

The Company leases office space and equipment under long-term leases, which are classified as operating leases.

 

Future minimum rental commitments, under non-cancellable operating leases as of December 31, 2015, inclusive of leases entered into in 2015, are as follows:

 

  Minimum Lease 
For the Years Ended December 31, Payments 
  (In thousands) 
2016 $841 
2017  856 
2018  752 
2019  609 
2020  609 
Thereafter  2,674 
  $6,341 

 

Rent expense was approximately $0.9 million, $0.8 million and $0.7 million for the years ended December 31, 2015, 2014 and 2013, respectively. These amounts are recorded within general and administrative expenses on the accompanying consolidated statements of income.

 

Fleet Expansion

 

During the third quarter of 2015, the Company signed a non-binding letter of intent to build two new coastal vessels with expected deliveries on target for the second quarter of 2017 and 2018, respectively. On December 2, 2015, the Company entered into two separate Vessel Construction Agreements, (collectively, the “Agreements”) with Ice Floe, LLC, a Washington limited liability company doing business as Nichols Brothers Boat Builders (the “Builder”). The Agreements provide for the Builder to construct two new 236-foot 100-passenger cruise vessels at a purchase price of $48.0 million and $46.8 million, respectively, payable monthly based on the value of the work performed through the end of the preceding month.

 

The Builder is required to deliver the vessels in the second quarter of 2017 and the second quarter of 2018, respectively, subject to extension for certain events, such as change orders. The risk of loss or damage to the vessels remains with the Builder until the vessel is delivered to and accepted by the Company. If the Builder fails to deliver either vessel within 30 days following the applicable delivery date, the Company is entitled to liquidated damages in the amount of $15,000 per day thereafter (not to exceed $500,000 for either vessel). The Agreements each provide for a one-year warranty of the vessels for defects in workmanship or materials under normal use and service, which is capped at $3.0 million in the aggregate for both vessels. The Company may terminate the applicable Agreements in the event the Builder fails to deliver the vessel within 180 days of the applicable due date or the Builder becomes insolvent or otherwise bankrupt. The Agreements also contain customary representations, warranties, covenants and indemnities.

 

Royalty Agreement – National Geographic

 

The Company is engaged in an alliance and license agreement with National Geographic, which allows the Company to use the National Geographic name and logo. In return for these rights, the Company is charged a royalty fee. The royalty fee is included within selling and marketing expense on the accompanying consolidated statements of income. The amount is calculated based upon a percentage of ticket revenue less travel agent commission, including the revenue received from cancellation fees and any revenue received from the sale of voyage extensions. A voyage extension occurs when a guest extends their trip with pre- or post-voyage hotel nights and is included within tour revenues on the accompanying consolidated statements of income. The royalty expense is recognized at the time of revenue recognition. See Note 2 – Summary of Significant Accounting Policies for a description of the Company’s revenue recognition policy. Royalty expense for the years ended December 31, 2015, 2014 and 2013 totaled $4.8 million, $4.1 million and $3.4 million, respectively.

 

The balances outstanding to National Geographic as of December 31, 2015 and 2014 are $1.3 million and $1.0 million, respectively, and are included in accounts payable and accrued expenses on the accompanying consolidated balance sheets.

 

In March 2015, Lindblad and National Geographic extended their alliance and license agreement until the year 2025. Payment of royalties earned during the extension period will be valued and recorded in the Company’s consolidated financial statements in a manner consistent with the foregoing disclosure.

 

In connection with the merger on July 8, 2015, the Company, Mr. Lindblad and National Geographic entered into a Call Option agreement where Mr. Lindblad agreed to grant National Geographic an option to purchase 2,387,499 of Mr. Lindblad’s shares in the Company as consideration for the assumption of the alliance and license agreements and the tour operator agreement. The Company recorded a $13.8 million long-term asset using a fair value of $5.76 per option share. The Company is amortizing the cost until March 31, 2020. For the year ended December 31, 2015, the Company recorded within selling and marketing expense on the consolidated statements of income, $1.4 million in amortization of the National Geographic fee. The asset was valued using a Black-Scholes valuation method with the following assumptions:

 

Stock price at July 9, 2015: $10.75 
Exercise price: $10.00 
Expected term:   5 years 
Volatility:  60%
Risk free rate:  1.58%
Dividend rate:  0%

 

Charter Commitments

 

From time to time, the Company enters into agreements to charter vessels onto which it holds its tours and expeditions. Future minimum payments on its charter agreements are as follows:

 

For the Years Ended December 31, Amount 
  (In thousands) 
2016 $8,053 
2017  7,135 
2018  2,248 
2019  1,482 
Total $18,918 

 

Royalty Agreement – Islander

 

Under a perpetual royalty agreement, the Company is obligated to pay annually a royalty based upon net revenues generated through tours conducted on the National Geographic Islander as provided in the table below.

 

Annual Net Revenue Royalty
Less than or equal to $6.0 million (minimum annual royalty payment) $225,000
Less than or equal to $7.0 million but more than $6.0 million $275,000
More than $7.0 million $275,000 + 5% of excess

 

Royalty payments from inception were charged against the contingent royalty obligation. Royalty payments in excess of the contingent royalty obligation were charged to cost of tours expenses. As of December 31, 2015 and 2014, there was no remaining balance of the contingent royalty obligation. Contingent royalty expense for the years ended December 31 2015, 2014 and 2013 was $0.7 million, $0.6 million and $0.6 million, respectively.

 

Other Commitments

 

The Company participates, with other tour operators, in the Consumer Protection Insurance Plan sponsored by the United States Tour Operators Association (“USTOA”). The USTOA requires a $1.0 million performance bond, letter of credit or assigned certificate of deposit from its members to insure this plan. The Company has assigned a $1.0 million letter of credit to the USTOA to satisfy this requirement. This letter of credit will be used only if the Company becomes insolvent and cannot refund its customers’ deposits.

 

The Company self-insures cancellation insurance extended to guests. Further, the Company contracts with an unrelated insurance company to administer the guest insurance program, which includes additional guest-related insurance coverage purchased by guests. In connection with the program, the Company has provided a $150,000 letter of credit to the insurance company to cover unpaid premiums.

 

Operational Agreement

 

The Company maintains an agreement with a third party in the Galápagos who provides operations support for the Company’s vessels stationed there. The agreement expired in 2014, and was renewed in 2015 for a five-year term as discussed below.

 

On February 11, 2015, the Company entered into a renewal agreement with Empresa Turistica Internacional C.A., the third-party company that provides advisory and administrative services along with the required actions for the secure and successful operation of the National Geographic Endeavour and National Geographic Islander in the Galápagos. This agreement is in effect from January 1, 2015 through December 31, 2019.

 

Legal Proceedings

 

The Company is involved in various claims, legal actions and regulatory proceedings arising from time to time in the ordinary course of business. Other than the matters set forth below, in the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on the combined financial position, results of operations or cash flows.

 

In November 2013, two shareholders of the Company holding minority interests filed a lawsuit against the Company and, derivatively, against its directors and certain of its lenders alleging, among other matters, a breach of the plaintiffs’ preemptive rights, conflicts of interest and breaches of fiduciary duty, all purportedly arising out of the Company’s 2009 and 2012 refinancings of its credit facilities, the grant in connection therewith to the Company’s lenders of a warrant to purchase stock of the Company, the adoption of the Company’s incentive stock option plan, and other transactions. The Company and the other defendants filed motions to dismiss. Prior to a ruling by the Court on the motions to dismiss, the parties entered into an agreement providing for the purchase by the Company of all the shares of Company stock held by plaintiffs and the settlement of all claims. Pursuant to the settlement agreement, the case was dismissed with prejudice in November 2014. In connection with the settlement and purchase of the plaintiffs’ shares, the Company paid $11.3 million in cash to the plaintiffs, net of amounts recovered through insurance.
v3.3.1.900
Employee Benefit Plan
 12 Months Ended
Dec. 31, 2015
Employee Benefit Plan [Abstract]  
EMPLOYEE BENEFIT PLAN

NOTE 11 – EMPLOYEE BENEFIT PLAN

 

The Company has a 401(k) profit sharing plan and trust for its employees. The Company matches 25% of employee contributions up to annual maximum of $1,800, $1,500 and $1,000 for 2015, 2014 and 2013, respectively. For the years ended December 31, 2015, 2014 and 2013, the Company’s benefit plan contribution amounted to $0.2 million, $0.1 million and $0.1 million, respectively. The benefit plan contribution is recorded within general and administrative expenses on the accompanying consolidated statements of income.
v3.3.1.900
Shareholders' Equity
 12 Months Ended
Dec. 31, 2015
Shareholders' Equity [Abstract]  
SHAREHOLDERS' EQUITY

NOTE 12 – SHAREHOLDERS’ EQUITY

 

Capital Stock

 

The Company has a total of 201,000,000 authorized shares of capital stock, consisting of 1,000,000 shares of preferred stock, $0.0001 par value and 200,000,000 shares of common stock, $0.0001 par value.

 

Contributions and Distributions

 

In connection with the common control merger of FPH, CFMF was deemed to have made a distribution to the Company of $24.0 million on November 30, 2012, representing the net assets of FPH. During December 31, 2012, DVB made a contribution to FPH of $2.1 million in cash. On April 11, 2013 the Company was deemed to have distributed to CFMF $12.3 million in connection with the Company’s purchase of FPH for cash and notes with the simultaneous removal of the FPH entity originally recorded with the common control merger.

 

Shares Subject to Redemption

 

The Company and certain of its stockholders who acquired shares through the exercise of stock options, entered into agreements providing for the redemption of outstanding shares at any time by the holder. Accordingly, these shares are subject to repurchase under the terms of these agreements. As a result of the merger, these stockholders agreed to relinquish their rights of any kind to cause the Company to repurchase the shares of the Company subject to redemption.

 

As of December 31, 2015, there were no shares and options outstanding subject to such redemption, with no aggregate redemption value. As of December 31, 2014, there were 1,912,833 shares and options outstanding subject to such redemption, with aggregate redemption values of $5.0 million. The Company had recorded this redemption obligation as a liability on the consolidated balance sheet.

 

Adoption of the 2015 Long-Term Incentive Plan

 

The Company’s Board of Directors adopted the 2015 Plan subject to shareholder approval, which was obtained on July 8, 2015. The 2015 Plan is administered by the Board, and allows the Company to issue up to 2,500,000 shares of common stock to employees, consultants and non-employee directors providing a valuable service to the Company. The 2015 Plan provides for the grant of stock options, including incentive stock options and nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, and other stock or cash-based awards. The Board has the authority to determine the amount and type of each award. The 2015 Plan expires on July 8, 2025. All options granted under the 2015 Plan will be at exercise prices not less than 100% of the fair market value of the Company’s common stock on the date of grant.

 

Restricted Shares and Restricted Share Units

 

Restricted shares are shares of stock granted to an employee for which sale is prohibited for a specified period of time. Restricted share units (“RSUs”) represent a promise to deliver shares to the employee at a future date if certain vesting conditions are met. The difference between RSUs and restricted shares is primarily the timing of the delivery of the underlying shares. A company that grants RSUs does not deliver the shares to the employee until the vesting conditions are met.

 

Under the 2015 Plan, four members of the Board were granted restricted shares and one member of the Board was granted RSUs on January 4, 2016. There were 6,660 restricted shares or RSUs granted to each member and they vest in three installments on August 8, 2016, 2017 and 2018 and are not subject to any performance-based conditions.

 

Based on the terms above, each share had a value of $11.26 per share for a total of $0.4 million for all five board members. Stock compensation of $0.4 million for all five board members will be amortized over the service period between January 4, 2016 and August 8, 2018. The amortization of the stock compensation for all board members is expected to be approximately $0.1 million per year.

 

Stock Options

 

The fair value of stock options is amortized on a straight line basis over the requisite service periods of the respective awards. Stock-based compensation expense related to stock options was $4.9 million, $0.3 million and $0 for the years ended December 31, 2015, 2014 and 2013, respectively. Stock compensation expense is included within general and administrative expenses on the accompanying consolidated statements of income. As of December 31, 2015, the unamortized value of options was $11.0 million and is expected to be expensed over a period of 2.6 years.

 

On December 11, 2014, the Company granted stock options for the purchase of 13,480 shares of its Class A common stock at an exercise price of $498 per share under the 2012 Stock Incentive Plan (the “Lindblad Plan”) to two officers of the Company. At the merger date, the Company assumed the 13,480 outstanding Lindblad stock options granted under the Lindblad Plan and converted such options into options to purchase an aggregate of 3,821,696 shares of common stock of the Company with an exercise price of $1.76 per share. Under the assumption agreement, the exercise proceeds, service period and other terms remained the same, except for the vesting dates and option term. There were no incremental costs resulting from the modification of the equity awards and the requisite service is expected to be rendered with no change in the service period. Therefore, the total recognized compensation cost for the equity awards remains the fair value at the original grant date (ASC 718-20). The original grant date value per share for the equity awards was $1,423.62 per share and at the merger date, the original grant date value was converted to $3.81 per share.

 

During September 2015, 1,272,625 option shares vested and were exercised. The option shares were issued using cashless transactions, approved by management, and were used in exchange for the required exercise proceeds and payment of any related payroll withholding taxes. Using a fair value of $9.30 per share and an exercise price of $1.76 per share, 240,841 shares were transferred to provide the $2.2 million in exercise proceeds required for the transactions. Using a fair value of $9.30 per share, 524,662 shares were transferred to provide the $4.9 million in proceeds required to pay the payroll withholding taxes for the transactions. The balance of the option shares of 507,122 shares were issued as a result of the transactions.

 

The Company estimated the fair value of employee stock options using the Black-Scholes option pricing model. The fair values of employee stock options granted under the Lindblad Plan and 2015 Plan were estimated using the following assumptions:

 

  December 11, 2014
Option Grants		  November 10, 2015
Option Grants		 
Stock price $5.02  $10.58 
Exercise price $1.76  $10.58 
Dividend yield  0%  0%
Expected volatility  60.0%  60.0%
Risk-free interest rate  2.19%  1.72%
Expected term  5.11 years   5.11 years 

 

The following table is a summary of activity under the Lindblad Plan and 2015 Plan:

 

     Weighted  Weighted  Weighted    
     Average  Average  Average  Aggregate 
     Exercise  Grant Date  Contractual  Intrinsic 
  * Shares  * Price  * Fair Value  Life (Years)  * Value 
                
Options outstanding as of December 31, 2012  1,992,782  $0.11  $3.27   10.0  $6,622,583 
Granted  -   -   -         
Exercised  -   -   -         
Forfeited  -   -   -         
Options outstanding as of December 31, 2013  1,992,782  0.11  $3.27   9.0  6,926,869 
Granted  3,821,696   1.76   3.81         
Exercised  (1,182,798)  0.11   3.27         
Forfeited  -   -   -         
Options outstanding as of December 31, 2014  4,631,680  1.47  $3.72   9.7  16,315,198 
Granted  300,000   10.58   5.54         
Exercised  (2,082,609)  1.12   3.60         
Forfeited  -   -   -         
Options outstanding as of December 31, 2015  2,849,071  $2.69  $9.02   3.7  $18,032,173 
                     
Vested and expected to vest after December 31, 2015  2,849,071  $2.69  $9.02   3.7  $18,032,173 
                     
Exercisable as of December 31, 2012  1,992,782  $0.11  $3.27         
Vested  -   -   -         
Exercised  -   -   -         
Forfeited  -   -   -         
Exercisable as of December 31, 2013  1,992,782  0.11  3.27         
Vested  -   -   -         
Exercised  (1,182,798)  1.12   3.60         
Forfeited  -   -   -         
Exercisable as of December 31, 2014  809,984  0.11  3.27         
Vested  1,272,625   1.76   3.81         
Exercised  (2,082,609)  1.12   3.60         
Forfeited  -   -   -         
Exercisable as of December 31, 2015  -                 

 

*Option shares and values were adjusted for conversion at the merger date, July 8, 2015.
v3.3.1.900
Related Party Transactions - Shareholder Loans
 12 Months Ended
Dec. 31, 2015
Related Party Transactions - Shareholder Loans [Abstract]  
RELATED PARTY TRANSACTIONS - SHAREHOLDER LOANS

NOTE 13 – RELATED PARTY TRANSACTIONS – SHAREHOLDER LOANS

 

Other than as described below, since January 1, 2015, the Company has not entered into, and there are no currently proposed, related party transactions.

 

Capitol Acquisition Corp. II

 

In February 2011, Capitol issued 4,417,684 shares of common stock to Capitol Acquisition Management 2 LLC (an affiliate of Mark D. Ein, Capitol’s former Chief Executive Officer and a the current Chairman of the Company) for $25,000 in cash, at a purchase price of approximately $0.006 share, in connection with Capitol’s organization. In March 2013, Capitol’s sponsor contributed an aggregate of 105,184 shares of Capitol’s common stock to Capitol’s capital, resulting in its sponsor owning an aggregate of 4,312,500 founder’s shares. The sponsor received no consideration for this contribution. Such contribution was made solely to maintain the sponsor’s collective 20% ownership interest in Capitol’s shares of common stock based on the current size of Capitol’s initial public offering. Thereafter, also in March 2013, Capitol’s sponsor transferred an aggregate of 1,078,126 founder’s shares to Capitol’s then executive officers and directors. In April 2013, Capitol’s sponsor and L. Dyson Dryden (Capitol’s former Chief Financial Officer and a current director of the Company) transferred an aggregate of 22,998 founder’s shares to Messrs. Calcano, Donaldson and Sodha (each a former director of Capitol), resulting in Capitol’s sponsor owning an aggregate of 3,222,875 founder’s shares and Mr. Dryden owning an aggregate of 974,626 founder’s shares. The sponsor received no consideration for these transfers. In May 2013, Capitol effected a stock dividend of 0.2 shares for each outstanding share of common stock, resulting in Capitol’s sponsor and officers and directors holding an aggregate of 5,175,000 founder’s shares, of which 175,000 shares were subsequently forfeited.

 

All of the initial shares of common stock issued by Capitol to its sponsor and initial stockholders (Capitol Acquisition Management 2 LLC, L. Dyson Dryden, Lawrence Calcano, Richard C. Donaldson and Piyush Sodha) were placed in escrow with Continental Stock Transfer & Trust Company, as escrow agent, until one year after the date of the consummation of the Capitol’s merger with Lindblad (July 8, 2016) or earlier if, the last sales price of its common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations and recapitalizations) for any 20 trading days within any 30-trading day period commencing at least 150 days after July 8, 2015 or the Company consummates a subsequent liquidation, merger, share exchange or other similar transaction which results in all of its stockholders having the right to exchange their shares of common stock for cash, securities or other property. In addition, initial shares held in escrow include certain founder forfeiture shares which are subject to forfeiture in the event the last sales price of our stock does not equal or exceed $13.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period within four years following July 8, 2015. Such founder forfeiture shares will be released from escrow at the same time as the other initial shares to the extent they have been earned at such time.

 

Commencing on May 10, 2013, Capitol paid Venturehouse Group, LLC, an affiliate of Mark D. Ein, a fee of $7,500 per month for providing Capitol with office space and certain office and administrative services through the initial business combination of July 8, 2015. This arrangement was solely for Capitol’s benefit and was not intended to provide Mr. Ein compensation in lieu of a salary. For the years ended December 31, 2015, 2014 and 2013, the aggregate cash fee paid to Venturehouse Group, LLC was $45.0 thousand, $90.0 thousand and $62.4 thousand, respectively.

 

To meet Capitol’s working capital needs, from time to time, Capitol’s officers, directors, initial stockholders or their affiliates loaned Capitol funds in their sole discretion prior to the initial business combination. The aggregate amount of the loans was approximately $1.6 million. All loans were repaid upon consummation of the Company’s initial business combination, without interest, with the exception of $0.5 million of the notes that were converted into warrants at a price of $1.00 per warrant at such time.

 

The holders of Capitol’s initial shares, as well as the holders of the sponsor warrants and all note conversion warrants are entitled to registration rights pursuant to an agreement signed in connection with Capitol’s initial public offering. The Company filed a Form S-3 resale registration statement required by such registration rights agreement that was declared effective by the SEC on September 16, 2015.

 

Capitol reimbursed its officers and directors for reasonable out-of-pocket business expenses incurred by them in connection with certain activities on its behalf such as identifying and investigating possible target businesses and business combinations prior to the initial business combination. As of July 8, 2015, December 31, 2014 and December 31, 2013, Capitol had reimbursed its initial stockholders approximately $53.8 thousand, $38.2 thousand and $26.0 thousand, respectively, for out-of-pocket business expenses incurred by them in connection with activities on its behalf.

 

Other than the fees described above and reimbursable out-of-pocket expenses payable to Capitol’s officers and directors, no compensation or fees of any kind, including finder’s fees, consulting fees or other similar compensation, were paid to any of Capitol’s initial stockholders, including its officers or directors, or to any of their respective affiliates, prior to or for services rendered in connection with the business combination.

 

Lindblad Expeditions, Inc.

 

On November 3, 2014, Lindblad and Sven-Olof Lindblad entered into a certain Loan and Security Agreement (“Loan Agreement”) and a certain Promissory Note made by Mr. Lindblad in favor of Lindblad for a maximum aggregate principal amount of up to $3.5 million. The interest rates of the Promissory Note were the applicable federal rate for loans of equal tenor for the months in which amounts were provided to Mr. Lindblad by Lindblad, as published by the Internal Revenue Service for purposes of Section 1274(d) of the Internal Revenue Code. Mr. Lindblad pledged his right, title and interest in and to all of the issued and outstanding shares of capital stock of Lindblad held by him to Lindblad as collateral for repayment of the Promissory Note. The Promissory Note was satisfied and the Loan Agreement terminated on March 9, 2015 pursuant to the Assignment and Assumption Agreement described below. Prior to such satisfaction and termination, approximately $2.8 million had been advanced by Lindblad to Mr. Lindblad and no principal or interest had been repaid by Mr. Lindblad.

 

On March 9, 2015, Mr. Lindblad and Lindblad entered into an Assignment and Assumption Agreement pursuant to which Mr. Lindblad (i) assigned and transferred to Lindblad his right to receive a $5.0 million fee payable by DVB and (ii) exercised his outstanding option to purchase 2,857 shares of Lindblad’s stock for an aggregate exercise price of $92.5 thousand. In exchange for the assignment to Lindblad of the fee payable by DVB, all of Mr. Lindblad’s obligations under the Loan Agreement described above were deemed satisfied in full, the Loan Agreement and related Promissory Note were terminated, and Mr. Lindblad’s obligation to pay the aggregate exercise price for the exercise of the option described above was satisfied in full. Following receipt of the fee from DVB, Lindblad paid to Mr. Lindblad an amount equal to (a) the fee paid by DVB, less (b) the outstanding amount of principal and interest owed under the Loan Agreement at the time of entry into the Assignment and Assumption Agreement, the aggregate exercise price payable in connection with the exercise of the option, and a collection premium equal to one percent of the outstanding amount of principal and interest payable in connection with the loan, and less (c) any required withholding taxes.

 

Prior to the debt refinancing and the completion of the purchase of CFMF on May 8, 2015, CFMF served as the junior lender pursuant to Lindblad’s junior credit facility. CFMF was deemed to have control of Lindblad through (a) CFMF’s possession of a warrant to purchase 60% of Lindblad for nominal consideration that could be exercised at any time and (b) a shareholder agreement between CFMF and Lindblad under which CFMF was declared to be in control of Lindblad and for which CFMF was awarded two of the three seats on Lindblad’s Board of Directors. On December 11, 2014, Lindblad entered into a Profit Participation Loan Purchase Agreement with DVB, a Profit Participation Rights Purchase Agreement with Buss Kreuzfahrtfonds 1 GmbH & Co. KG and Buss Kreuzfahrtfonds 2 GmbH& Co. KG, and a Stock Purchase Agreement with Cruise/Ferry Finance Partners Private Foundation. These three agreements enabled Lindblad to purchase the financial and equity interests in CFMF in order to recapture and extinguish a warrant to purchase 60% of the outstanding equity of Lindblad on a fully diluted basis. On December 11, 2014, the date of the purchase agreements, an initial payment of $25.0 million was made to DVB under the Profit Participation Loan Purchase Agreement. The remaining payments of (i) $22.7 million to DVB, (ii) $48.4 million to Buss Kreuzfahrtfonds 1 GmbH & Co. KG and Buss Kreuzfahrtfonds 2 GmbH & Co. KG, as increased by $339,100 per month from December 31, 2014 until the close of the transaction, and (iii) $1.00 to Cruise/Ferry Financing Partners Private Foundation were made on May 8, 2015. DVB served as agent and security trustee under Lindblad’s credit facilities prior to the refinancing on May 8, 2015, and was one of the Senior Lenders under the then current senior credit facility. In connection with the purchase of CFMF completed on May 8, 2015, the senior credit facility was paid off and the junior credit facility was cancelled.

 

Lindblad and National Geographic collaborate on exploration, research, technology and conservation in order to provide travel experiences and disseminate geographic knowledge around the globe. The Lindblad/National Geographic alliance is set forth in (i) an Alliance and License Agreement and (ii) a Tour Operator Agreement. During 2015, Lindblad paid an aggregate of $4.8 million to National Geographic under these agreements which is included within selling and marketing expenses on the accompanying consolidated statements of income. The extension of the agreements between Lindblad and National Geographic in connection with the mergers was contingent on the execution by Mr. Lindblad of an option agreement granting National Geographic the right to purchase from Mr. Lindblad, for a per share price of $10.00 per share, five percent of the issued and outstanding shares of Capitol’s common stock as July 8, 2015, including all outstanding options, warrants or other derivative securities (excluding options granted under the 2015 Plan, 15,600,000 shares issuable upon the exercise of warrants and 1,250,000 shares of escrowed common stock, unless such escrowed shares are released from escrow, in which case such shares will be included in the 5% calculation).

 

In connection with the mergers, the stockholders of Capitol prior to its initial public offering — Capitol Acquisition Management 2 LLC, L. Dyson Dryden, Lawrence Calcano, Richard C. Donaldson and Piyush Sodha —collectively agreed to make a charitable contribution of an aggregate of 500,000 founder’s shares in Capitol to the Lindblad Expeditions – National Geographic Joint Fund for Exploration and Conservation (“LEX-NG Fund”), established by National Geographic, for no additional consideration. The LEX-NG Fund is managed jointly by a Lindblad staff member and a National Geographic staff member and the board is comprised of five members with Mr. Lindblad acting as Chairman.
v3.3.1.900
Subsequent Events
 12 Months Ended
Dec. 31, 2015
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

NOTE 14 – SUBSEQUENT EVENTS

 

On March 7, 2016, the Company entered into a Restated Credit Agreement, amending its Restated Credit Facility. The Restated Credit Facility provides for the Company’s existing $175.0 million senior secured first lien term loan facility and a new $45.0 million Revolving Credit Facility, which includes a $5.0 million letter of credit subfacility. The Company’s obligations under the Restated Credit Facility are secured by substantially all the assets of the Company (see Note 8 – Long-Term Debt).
v3.3.1.900
Quarterly Financial Data - Unaudited
 12 Months Ended
Dec. 31, 2015
Quarterly Financial Data - Unaudited [Abstract]  
QUARTERLY FINANCIAL DATA - UNAUDITED

NOTE 15 – QUARTERLY FINANCIAL DATA – UNAUDITED

 

The following presents quarterly financial data for the fiscal periods ended December 31, 2015 and 2014:

  

  Fiscal Year 2015 
  First  Second   Third   Fourth     
(In thousands, except per share data)  Quarter  

Quarter

  

Quarter

  

Quarter

  Fiscal Year 
                
Tour revenues $55,421  $49,531  $58,561  $46,472  $209,985 
Gross profit $31,019  $28,045  $33,118  $22,386  $114,568 
Net income (loss) $6,933  $8,835  $4,416  $(442) $19,742 
Diluted earnings (loss) per share $0.16  $0.20  $0.10  $(0.01) $0.43 

 

  Fiscal Year 2014 
  First  Second  Third  Fourth   
(In thousands, except per share data) Quarter  Quarter  Quarter  Quarter  Fiscal Year 
                     
Tour revenues $51,375  $50,791  $51,540  $44,753  $198,459 
Gross profit $29,398  $26,690  $28,946  $23,423  $108,457 
Net income $8,395  $5,164  $7,280  $1,406  $22,245 
Diluted earnings per share $0.16  $0.10  $0.14  $0.03  $0.44 
 
v3.3.1.900
Summary of Significant Accounting Policies (Policies)
 12 Months Ended
Dec. 31, 2015
Summary of Significant Accounting Policies [Abstract]  
Basis of Presentation

Basis of Presentation

 

The accompanying consolidated financial statements and footnotes as of December 31, 2015 and 2014 and for the years ended December 31, 2015, 2014 and 2013 have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The merger with Lindblad has been accounted for as a reverse acquisition in accordance with U.S. GAAP, Financial Accounting Standards Board (“FASB”), Accounting Standards Codification (“ASC”) 805-40-45. Under this method of accounting, Capitol has been treated as the “acquired” company for financial reporting purposes. This determination was primarily based on Lindblad comprising the ongoing operations and assets of the combined entity and Lindblad senior management comprising the senior management of the combined company. In accordance with guidance applicable to these circumstances, the merger has been considered to be a capital transaction in substance. Accordingly, for accounting purposes, the merger has been treated as the equivalent of Lindblad issuing shares for the net assets of Capitol, accompanied by a recapitalization. The net assets of Capitol have been stated at historical cost, with no goodwill or other intangible assets recorded. Operations prior to the merger are those of Lindblad. Additionally, the historical financial statements of Lindblad are now reflected as those of the Company.
Principles of Consolidation

Principles of Consolidation

 

The consolidated financial statements of the Company as of December 31, 2015 included Lindblad Expeditions Holdings, Inc. and its wholly-owned subsidiaries. The consolidated financial statements of the Company as of December 31, 2014 and 2013 included Lindblad, its wholly-owned subsidiary, Lindblad Maritime Enterprises, Ltd (“LME”), a Cayman Islands corporation, as well as the subsidiaries of LME, and Sea Lion and Sea Bird as variable interest entities (“VIEs”). Lindblad controlled the activities which most significantly impacted the economic performance of Sea Lion and Sea Bird. Lindblad determined itself to be the primary beneficiary and accordingly, these entities were determined to be VIEs. All significant inter-company accounts and transactions have been eliminated in consolidation. The VIEs were transferred to Lindblad and became wholly-owned subsidiaries of the Company at the merger date, July 8, 2015.
Reclassifications

Reclassifications

 

Certain items in the consolidated financial statements of the Company have been reclassified to conform to the 2015 classification. The reclassifications had no effect on previously reported results of operations or retained earnings.
Use of Estimates

Use of Estimates

 

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the consolidated financial statements, and also affect the amounts of revenues and expenses reported for each period. Actual results could differ from those which result from using such estimates. Management utilizes various estimates, including but not limited to determining the estimated lives of long-lived assets, determining the fair value of assets acquired and liabilities assumed in business combinations, the fair value of the Company’s common stock and related warrants, the valuation of securities underlying stock-based compensation, income tax expense, the valuation of deferred tax assets, the value of contingent consideration and to assess its litigation, other legal claims and contingencies. The results of any changes in accounting estimates are reflected in the consolidated financial statements in the period in which the changes become evident. Estimates and assumptions are reviewed periodically and the effects of revisions are reflected in the period that they are determined to be necessary.
Revenue Recognition

Revenue Recognition

 

Tour revenues consist of guest ticket revenues recognized from the sale of guest tickets, and other revenues from the sale of pre- and post-expedition excursions, hotel accommodations, land-based expeditions, air transportation to and from the ships, goods and services rendered onboard that are not included in guest ticket prices, trip insurance, and cancellation fees. Revenue from the sale of guest tickets and other revenue are recognized gross, as the Company has the primary obligation in the arrangement, has discretion in supplier selection, and is involved in the determination of the service specifications.

 

The Company’s tour guests remit deposits in advance of tour embarkation. Guest tour deposits consist of guest ticket revenues as well as revenues from the sale of pre- and post-expedition excursions, hotel accommodations, land-based expeditions, air transportation to and from the ships and trip insurance. Guest tour deposits represent unearned revenues and are initially included in unearned passenger revenue in the consolidated balance sheet when received. Guest deposits are subsequently recognized as tour revenues on the date of embarkation. Tour expeditions average ten days in duration. For tours in excess of ten days, the Company recognizes revenue based upon expeditions days earned. Guest cancellation fees are recognized as tour revenues at the time of the cancellation. Revenues from the sale of additional goods and services rendered onboard are recognized upon purchase.
Insurance

Insurance

 

The Company maintains insurance to cover a number of risks including illness and injury to crew, guest injuries, pollution, other third-party claims in connections with its tour expedition activities, damages to hull and machinery for each of its vessels, war risks, workers’ compensation, employee health, directors and officers liability, property damages and general liabilities for third-party claims. The Company recognizes insurance recoverables from third-party insurers for incurred expenses at the time the recovery is probable and upon realization for amounts in excess of incurred expenses. All of the Company’s insurance policies are subject to coverage limits, exclusions and deductible levels.

 

The Company self-insures for medical insurance claims up to $60,000 and cancellation insurance extended to guests. The Company has Stop Loss coverage for medical claims in excess of the $60,000 amount. In 2015, the Company recorded a liability for Incurred-But-Not-Recorded (“IBNR”) medical claims, which was determined based on claims experience over the prior three years. The Company uses an insurance company to manage passenger insurance purchased to cover a variety of insurable losses including cancellations, interruption, missed connections, travel delays, accidental death and dismemberment, medical coverage and baggage issues. The Company is self-insured for the claims only which cover cancellations, interruption, missed connections and travel delays. The required reserve was determined based on claims experience over the prior four years. While the Company believes its estimated IBNR and accrued claims reserves are adequate, the ultimate losses may differ.

 

The Company participates in a traditional marine industry reinsurance solution for liability exposure through their Protection and Indemnity (“P&I Club”) Reinsurers, which are similar mutual marine P&I Club’s that join and severally indemnify each other to provide discounted primary and excess Protection and Indemnity coverage to club members. The resulting aggregated surplus of the clubs combines to provide the Company with below market primary and high excess liability coverage for covered losses. For consideration of long-term below market P&I rates, the joint and several liability obligation requires the down stream indemnification by their members, including the Company.
Selling and Administrative Expense

Selling and Administrative Expense

 

Selling expenses include commissions and a broad range of advertising and marketing expenses. These include direct mail, print and online advertising costs, as well as costs associated with website development and maintenance. Also included are social media and corporate sponsorship costs. Advertising is charged to expense as incurred. Advertising expenses totaled $12.9 million, $12.5 million and $12.1 million for the years ended December 31, 2015, 2014 and 2013, respectively. The largest component of advertising expense was direct mail, which totaled $5.8 million, $5.8 million and $5.5 million for the years ended December 31, 2015, 2014 and 2013, respectively.

 

Administrative expenses represent the costs of our shore-side vessel support, reservations and other administrative functions, and incudes salaries and related benefits, professional fees, and occupancy costs, which are typically expensed as incurred.

 
Earnings per Common Share

Earnings per Common Share

 

Earnings per common share are computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share are computed using the weighted average number of common shares and, if dilutive, potential common shares outstanding during the period. Potential common shares consist of the dilutive incremental common shares issuable upon the exercise of stock options (if such option is an equity instrument, using the treasury stock method). For the year ended December 31, 2015, the Company determined, using the treasury method, there were 657,558 dilutive common shares related to stock options. For the years ended December 31, 2014 and 2013, the Company determined there were no dilutive potential common shares.

 

In 2014 and 2013, the two-class method was used in the calculation of basic and diluted earnings per share. Under the two-class method, earnings per common share were allocated to the Class A (common as a result of the merger) and Class B common shareholders of Lindblad based on the weighted average shares outstanding.

 

On July 8, 2015, as a result of the mergers, in accordance with FASB ASC 805-40-45 and related to the reverse merger treatment and recapitalization, all historical weighted average common shares were adjusted by the exchange ratios established by the merger agreement.

 

Weighted average shares outstanding after the mergers excluded the shares underlying the outstanding warrants. The warrants have an exercise price of $11.50 per share and were anti-dilutive.

 

Basic weighted average shares outstanding prior to the mergers included the shares underlying a warrant to purchase 60% of the outstanding common shares. As the shares underlying this warrant could have been issued for little consideration (an aggregate exercise price of $10.00), these shares were formerly deemed to be issued for purposes of basic earnings per share. Effective May 8, 2015, in connection with Lindblad closing on a transaction to purchase 100% of Cruise/Ferry Master Fund I, N.V. (“CFMF”), the warrant was cancelled. On July 8, 2015, as a result of the merger agreement, and the reverse merger treatment and recapitalization, these shares were not considered part of the recapitalization and therefore not included in basic or dilutive weighted average shares outstanding. For the years ended December 31, 2015, 2014 and 2013, the Company excluded 1,912,833 (converted from 6,747 shares as a result of the merger) shares of common stock as these shares were subject to the warrants described above.

 

For the years ended December 31, 2015, 2014 and 2013, the Company calculated earnings per share in accordance with FASB ASC 260 and 805-40-45 as follows:

 

  For the Years Ended December 31, 
(In thousands, except per share data) 2015  2014  2013 
Net income for basic and diluted earnings per share $19,742  $22,245  $14,844 
             
Weighted average shares outstanding:            
Shares outstanding, weighted for time outstanding  44,917,829   50,878,894   51,106,436 
Total weighted average shares outstanding, basic  44,917,829   50,878,894   51,106,436 
             
Effect of dilutive securities:            
Assumed exercise of stock options, treasury method  657,558   -   - 
Dilutive potential common shares  657,558   -   - 
Total weighted average shares outstanding, diluted  45,575,387   50,878,894   51,106,436 
             
Common stock            
Net income available to common stockholders $19,742  $19,551  $12,988 
             
Weighted average shares outstanding            
Basic  44,917,829   44,717,759   44,717,759 
Diluted  45,575,387   44,717,759   44,717,759 
             
Earnings per share            
Basic $0.44  $0.44  $0.29 
Diluted $0.43  $0.44  $0.29 
             
Class B common stock            
Net income available to Class B common stockholders $-  $2,694  $1,856 
             
Weighted average shares outstanding            
Basic  -   6,161,135   6,388,677 
Diluted  -   6,161,135   6,388,677 
             
Earnings per share            
Basic $-  $0.44  $0.29 
Diluted $-  $0.44  $0.29 

  

As of December 31, 2015, there were 45,224,881 shares outstanding. Upon completion of the mergers on July 8, 2015, the Company had 44,717,759 shares of common stock outstanding. The Company is authorized to issue 200,000,000 shares of common stock, par value $0.0001, and 1,000,000 shares of preferred stock, par value $0.0001. The Company’s Board of Directors adopted the 2015 Long-Term Incentive Plan (the “2015 Plan”), subject to shareholder approval, which was obtained on July 8, 2015. The 2015 Plan includes the authority to issue up to 2,500,000 shares of LEX’s common stock under the 2015 Plan. In connection with the mergers with Lindblad, certain stock options previously granted by Lindblad under the Lindblad Expeditions, Inc. 2012 Stock Incentive Plan (the “Lindblad Plan”) were assumed and converted into options to purchase shares of the Company’s common stock. As of December 31, 2015, options to purchase an aggregate of 2,849,071 shares of the Company’s common stock with a weighted average exercise price of $2.69 per share were outstanding. As of December 31, 2015, 14,008,382 warrants to purchase common stock at a price of $11.50 per share were outstanding.
Cash and Cash Equivalents

Cash and Cash Equivalents

 

The Company considers all highly liquid instruments with an original maturity of three months or less, as well as deposits in financial institutions, to be cash and cash equivalents.
Concentration of Credit Risk

Concentration of Credit Risk

 

The Company maintains cash in several financial institutions in the U.S. and other countries which, at times, may exceed the federally insured limits. Accounts held in the U.S. are guaranteed by the Federal Deposit Insurance Corporation up to certain limits. The Company has not experienced any losses in such accounts. As of December 31, 2015 and 2014, the Company’s cash held in financial institutions outside of the U.S. amounted to $3.9 million and $2.5 million, respectively.
Restricted Cash and Marketable Securities

Restricted Cash and Marketable Securities

 

Included in “Restricted cash and marketable securities” on the accompanying consolidated balance sheets are restricted cash and marketable securities, consisting of six-month certificates of deposit and short-term investments. Restricted cash and marketable securities consist of the following:

 

  As of December 31, 
(In thousands) 2015  2014 
Restricted cash and marketable securities:      
Credit negotiation and credit card processor reserves $5,030  $5,030 
Federal Maritime Commission escrow  2,233   2,115 
Certificates of deposit and other restricted securities  1,197   1,190 
Total restricted cash and marketable securities $8,460  $8,335 

 

The amounts held in restricted cash and marketable securities represent principally funds required to be held in certificates of deposit by certain vendors and regulatory agencies and are classified as restricted assets since such amounts cannot be used by the Company until the restrictions are removed by those vendors and regulatory agencies. Interest income is recognized when earned.

 

The Company has classified marketable securities, principally money market funds, as trading securities which are recorded at market value. Unrealized gains and losses are included in current operations. Gains and losses on the disposition of securities are recognized by the specific identification method in the period in which they occur.

 

In order to operate guest tour expedition vessels from U.S. ports, the Company is required to post a performance bond with the Federal Maritime Commission or escrow all unearned guest deposits in restricted accounts. To satisfy this requirement, the Company entered into an agreement with a financial institution to escrow all unearned guest revenues collected for sailings from U.S. ports.

 

A $5.0 million cash reserve at December 31, 2015 and 2014 is required for credit card deposits by third-party credit card processors. The above arrangements are included in restricted cash and marketable securities on the accompanying consolidated balance sheets.

 

Amounts in the escrow accounts include cash, certificates of deposit, and marketable securities. Cost of these short-term investments approximates fair value.
Inventories and Marine Operating Supplies

Inventories and Marine Operating Supplies

 

Inventories consist primarily of gift shop merchandise and other items for resale and are stated at the lower of cost or net realizable value. Cost is determined using the first-in, first-out method.

 

Marine operating supplies consist primarily of fuel, provisions, spare parts, items required for maintenance, and supplies used in the operation of marine expeditions. Marine operating supplies are stated at the lower of cost or net realizable value. Cost is determined using the first-in first-out method.

 

In the third quarter of 2015, the Company adjusted cost of tours by $0.3 million due to a change in application of accounting procedures, and reclassified $0.4 million in items from inventories and marine operating supplies to property and equipment, net. The change in application of accounting procedures was a result of the Company’s review of its inventory process during the third quarter which found the counting of certain small supply items a disruption to operations, impractical and expensive and discontinued the count of these items in the third quarter and in the future.
Prepaid Expenses and Other Current Assets

Prepaid Expenses and Other Current Assets

 

The Company records prepaid expenses and other current assets at cost and expenses them in the period the services are provided or the goods are delivered. The Company’s prepaid expenses and other current assets consist of the following:

 

  As of December 31, 
(In thousands) 2015  2014 
Prepaid tour expenses $5,269  $5,181 
Prepaid client insurance  1,706   1,663 
Prepaid air expense  1,379   856 
Prepaid port agent fees  1,080   827 
Prepaid taxes  938   653 
Prepaid corporate insurance  673   523 
Other prepaid expenses and other current assets  1,221   1,618 
Total prepaid expenses and other current assets $12,266  $11,321 
Property and Equipment

Property and Equipment

 

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization were computed using the straight line method over the estimated useful lives of the assets, as follows:

 

  Years
Vessels and vessel improvements 15-25
Furniture & equipment 5
Computer hardware and software 5
Leasehold improvements, including port facilities Shorter of lease term or related asset life

 

The tour and expedition industry is very capital intensive and as of December 31, 2015 and 2014, the Company owned and operated six vessels. Therefore, the Company has a capital program that it develops for the improvement of its vessels and for asset replacements in order to enhance the effectiveness and efficiency of its operations; comply with, or exceed all relevant legal and statutory requirements related to health, environment, safety, security and sustainability; and gain strategic benefits or provide newer improved product innovations to its guests.

 

Vessel improvement costs that add value to the Company’s vessels, such as those discussed above, are capitalized to the vessels and depreciated over the shorter of the improvements or the vessel’s estimated remaining useful life, while costs of repairs and maintenance, including minor improvement costs and drydock expenses, are charged to expense as incurred and included in other vessels operating expenses. Drydock costs primarily represent planned major maintenance activities that are incurred when a vessel is taken out of service for scheduled maintenance. For U.S. flagged ships, the statutory requirement is an annual docking and U.S. Coast Guard inspections, normally conducted in drydock. Internationally flagged ships have scheduled dockings approximately every 12 months, for a period of up to three to six weeks.
Long-Lived Assets

Long-Lived Assets

 

The Company reviews its long-lived assets, principally its vessels and operating rights, for impairment whenever events or changes in circumstances indicate that the carrying amounts of these assets may not be fully recoverable. Upon the occurrence of a triggering event, the assessment of possible impairment is based on the Company’s ability to recover the carrying value of its asset, which is determined by using the asset’s estimated undiscounted future cash flows. If these estimated undiscounted future cash flows are less than the carrying value of the asset, an impairment charge is recognized for the excess, if any, of the asset’s carrying value over its estimated fair value. A significant amount of judgment is required in estimating the future cash flows and fair values of its vessels and operating rights.

As of December 31, 2015 and 2014, there was no triggering event and the Company did not record an impairment of its long-lived assets. The Company reviewed the remaining useful life of the National Geographic Endeavour, which is expected to be replaced by the Via Australis in the fourth quarter of 2016. The evaluation of the National Geographic Endeavour’s useful life as of December 31, 2015 indicated a shorter remaining useful life of less than one year versus the previous estimated remaining useful life of seven years (see Note 5 – Property and Equipment). The Company also does not expect any residual value for the National Geographic Endeavour after the end of the fourth quarter of 2016. The Company also evaluated a new law in Ecuador and its effect on our Operating rights. As a result of the new law, the life of the cupos changed from indefinite lives to nine years and amortization of operating rights began in August 2015 (see Note 4 – Operating Rights).
Operating Rights

Operating Rights

 

The Company operates two vessels year-round in the Galápagos National Park in Ecuador; the National Geographic Endeavour with 95 berths and the National Geographic Islander with 47 berths. In order to operate these vessels within the park, the Company is required to have in its possession cupos (licenses) sufficient to cover the total available berths on each vessel.

 

In June 2015, a new Ecuadorian Special Law for Protected Areas was approved and updated in November 2015. A Presidential Decree issued by President Correa of Ecuador in November 2015 established that cupos, which were in effect as of July 2015, will have a validity of nine years. The Company’s operating rights are up for renewal in July 2024 and based on the new law, the Company will begin the renewal process in 2020. The current “owners” of the cupos will have the opportunity to re-apply for them, but any other enterprise or individual will have the opportunity to bid for the cupos. All bidders must present proof that they fulfill the conditions to properly utilize the license (access to a vessel, experience in tourism, proven environmental behavior, marketing, etc.). While the Company believes that, based on the expected criteria to retain cupos and its past operating history in the Galápagos, there is a strong possibility that the Company will retain its cupos, from an accounting perspective, it will assume they retain no value after July 2024. Once the renewal process is begun and if it can be determined that the Company will be successful in its bid, then the Company will adjust its amortization prospectively.
Investment in CFMF and Additional Paid-In Capital

Investment in CFMF and Additional Paid-In Capital

 

The Company uses the equity method of accounting for business investments when it has active involvement, but not control, in the venture. In 2015, the Company changed its accounting treatment for the investment in CFMF to the cost method and derecognized any earnings previously reported in the current year and adjusted the treatment of the CFMF transaction.

 

On March 3, 2009, Lindblad issued a note payable to Cruise/Ferry Master Fund I, N.V. (see Note 8 – Long-Term Debt). On December 11, 2014, Lindblad entered into a Profit Participation Loan Purchase Agreement with DVB Bank America, N.V. (“DVB”), a Profit Participation Rights Purchase Agreement with Buss Kreuzfahrtfonds 1 GmbH & Co. KG and Buss Kreuzfahrtfonds 2 GmbH & Co. KG, and a Stock Purchase Agreement with Cruise/Ferry Finance Partners Private Foundation. These three agreements enabled Lindblad to purchase the financial and equity interests in CFMF in order to recapture and extinguish an outstanding warrant to purchase 60% of the outstanding equity of Lindblad on a fully diluted basis. On December 11, 2014, the date of the purchase agreements, an initial payment of $25.0 million was made to DVB under the Profit Participation Loan Purchase Agreement. The remaining payments of (i) $22.7 million to DVB, (ii) $48.4 million to Buss Kreuzfahrtfonds 1 GmbH & Co. KG and Buss Kreuzfahrtfonds 2 GmbH & Co. KG, as increased by $0.3 million per month from December 31, 2014 until the close of the transaction, and (iii) $1.00 to Cruise/Ferry Financing Partners Private Foundation were made on May 8, 2015 (“CFMF Closing”). In connection with the CFMF Closing, the 60% warrant was cancelled; the junior debt note receivable was cancelled; and the related junior debt facility offset by the outstanding unamortized balance of the debt discount was cancelled, resulting in a gain on the transfer of assets, and Lindblad commenced liquidation procedures on CFMF. Utilizing the proceeds from the new loans, Lindblad also paid in full its preexisting senior debt facility in the amount of $39.8 million held by DVB.

 

The investment in CFMF was liquidated subsequent to the purchase of CFMF on May 8, 2015. The CFMF assets acquired were the junior mortgage note receivable and warrant and both were cancelled and resulted in the removal of the junior mortgage note receivable, which had a relative fair value of $8.5 million, and related junior debt, which had a fair value of $16.0 million (a face value of $20.0 million less the debt discount of $4.0 million). This resulted in a $7.5 million gain on the transfer of assets and an $83.7 million adjustment to additional paid-in capital for the cancellation of the warrant.
Assignment and Assumption Agreement

Assignment and Assumption Agreement

 

In connection with Lindblad’s agreement to purchase CFMF, Mr. Lindblad earned a success fee of $5.0 million from DVB for the purchase of CFMF (DVB was a partner in CFMF and the lender of Lindblad’s preexisting senior debt facility).

 

On March 9, 2015, Mr. Lindblad and Lindblad entered into an Assignment and Assumption Agreement pursuant to which Mr. Lindblad (i) assigned and transferred to Lindblad his right to receive a $5.0 million fee payable to Mr. Lindblad personally by DVB and (ii) exercised his outstanding option to purchase 809,984 shares (converted from 2,857 shares at the merger date) of Lindblad’s stock for $0.1 million in aggregate exercise proceeds. In exchange for the assignment to Lindblad of the fee payable by DVB, all of Mr. Lindblad’s obligations under his loan agreement with Lindblad (the “Mr. Lindblad Loan Agreement”), which had a balance of principal and accrued interest of $2.8 million as of March 9, 2015, were deemed satisfied in full, the Mr. Lindblad Loan Agreement and related promissory note were terminated, and Mr. Lindblad’s obligation to pay the aggregate exercise price for the exercise of the option described above was satisfied in full. On May 8, 2015, Lindblad received the $5.0 million fee from DVB and compensated Mr. Lindblad $5.0 million (success fee compensation expense), which was paid by settling the $2.8 million outstanding amount of principal and interest owed and the aggregate exercise proceeds of $0.1 million payable in connection with the exercise of the option (above), and also offset by $2.1 million in required withholding taxes.
Accounts Payable and Accrued Expenses

Accounts Payable and Accrued Expenses

 

The Company records accounts payable and accrued expenses for the cost of such items when the service is provided or when the related product is delivered. The Company’s accounts payable and accrued expenses consist of the following:

 

  As of December 31, 
(In thousands) 2015  2014 
Accounts payable $8,843  $5,109 
Accrued liabilities  7,175   5,637 
Bonus compensation  3,465   3,150 
Income taxes  2,045   1,836 
Royalty payable  1,310   999 
Other  3,130   3,297 
Total accounts payable and accrued expenses $25,968  $20,028 
 
Leases

Leases

 

The Company leases office space with lease terms ranging from one to ten years. The Company amortizes the total lease costs on a straight line basis over the minimum lease term.

 

The Company leases computer hardware and software, office equipment and vehicles with lease terms ranging from three to six years.
Fair Value Measurements and Disclosure

Fair Value Measurements and Disclosure

 

The Company applies ASC 820, “Fair Value Measurements and Disclosures,” which expands disclosures for assets and liabilities that are measured and reported at fair value on a recurring basis. Fair value is defined as an exit price, representing the amount that would be received upon the sale of an asset or payment to transfer a liability in an orderly transaction between market participants. Fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or liability. A three-tier fair value hierarchy is used to prioritize the inputs in measuring fair value as follows:

  

Level 1Quoted market prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at measurement date.
  
Level 2Quoted market prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable, either directly or indirectly. Fair value is determined through the use of models or other valuation methodologies.
  
Level 3Significant unobservable inputs for assets or liabilities that cannot be corroborated by market data. Fair value is determined by the reporting entity’s own assumptions utilizing the best information available, and includes situations where there is little market activity for the investment.

 

The carrying amounts of cash and cash equivalents, accounts payable and accrued expenses, approximate fair value due to the short-term nature of these instruments.

 

The carrying value of long-term debt approximates fair value given that the terms of the agreement were comparable to the market as of December 31, 2015.

 

The asset’s or liability’s fair value measurement within the fair value hierarchy is based upon the lowest level of any input that is significant to the fair value measurement.

 

The following table provides a summary of the liabilities that were measured at fair value on a recurring basis as of December 31, 2014. As of December 31, 2015, the Company had no liabilities that were measured at fair value on a recurring basis.

 

(In thousands) Total  Quoted Prices in Active Markets for Identical Assets or Liabilities 
(Level 1)		  Quoted Prices for Similar Assets or Liabilities in Active Markets (Level 2)  

Significant Unobservable

Inputs

(Level 3)

 
Obligation for the repurchase of common shares subject to put as of December 31, 2014 $4,966  $-  $-  $4,966 
                 
Obligation cancelled in the merger – July 8, 2015  (4,966)  -   -   (4,966)
                 
Obligation for the repurchase of common shares subject to put as of December 31, 2015 $-  $-  $-  $- 

 

 

Lindblad and certain of its stockholders who acquired shares through the exercise of stock options, entered into agreements providing for the redemption of outstanding shares at any time by the holder. Accordingly, these shares were subject to repurchase under the terms of these agreements. As of December 31, 2014, there were 1,912,833 (converted from 6,747 shares as a result of the merger) shares outstanding subject to such redemption.

 

The obligation for the repurchase of common shares was cancelled as a result of the merger on July 8, 2015.

 

Level 3 liabilities are valued using unobservable inputs to the valuation methodology that are significant to the measurement of fair value. For fair value measurements categorized within Level 3 of the fair value hierarchy, the Company’s Chief Financial Officer determined its valuation policies and procedures. The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company’s Chief Financial Officer with support from the Company’s consultants and which are approved by the Chief Financial Officer.

 

Level 3 financial liabilities consist of obligations for which there is no current market for these securities such that the determination of fair value requires significant judgment or estimation. Changes in fair value measurements categorized within Level 3 of the fair value hierarchy are analyzed each period based on changes in estimates or assumptions and recorded as appropriate.

 

The fair value of the Company’s common stock was determined by the Company and was derived from a valuation prepared by the Company’s Chief Financial Officer using a weighted analysis of peer multiples of earnings before interest, taxes, depreciation and amortization (“EBITDA”) and discounted cash flows.
Income Taxes

Income Taxes

 

Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The measurement of net deferred tax assets is reduced by the amount of any tax benefit that, based on available evidence, is not expected to be realized, and a corresponding valuation allowance is established. The determination of the required valuation allowance against net deferred tax assets was made without taking into account the deferred tax liabilities created from the book and tax differences on indefinite-lived assets.

 

The Company accounts for income taxes using the asset and liability method, under which it recognizes deferred income taxes for the tax consequences attributable to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities, as well as for tax loss carryforwards and tax credit carryforwards. The Company measures deferred tax assets and liabilities using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recoverable or settled. The Company recognizes the effect on deferred taxes of a change in tax rates in income in the period that includes the enactment date. The Company provides a valuation allowance against deferred tax assets if, based upon the weight of available evidence, the Company does not believe it is “more-likely-than-not” that some or all of the deferred tax assets will be realized. The Company will continue to evaluate the deferred tax asset valuation allowance balances in all of our foreign and U.S. companies to determine the appropriate level of valuation allowances.

 

The Company is subject to income taxes in both the U.S. and the non-U.S. jurisdictions in which it operates. The Company regularly assesses the potential outcome of current and future examinations in each of the taxing jurisdictions when determining the adequacy of the provision for income taxes. The Company has only recorded financial statement benefits for tax positions which it believes reflect the “more-likely-than-not” criteria of FASB’s authoritative guidance on accounting for uncertainty in income taxes, and it has established income tax reserves in accordance with this guidance where necessary. Once a financial statement benefit for a tax position is recorded or a tax reserve is established, the Company adjusts it only when there is more information available or when an event occurs necessitating a change. While the Company believes that the amount of the recorded financial statement benefits and tax reserves reflect the more-likely-than-not criteria, it is possible that the ultimate outcome of current or future examinations may result in a reduction to the tax benefits previously recorded on its consolidated financial statements or may exceed the current income tax reserves in amounts that could be material. As of December 31, 2015 and 2014, the Company had a liability for unrecognized tax benefits of $0.4 million and $0.4 million, respectively, which was included in other long-term liabilities on the Company’s consolidated balance sheets. The guidance also discusses the classification of related interest and penalties on income taxes. The Company’s policy is to record interest and penalties on uncertain tax positions as a component of income tax expense. During the years ended December 31, 2015 and 2014, included in income tax expense was $60.6 thousand and $41.8 thousand, respectively, representing interest and penalties on uncertain tax positions.

 

The Company is subject to tax audits in all jurisdictions for which it files tax returns. Tax audits by their very nature are often complex and can require several years to complete. Currently, there is a U.S. federal tax audit pending for 2013, and no state or foreign jurisdiction tax audits pending. The Company’s corporate U.S. federal and state tax returns from 2012 to 2014 remain subject to examination by tax authorities and the Company’s foreign tax returns from 2011 to 2014 remain subject to examination by tax authorities.
Other Long-Term Assets

Other Long-Term Assets

 

As of December 31, 2014, other long-term assets included a balance of $2.0 million in deferred financing costs, related primarily to legal and bank financing fees incurred to negotiate and secure long-term financing, and were amortized over the term of the financing using the effective interest method. In 2015, the Company recorded deferred financing costs of $11.0 million for the New Credit Facility in long-term debt, amortizing the costs over the term of the financing using the straight-line and effective interest method (see Note 8 – Long-Term Debt).

 

In connection with the merger on July 8, 2015, the Company, Mr. Lindblad and National Geographic entered into a Call Option agreement where Mr. Lindblad agreed to grant National Geographic an option to purchase 2,387,499 of Mr. Lindblad’s shares in the Company as consideration for the assumption of the alliance and license agreements and the tour operator agreement. The Company recorded a $13.8 million long-term asset using a fair value of $5.76 per option share. As of December 31, 2015, the balance in other long-term assets was $12.4 million (see Note 10 – Commitments and Contingencies for more details).
Foreign Currency Translation

Foreign Currency Translation

 

The Company’s functional currency is the U.S. dollar. Remeasurement adjustments and gains or losses resulting from foreign currency transactions are recorded as foreign exchange gains or losses in the consolidated statements of income.

 

The Company became subject to foreign currency translation in connection with its 2013 acquisition of Fillmore Pearl Holding, Ltd. (“FPH”), which operates partially in Australia and whose functional currency is the U.S. dollar. For the FPH operations included in these consolidated financial statements for periods prior to April 17, 2013, the functional currency was the Australian dollar.
Stock-Based Compensation

Stock-Based Compensation

 

The Company accounts for equity instruments issued to employees in accordance with accounting guidance that requires that awards are recorded at their fair value on the date of grant and are amortized over the vesting period of the award. The Company recognizes compensation costs on a straight line basis over the requisite service period of the award, which is generally the vesting term of the equity instrument issued. To the extent that an equity award later becomes eligible to be put back to the Company, then the fair value of that award or those exercised shares is transferred out of additional paid-in-capital to a liability account and is thereafter marked-to-market annually to fair value.
Management's Evaluation of Subsequent Events

Management’s Evaluation of Subsequent Events

 

Management evaluated events that have occurred after the balance sheet date through the date the financial statements are issued. Based upon the evaluation, management did identify a subsequent event that requires disclosure in the consolidated financial statements (see Note 14 – Subsequent Events).
Business Segments

Business Segments

 

The Company is a specialty cruise operator with operations in one segment and evaluates the performance of its business based largely on the results of its single operating segment. The Company provides discrete financial information in total, by ship and type of ship. The chief operating decision maker, or CODM, and management review operating results monthly, and base operating decisions on the total results. The Company’s reports provided to the Board of Directors are at a consolidated level. Management performance and related compensation is based on total results. Based on this assessment, the Company concluded that it has one single operating segment and therefore one reportable segment.
Recent Accounting Pronouncements

Recent Accounting Pronouncements

 

In February 2016, FASB issued Accounting Standards Update (“ASU”) No. 2016-02, “Leases” (Topic 842). The main difference between previous GAAP and Topic 842 is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP. The FASB is issuing this Update to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. To meet that objective, the FASB is amending the FASB ASC and creating Topic 842, Leases. For public business entities, the amendments in this ASU are effective for financial statements issued for annual periods beginning after December 15, 2018, and interim periods within those annual periods. The Company will evaluate the effects that adoption of this ASU will have on its consolidated financial statements.

 

In January 2016, FASB issued ASU No. 2016-01, “Financial Instruments- Overall” (Topic 825-10). The amendments in this ASU address certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. They supersede the guidance to classify equity securities with readily determinable fair values into different categories (that is, trading or available-for-sale) and require equity securities (including other ownership interests, such as partnerships, unincorporated joint ventures, and limited liability companies) to be measured at fair value with changes in the fair value recognized through net income. An entity’s equity investments that are accounted for under the equity method of accounting or result in consolidation of an investee are not included within the scope of this Update. The amendments allow equity investments that do not have readily determinable fair values to be remeasured at fair value either upon the occurrence of an observable price change or upon identification of an impairment. The amendments also require enhanced disclosures about those investments. The amendments improve financial reporting by providing relevant information about an entity’s equity investments and reducing the number of items that are recognized in other comprehensive income. For public business entities, the amendments in this ASU are effective for financial statements issued for annual periods beginning after December 15, 2017, and interim periods within those annual periods. The Company will evaluate the effects, if any, that adoption of this ASU will have on its consolidated financial statements.

 

In November 2015, FASB issued ASU No. 2015-17, “Income Taxes - Balance Sheet Classification of Deferred Taxes” (Topic 740). The amendments in this ASU require that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position and apply to all entities that present a classified statement of financial position. The current requirement that deferred tax liabilities and assets of a tax-paying component of an entity be offset and presented as a single amount is not affected by the amendments in this ASU. For public business entities, the amendments in this Update are effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The Company adopted this ASU in the fourth quarter of 2015 and its adoption did not have a material impact on the Company’s consolidated financial statements.

 

In August 2015, FASB issued ASU No. 2015-15, “Interest-Imputation of Interest” (Subtopic 835-30). This ASU adds Securities and Exchange Commission (“SEC”) paragraphs pursuant to the SEC Staff Announcement at the June 18, 2015 Emerging Issues Task Force meeting about the presentation and subsequent measurement of debt issuance costs associated with line-of-credit arrangements. Given the absence of authoritative guidance within ASU No. 2015-03, “Interest—Imputation of Interest” (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, related to line-of-credit arrangements, the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The Company adopted this ASU in the third quarter of 2015 and its adoption did not have a material impact to the Company’s consolidated financial statements.

 

In August 2015, FASB issued ASU No. 2015-14, “Revenue from Contracts with Customers – Deferral of the Effective Date” (Topic 606). The amendments in this ASU defer the effective date of ASU No. 2014-09, “Revenue from Contracts with Customers,” for all entities by one year. Public business entities, certain not-for-profit entities, and certain employee benefit plans should apply the guidance in Update 2014-09 to annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Company will evaluate the effects, if any, that adoption of this ASU will have on its consolidated financial statements.

 

In May 2014, FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers” (Topic 606), which supersedes the revenue recognition requirements in ASC Topic 605, “Revenue Recognition,” and most industry-specific guidance. This ASU is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The ASU also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. The amendments in the ASU must be applied using one of two retrospective methods and are effective for annual and interim periods beginning after December 15, 2016. Early adoption is not permitted. The Company will evaluate the effects, if any, that adoption of this ASU will have on its consolidated financial statements.

 

Management does not believe that any other recently issued, but not yet effective, accounting standards upon adoption would have a material effect on the accompanying consolidated financial statements.
v3.3.1.900
Summary of Significant Accounting Policies (Tables)
 12 Months Ended
Dec. 31, 2015
Summary of Significant Accounting Policies [Abstract]  
Schedule of calculated earnings per share

  For the Years Ended December 31, 
(In thousands, except per share data) 2015  2014  2013 
Net income for basic and diluted earnings per share $19,742  $22,245  $14,844 
             
Weighted average shares outstanding:            
Shares outstanding, weighted for time outstanding  44,917,829   50,878,894   51,106,436 
Total weighted average shares outstanding, basic  44,917,829   50,878,894   51,106,436 
             
Effect of dilutive securities:            
Assumed exercise of stock options, treasury method  657,558   -   - 
Dilutive potential common shares  657,558   -   - 
Total weighted average shares outstanding, diluted  45,575,387   50,878,894   51,106,436 
             
Common stock            
Net income available to common stockholders $19,742  $19,551  $12,988 
             
Weighted average shares outstanding            
Basic  44,917,829   44,717,759   44,717,759 
Diluted  45,575,387   44,717,759   44,717,759 
             
Earnings per share            
Basic $0.44  $0.44  $0.29 
Diluted $0.43  $0.44  $0.29 
             
Class B common stock            
Net income available to Class B common stockholders $-  $2,694  $1,856 
             
Weighted average shares outstanding            
Basic  -   6,161,135   6,388,677 
Diluted  -   6,161,135   6,388,677 
             
Earnings per share            
Basic $-  $0.44  $0.29 
Diluted $-  $0.44  $0.29
Schedule of restricted cash and marketable securities

  As of December 31, 
(In thousands) 2015  2014 
Restricted cash and marketable securities:      
Credit negotiation and credit card processor reserves $5,030  $5,030 
Federal Maritime Commission escrow  2,233   2,115 
Certificates of deposit and other restricted securities  1,197   1,190 
Total restricted cash and marketable securities $8,460  $8,335
Summary of prepaid expenses and other current assets

  As of December 31, 
(In thousands) 2015  2014 
Prepaid tour expenses $5,269  $5,181 
Prepaid client insurance  1,706   1,663 
Prepaid air expense  1,379   856 
Prepaid port agent fees  1,080   827 
Prepaid taxes  938   653 
Prepaid corporate insurance  673   523 
Other prepaid expenses and other current assets  1,221   1,618 
Total prepaid expenses and other current assets $12,266  $11,321
Schedule of straight line method over the estimated useful lives of the assets
  Years
Vessels and vessel improvements 15-25
Furniture & equipment 5
Computer hardware and software 5
Leasehold improvements, including port facilities Shorter of lease term or related asset life
 
Summary of accounts payable and accrued expenses

  As of December 31, 
(In thousands) 2015  2014 
Accounts payable $8,843  $5,109 
Accrued liabilities  7,175   5,637 
Bonus compensation  3,465   3,150 
Income taxes  2,045   1,836 
Royalty payable  1,310   999 
Other  3,130   3,297 
Total accounts payable and accrued expenses $25,968  $20,028
Summary of the liabilities measured at fair value on a recurring basis

 

(In thousands) Total  Quoted Prices in Active Markets for Identical Assets or Liabilities 
(Level 1)		  Quoted Prices for Similar Assets or Liabilities in Active Markets (Level 2)  

Significant Unobservable

Inputs

(Level 3)

 
Obligation for the repurchase of common shares subject to put as of December 31, 2014 $4,966  $-  $-  $4,966 
                 
Obligation cancelled in the merger – July 8, 2015  (4,966)  -   -   (4,966)
                 
Obligation for the repurchase of common shares subject to put as of December 31, 2015 $-  $-  $-  $-
v3.3.1.900
Acquisition of Fph (Tables)
 12 Months Ended
Dec. 31, 2015
Acquisition of Fph [Abstract]  
Schedule of purchase price, as adjusted, for the acquisition
Cash $3,699 
Inventory  771 
Prepaid expenses and other current assets  2,018 
Property and equipment  53,302 
Accrued liabilities  (3,458)
Unearned revenue  (12,332)
Equity investment by common control parent  (13,823)
Total $30,177 
Less: net earnings of FPH while under common control  (177)
Total net assets acquired $30,000
Summary of purchase price consideration
Cash $5,000 
Long-term debt  25,000 
Total Purchase Price Consideration $30,000
v3.3.1.900
Operating Rights (Tables)
 12 Months Ended
Dec. 31, 2015
Operating Rights [Abstract]  
Schedule of future amortization of operating rights
For the Years Ended December 31, Operating Rights Amortization 
  (In thousands) 
2016 $725 
2017  725 
2018  725 
2019  725 
2020  725 
Thereafter  2,602 
 $6,227 
v3.3.1.900
Property and Equipment (Tables)
 12 Months Ended
Dec. 31, 2015
Property, Plant and Equipment [Abstract]  
Summary of property, equipment, and accumulated depreciation

  As of December 31, 
(In thousands) 2015  2014 
Vessels and improvements $214,170  $200,037 
Furniture and equipment  8,169   7,803 
Leasehold improvements  1,439   1,438 
Total property and equipment, gross  223,778   209,278 
Less: Accumulated depreciation and amortization  (98,307)  (87,405)
Property and equipment, net $125,471  $121,873 
v3.3.1.900
Long-Term Debt (Tables)
 12 Months Ended
Dec. 31, 2015
Long-Term Debt [Abstract]  
Schedule of long-term debt instruments
  As of December 31, 
  2015  2014 
(In thousands) Principal  

Discount

and Deferred Financing Costs, net

  Balance, net of discount  Principal  Discount  

Balance, net

of discount

 
Credit Facility $174,125  $9,682  $164,443  $-  $-  $- 
Senior Credit Facility  -   -   -   41,003   -   41,003 
Junior Credit Facility  -   -   -   20,000   4,313   15,687 
Total long-term debt  174,125   9,682   164,443   61,003   4,313   56,690 
Less current portion  1,750   -   1,750   4,934   -   4,934 
Total long-term debt, non-current $172,375  $9,682  $162,693  $56,069  $4,313  $51,756 
Schedule of future minimum principal payments of long-term debt

Year Amount 
  (In thousands) 
2016 $1,750 
2017  1,750 
2018  1,750 
2019  1,750 
2020  1,750 
2021  165,375 
  $174,125 
v3.3.1.900
Income Taxes (Tables)
 12 Months Ended
Dec. 31, 2015
Income Taxes [Abstract]  
Components of income (loss) before income taxes
  For the Years Ended December 31, 
(In thousands) 2015  2014  2013 
Domestic $(3,700) $1,930  $2,647 
Foreign  20,793   23,115   13,860 
Total $17,093  $25,045  $16,507 
Schedule of provision for income taxes
  For the Years Ended December 31, 
(In thousands) 2015  2014  2013 
Current         
Federal $(38) $613  $1,256 
State  (3)  109   212 
Foreign - Other  805   1,789   288 
Total current 764  2,511  1,756 
Deferred            
Federal $(3,140) $283  $(61)
State  (247)  32   (6)
Foreign - Other  (26)  (26)  (26)
Total deferred (3,413) 289  (93)
Income tax (benefit) expense $(2,649) $2,800  $1,663 
Summary of reconciliation of the U.S. federal statutory income tax (benefit) expense
  For the Years Ended December 31, 
  2015  2014  2013 
Tax provision at statutory rate – federal  35.0%  34.0%  34.0%
Tax provision at effective state and local rates  (1.5%)  0.4%  0.8%
Foreign tax rate differential  (46.5%)  (23.3%)  (28.7%)
GAAP gain transfer of assets  (15.3%)  0.0%  0.0%
Transaction costs  8.3%  0.0%  0.0%
subpart F income  5.2%  0.0%  0.0%
Uncertain tax provisions  0.2%  0.9%  0.8%
Valuation allowance  0.6%  (1.2%)  2.4%
Incentive stock options  0.0%  0.4%  0.8%
Other  (1.5%)  0.0%  0.0%
Total effective income tax rate  (15.5%)  11.2%  10.1%
Summary of deferred tax assets (liabilities)

  As of December 31, 
(In thousands) 2015  2014 
Net operating loss carryforward $11,809  $7,448 
Property and equipment  (274)  (196)
Valuation allowance  (8,385)  (7,448)
Stock-based compensation  (50)  - 
Other  116   (1)
Deferred tax assets (liabilities) $3,216  $(197)
 
Schedule of unrecognized tax benefits
  For the Years Ended December 31, 
(In thousands) 2015  2014  2013 
Beginning of year $447  $263  $144 
Current year positions  26   194   123 
Currency adjustments  -   (10)  (4)
End of year $473  $447  $263 
v3.3.1.900
Commitments and Contingencies (Tables)
 12 Months Ended
Dec. 31, 2015
Commitments and Contingencies [Abstract]  
Schedule of future minimum rental commitments, under non-cancellable operating leases
  Minimum Lease 
For the Years Ended December 31, Payments 
  (In thousands) 
2016 $841 
2017  856 
2018  752 
2019  609 
2020  609 
Thereafter  2,674 
  $6,341
Schedule of fair value asset valuation black scholes assumption
Stock price at July 9, 2015: $10.75 
Exercise price: $10.00 
Expected term:   5 years 
Volatility:  60%
Risk free rate:  1.58%
Dividend rate:  0%
Summary of future minimum rental payments for operating lease
For the Years Ended December 31, Amount 
  (In thousands) 
2016 $8,053 
2017  7,135 
2018  2,248 
2019  1,482 
Total $18,918
Shedule of royalty agreement to pay annually a royalty based upon net revenues
Annual Net Revenue Royalty
Less than or equal to $6.0 million (minimum annual royalty payment) $225,000
Less than or equal to $7.0 million but more than $6.0 million $275,000
More than $7.0 million $275,000 + 5% of excess
v3.3.1.900
Shareholders' Equity (Tables)
 12 Months Ended
Dec. 31, 2015
Shareholders' Equity [Abstract]  
Schedule of fair values of employee stock options, estimated weighted-average assumptions
  December 11, 2014
Option Grants		  November 10, 2015
Option Grants		 
Stock price $5.02  $10.58 
Exercise price $1.76  $10.58 
Dividend yield  0%  0%
Expected volatility  60.0%  60.0%
Risk-free interest rate  2.19%  1.72%
Expected term  5.11 years   5.11 years
Summary of incentive stock plan activity
     Weighted  Weighted  Weighted    
     Average  Average  Average  Aggregate 
     Exercise  Grant Date  Contractual  Intrinsic 
  * Shares  * Price  * Fair Value  Life (Years)  * Value 
                
Options outstanding as of December 31, 2012  1,992,782  $0.11  $3.27   10.0  $6,622,583 
Granted  -   -   -         
Exercised  -   -   -         
Forfeited  -   -   -         
Options outstanding as of December 31, 2013  1,992,782  0.11  $3.27   9.0  6,926,869 
Granted  3,821,696   1.76   3.81         
Exercised  (1,182,798)  0.11   3.27         
Forfeited  -   -   -         
Options outstanding as of December 31, 2014  4,631,680  1.47  $3.72   9.7  16,315,198 
Granted  300,000   10.58   5.54         
Exercised  (2,082,609)  1.12   3.60         
Forfeited  -   -   -         
Options outstanding as of December 31, 2015  2,849,071  $2.69  $9.02   3.7  $18,032,173 
                     
Vested and expected to vest after December 31, 2015  2,849,071  $2.69  $9.02   3.7  $18,032,173 
                     
Exercisable as of December 31, 2012  1,992,782  $0.11  $3.27         
Vested  -   -   -         
Exercised  -   -   -         
Forfeited  -   -   -         
Exercisable as of December 31, 2013  1,992,782  0.11  3.27         
Vested  -   -   -         
Exercised  (1,182,798)  1.12   3.60         
Forfeited  -   -   -         
Exercisable as of December 31, 2014  809,984  0.11  3.27         
Vested  1,272,625   1.76   3.81         
Exercised  (2,082,609)  1.12   3.60         
Forfeited  -   -   -         
Exercisable as of December 31, 2015  -                 

 

*Option shares and values were adjusted for conversion at the merger date, July 8, 2015.
v3.3.1.900
Quarterly Financial Data - Unaudited (Tables)
 12 Months Ended
Dec. 31, 2015
Quarterly Financial Data - Unaudited [Abstract]  
Summary of the quarterly results of operations

  Fiscal Year 2015 
  First  Second   Third   Fourth     
(In thousands, except per share data)  Quarter  

Quarter

  

Quarter

  

Quarter

  Fiscal Year 
                
Tour revenues $55,421  $49,531  $58,561  $46,472  $209,985 
Gross profit $31,019  $28,045  $33,118  $22,386  $114,568 
Net income (loss) $6,933  $8,835  $4,416  $(442) $19,742 
Diluted earnings (loss) per share $0.16  $0.20  $0.10  $(0.01) $0.43 

 

  Fiscal Year 2014 
  First  Second  Third  Fourth   
(In thousands, except per share data) Quarter  Quarter  Quarter  Quarter  Fiscal Year 
                     
Tour revenues $51,375  $50,791  $51,540  $44,753  $198,459 
Gross profit $29,398  $26,690  $28,946  $23,423  $108,457 
Net income $8,395  $5,164  $7,280  $1,406  $22,245 
Diluted earnings per share $0.16  $0.10  $0.14  $0.03  $0.44 
 
v3.3.1.900
Business (Details) - USD ($)
$ / shares in Units, $ in Thousands
 1 Months Ended 12 Months Ended
Jul. 08, 2015
May. 08, 2015
May. 15, 2013
Jan. 31, 2016
Dec. 31, 2015
Mar. 07, 2016
Nov. 09, 2015
Dec. 31, 2014
Business (Textual)                
Common stock, par value         $ 0.0001     $ 0.0001
Exercise price per share         2.69      
Warrants redemption price         $ 0.01      
Description of warrant redemption         The warrants may be redeemed by the Company, at its option, in whole and not in part, at a price of $0.01 per warrant at any time the warrants are exercisable, upon a minimum of 30 days' prior written notice of redemption, if, and only if, the last sales price of the Company's shares of common stock equals or exceeds $24.00 per share (as adjusted for stock splits, stock dividends, reorganizations and recapitalizations) for any 20 trading days within a 30 trading day period ending three business days before the Company sends the redemption notice; and if, and only if, there is a current registration statement in effect with respect to the shares of common stock underlying such warrants.      
Stock and warrant repurchase plan, approved amount             $ 20,000  
Repurchase of warrants         $ (5,478)      
Repurchase of warrants, shares         2,091,618      
Subsequent Event [Member]                
Business (Textual)                
Repurchase of warrants       $ 5,400        
Repurchase of warrants, shares       1,967,445        
IPO [Member]                
Business (Textual)                
Number of units sold in connection with initial public offering     20,000,000          
Price per share sold in offering     $ 10.00          
Gross proceeds from initial public offering     $ 200,000          
Number of units sold subject to the Underwriters' over-allotment option     2,000,000          
Common stock, par value     $ 0.0001          
Warrants outstanding     14,008,382          
U.S. Term loan [Member]                
Business (Textual)                
Maximum borrowing capacity $ 155,000              
New Credit Agreement [Member]                
Business (Textual)                
Maximum borrowing capacity 175,000 $ 150,000            
New Credit Agreement [Member] | U.S. Term loan [Member]                
Business (Textual)                
Increase in line of credit facility 25,000              
Maximum borrowing capacity   130,000            
Outstanding principal amount   $ 20,000            
Restated Credit Facility [Member] | Subsequent Event [Member]                
Business (Textual)                
Revolving credit facility           $ 175,000    
Restated Credit Facility [Member] | Subsequent Event [Member] | Incremental Revolving Credit Facility [Member]                
Business (Textual)                
Revolving credit facility           $ 45,000    
Lindblad Expeditions, Inc. and Subsidiaries [Member] | Capitol (Capitol Acquisition Management 2 LLC) [Member]                
Business (Textual)                
Consideration for former Lindblad stockholders (Cash) $ 90,000              
Consideration for former Lindblad stockholders (Shares) 20,017,787              
Options to purchase common stock 3,821,696              
Exercise price per share $ 1.76              
Common stock purchase price     $ 11.50          
v3.3.1.900
Summary of Significant Accounting Policies (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2014
Sep. 30, 2014
Jun. 30, 2014
Mar. 31, 2014
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Summary Of Significant Accounting Policies [Line Items]                      
Net income for basic and diluted earnings per share $ (442) $ 4,416 $ 8,835 $ 6,933 $ 1,406 $ 7,280 $ 5,164 $ 8,395 $ 19,742 $ 22,245 $ 14,844
Weighted average shares outstanding:                      
Shares outstanding, weighted for time outstanding                 44,917,829 50,878,894 51,106,436
Total weighted average shares outstanding, basic                 44,917,829 50,878,894 51,106,436
Effect of dilutive securities:                      
Assumed exercise of option shares, treasury method                 657,558
Dilutive potential common shares                 657,558
Total weighted average shares outstanding, diluted                 45,575,387 50,878,894 51,106,436
Earnings per share                      
Diluted $ (0.01) $ 0.10 $ 0.20 $ 0.16 $ 0.03 $ 0.14 $ 0.10 $ 0.16 $ 0.43 $ 0.44  
Common Stock [Member]                      
Summary Of Significant Accounting Policies [Line Items]                      
Net income available to common stockholders                 $ 19,742 $ 19,551 $ 12,988
Weighted average shares outstanding:                      
Basic                 44,917,829 44,717,759 44,717,759
Diluted                 45,575,387 44,717,759 44,717,759
Earnings per share                      
Basic                 $ 0.44 $ 0.44 $ 0.29
Diluted                 $ 0.43 $ 0.44 $ 0.29
Class B Common Stock [Member]                      
Summary Of Significant Accounting Policies [Line Items]                      
Net income available to common stockholders                 $ 2,694 $ 1,856
Weighted average shares outstanding:                      
Basic                 6,161,135 6,388,677
Diluted                 6,161,135 6,388,677
Earnings per share                      
Basic                 $ 0.44 $ 0.29
Diluted                 $ 0.44 $ 0.29
v3.3.1.900
Summary of Significant Accounting Policies (Details 1) - USD ($)
$ in Thousands
Dec. 31, 2015
Dec. 31, 2014
Restricted Cash and Investments, Current [Abstract]    
Total restricted cash and marketable securities $ 8,460 $ 8,335
Certificates of deposit and other restricted securities [Member]    
Restricted Cash and Investments, Current [Abstract]    
Total restricted cash and marketable securities 1,197 1,190
Federal Maritime Commission escrow [Member]    
Restricted Cash and Investments, Current [Abstract]    
Total restricted cash and marketable securities 2,233 2,115
Credit negotiation and credit card processor reserves [Member]    
Restricted Cash and Investments, Current [Abstract]    
Total restricted cash and marketable securities $ 5,030 $ 5,030
v3.3.1.900
Summary of Significant Accounting Policies (Details 2) - USD ($)
$ in Thousands
Dec. 31, 2015
Dec. 31, 2014
Summary of Significant Accounting Policies [Abstract]    
Prepaid tour expenses $ 5,269 $ 5,181
Prepaid client insurance 1,706 1,663
Prepaid air expense 1,379 856
Prepaid port agent fees 1,080 827
Prepaid taxes 938 653
Prepaid corporate insurance 673 523
Other prepaid expenses and other current assets 1,221 1,618
Total prepaid expenses and other current assets $ 12,266 $ 11,321
v3.3.1.900
Summary of Significant Accounting Policies (Details 3)
 12 Months Ended
Dec. 31, 2015
Vessels and vessel improvements [Member] | Maximum [Member]  
Property, Plant and Equipment [Line Items]  
Property and equipment, estimated useful life 25 years
Vessels and vessel improvements [Member] | Minimum [Member]  
Property, Plant and Equipment [Line Items]  
Property and equipment, estimated useful life 15 years
Furniture & equipment [Member]  
Property, Plant and Equipment [Line Items]  
Property and equipment, estimated useful life 5 years
Computer hardware and software [Member]  
Property, Plant and Equipment [Line Items]  
Property and equipment, estimated useful life 5 years
Leasehold improvements, including port facilities [Member]  
Property, Plant and Equipment [Line Items]  
Property and equipment, estimated useful life Shorter of lease term or related asset life
v3.3.1.900
Summary of Significant Accounting Policies (Details 4) - USD ($)
$ in Thousands
Dec. 31, 2015
Dec. 31, 2014
Summary of Significant Accounting Policies [Abstract]    
Accounts payable $ 8,843 $ 5,109
Accrued liabilities 7,175 5,637
Bonus compensation 3,465 3,150
Income taxes 2,045 1,836
Royalty payable 1,310 999
Other 3,130 3,297
Total accounts payable and accrued expenses $ 25,968 $ 20,028
v3.3.1.900
Summary of Significant Accounting Policies (Details 5)
$ in Thousands
 12 Months Ended
Dec. 31, 2015
USD ($)
Employee Stock Ownership Plan (ESOP), Shares in ESOP [Abstract]  
Obligation for the repurchase of common shares subject to put, Beginning balance $ 4,966
Obligation cancelled in the merger - July 8, 2015 $ (4,966)
Obligation for the repurchase of common shares subject to put, Ending balance
Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)  
Employee Stock Ownership Plan (ESOP), Shares in ESOP [Abstract]  
Obligation for the repurchase of common shares subject to put, Beginning balance
Obligation cancelled in the merger - July 8, 2015
Obligation for the repurchase of common shares subject to put, Ending balance
Quoted Prices for Similar Assets or Liabilities in Active Markets (Level 2)  
Employee Stock Ownership Plan (ESOP), Shares in ESOP [Abstract]  
Obligation for the repurchase of common shares subject to put, Beginning balance
Obligation cancelled in the merger - July 8, 2015
Obligation for the repurchase of common shares subject to put, Ending balance
Significant Unobservable Inputs (Level 3)  
Employee Stock Ownership Plan (ESOP), Shares in ESOP [Abstract]  
Obligation for the repurchase of common shares subject to put, Beginning balance $ 4,966
Obligation cancelled in the merger - July 8, 2015 $ (4,966)
Obligation for the repurchase of common shares subject to put, Ending balance
v3.3.1.900
Summary of Significant Accounting Policies (Details Textual)
 3 Months Ended 12 Months Ended
Jul. 08, 2015
USD ($)
$ / shares
shares
May. 08, 2015
USD ($)
Mar. 09, 2015
USD ($)
shares
Dec. 11, 2014
USD ($)
Sep. 30, 2015
USD ($)
Dec. 31, 2015
USD ($)
vessels
Berths
$ / shares
shares
Dec. 31, 2014
USD ($)
$ / shares
shares
Dec. 31, 2013
USD ($)
shares
Dec. 31, 2012
USD ($)
Summary of Significant Accounting Policies (Textual)                  
Purchase of outstanding common shares (in percentage)           60.00%      
Transaction to purchase   100.00%              
Common stock, shares outstanding | shares           45,224,881 44,717,759    
Common stock, shares authorized | shares           200,000,000 200,000,000    
Common stock, par value | $ / shares           $ 0.0001 $ 0.0001    
Preferred stock, shares authorized | shares           1,000,000 1,000,000    
Preferred stock, par value | $ / shares           $ 0.0001 $ 0.0001    
Exercise price per share | $ / shares           $ 2.69      
Cash held in financial institutions           $ 3,900,000 $ 2,500,000    
Cash reserve           5,000,000 $ 5,000,000    
Junior mortgage note receivable           8,500,000      
Junior mortgage note receivable, fair value           16,000,000      
Junior mortgage note receivable, face value           20,000,000      
Debt discount           4,000,000      
Gain on transfer of assets           7,502,000  
Adjustment to additional paid-in capital           83,700,000      
Senior debt facility       $ 39,800,000          
Initial payment       $ 25,000,000          
Interest and penalties on uncertain tax positions           60,600 $ 41,800    
Property and equipment, net           125,471,000 $ 121,873,000    
Adjusted cost of tours         $ 300,000        
Success fee compensation expense           $ 5,000,000      
Aggregate exercise price | $ / shares           $ 10.00      
Issuance of maximum shares of common stock approved by Board of directors and stockholders | shares           500,000      
Shares outstanding subject to such redemption - as converted | shares             1,912,833    
Advertising expenses           $ 12,900,000 $ 12,500,000 $ 12,100,000  
Deferred financing costs           11,000,000 2,000,000    
Other long-term assets           $ 12,355,000 2,019,000    
Number of vessels | vessels           2      
Direct advertising expense           $ 5,800,000 5,800,000 5,500,000  
Stop Loss coverage for medical claims           $ 60,000      
Medical insurance, Description           The Company self-insures for medical insurance claims up to $60,000 and cancellation insurance extended to guests.      
Unrecognized tax benefits           $ 473,000 $ 447,000 $ 263,000 $ 144,000
Stock options [Member]                  
Summary of Significant Accounting Policies (Textual)                  
DIlutive potential common shares | shares           657,558  
Maximum [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Term of lease           10 years      
Minimum [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Term of lease           1 year      
National Geographic Society [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Number of shares, Granted | shares 2,387,499                
Fair value of long-term asset $ 13,800,000                
Option shares at fair value per share | $ / shares $ 5.76                
National Geographic Endeavour [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Number of berths | Berths           95      
National Geographic Islander [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Number of berths | Berths           47      
2015 Long-Term Incentive Plan [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Issuance of maximum shares of common stock approved by Board of directors and stockholders | shares           2,500,000      
2012 Stock Incentive Plan [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Options to purchase common stock | shares           2,849,071      
Assignment and Assumption Agreement [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Shares outstanding subject to redemption - pre conversion | shares     2,857            
Options to purchase common stock | shares     809,984            
Fee from DVB   $ 5,000,000 $ 5,000,000            
Principal and accrued interest on loan     2,800,000            
Success fee compensation expense   5,000,000              
Outstanding amount of principal and interest owed   2,800,000              
Withholding taxes   2,100,000              
Proceeds from stock options exercised   $ 100,000 $ 100,000            
CFMF [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Agreement description       The remaining payments of (i) $22.7 million to DVB, (ii) $48.4 million to Buss Kreuzfahrtfonds 1 GmbH & Co. KG and Buss Kreuzfahrtfonds 2 GmbH & Co. KG, as increased by $0.3 million per month from December 31, 2014 until the close of the transaction, and (iii) $1.00 to Cruise/Ferry Financing Partners Private Foundation were made on May 8, 2015 ("CFMF Closing"). In connection with the CFMF Closing, the 60% warrant was cancelled; the junior debt note receivable was cancelled; and the related junior debt facility offset by the outstanding unamortized balance of the debt discount was cancelled, resulting in a gain on the transfer of assets, and Lindblad commenced liquidation procedures on CFMF.          
Ownership interest percentage   60.00%   60.00%          
Marine Operating Supplies [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Property and equipment, net         $ 400,000        
Office Equipment [Member] | Maximum [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Term of lease           6 years      
Office Equipment [Member] | Minimum [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Term of lease           3 years      
Vehicles [Member] | Maximum [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Term of lease           6 years      
Vehicles [Member] | Minimum [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Term of lease           3 years      
Computer Hardware and Software [Member] | Maximum [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Term of lease           6 years      
Computer Hardware and Software [Member] | Minimum [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Term of lease           3 years      
Warrant [Member]                  
Summary of Significant Accounting Policies (Textual)                  
DIlutive potential common shares | shares           1,912,833 1,912,833 1,912,833  
Shares outstanding subject to redemption - pre conversion | shares           6,747 6,747 6,747  
Exercise price per share | $ / shares           $ 11.50      
Number of warrants issue to purchase common stock | shares           14,008,382      
Aggregate exercise price | $ / shares           $ 10      
v3.3.1.900
Acquisition of Fph (Details)
$ in Thousands
Dec. 31, 2015
USD ($)
Acquisition of Fph [Abstract]  
Cash $ 3,699
Inventory 771
Prepaid expenses and other current assets 2,018
Property and equipment 53,302
Accrued liabilities (3,458)
Unearned revenue (12,332)
Equity investment by common control parent (13,823)
Total 30,177
Less: net earnings of FPH while under common control (177)
Total net assets acquired $ 30,000
v3.3.1.900
Acquisition of Fph (Details 1) - FPH [Member]
$ in Thousands
Apr. 12, 2013
USD ($)
Business Acquisition [Line Items]  
Cash $ 5,000
Long-term debt 25,000
Total Purchase Price Consideration $ 30,000
v3.3.1.900
Acquisition of Fph (Details Textual) - FPH [Member]
$ in Millions
Apr. 12, 2013
USD ($)
Acquisition of Fph (Textual)  
Business acquisition purchase agreement date Apr. 17, 2013
Purchase price under the FPH Agreement $ 30.0
Cash paid 5.0
Financing for remaining amount $ 25.0
Interest rate 5.02%
Acquisition term 80 months
Senior Debt [Member]  
Acquisition of Fph (Textual)  
Increase in line of credit facility $ 25.0
v3.3.1.900
Operating Rights (Details)
$ in Thousands
Dec. 31, 2015
USD ($)
Schedule of future amortization of operating rights  
2016 $ 725
2017 725
2018 725
2019 725
2020 725
Thereafter 2,602
Total $ 6,227
v3.3.1.900
Operating Rights (Details Textual) - USD ($)
$ in Thousands
 5 Months Ended
Dec. 31, 2015
Dec. 31, 2014
Operating Rights [Abstract]    
Operating rights $ 6,227 $ 6,529
Amortization of operating rights $ 300  
v3.3.1.900
Property and Equipment (Details) - USD ($)
$ in Thousands
Dec. 31, 2015
Dec. 31, 2014
Property, Plant and Equipment [Line Items]    
Total property and equipment, gross $ 223,778 $ 209,278
Less: Accumulated depreciation and amortization (98,307) (87,405)
Property, Plant and Equipment, Net 125,471 121,873
Vessels and Improvements [Member]    
Property, Plant and Equipment [Line Items]    
Total property and equipment, gross 214,170 200,037
Furniture & equipment [Member]    
Property, Plant and Equipment [Line Items]    
Total property and equipment, gross 8,169 7,803
Leasehold improvements, including port facilities [Member]    
Property, Plant and Equipment [Line Items]    
Total property and equipment, gross $ 1,439 $ 1,438
v3.3.1.900
Property and Equipment (Details Textual) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Property, Plant and Equipment [Abstract]      
Depreciation and amortization expense $ 11.3 $ 10.9 $ 11.2
Additional accelerated depreciation per month through October 2016 $ 0.5    
Useful life description The evaluation of the National Geographic Endeavour's useful life as of December 31, 2015 indicated a shorter remaining useful life of less than one year versus the previous estimated remaining useful life of seven years.    
v3.3.1.900
Letters of Credit (Details) - USD ($)
 12 Months Ended
Dec. 31, 2015
Dec. 31, 2014
Letters of Credit (Textual)    
Letters of credit outstanding $ 4,650,000 $ 4,650,000
Annual fee for letters of credit 1.00%  
Letter of Credit [Member]    
Letters of Credit (Textual)    
Letters of credit outstanding $ 150,000 150,000
Letter of credit matured date Sep. 08, 2015  
Letter of credit extended maturity date Mar. 08, 2016  
Letter of Credit One [Member]    
Letters of Credit (Textual)    
Letters of credit outstanding $ 1,000,000 1,000,000
Letter of credit matured date Jun. 30, 2015  
Letter of credit extended maturity date Jun. 30, 2016  
Letter of Credit Two [Member]    
Letters of Credit (Textual)    
Letters of credit outstanding $ 3,500,000 $ 3,500,000
Letter of credit matured date Jan. 01, 2017  
v3.3.1.900
Participation Certificates (Details) - Participation Certificates [Member] - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2002
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Participation Certificates (Textual)        
Proceeds from issuance of private placement $ 3.7      
Interest rate of per annum 6.00%      
Original maturity date Dec. 31, 2006      
Redeemed amount of outstanding balance       $ 3.6
Accounts payable and accrued liabilities   $ 1.3 $ 1.4  
v3.3.1.900
Long-Term Debt (Details) - USD ($)
$ in Thousands
Dec. 31, 2015
Dec. 31, 2014
Debt Instrument [Line Items]    
Balance, net of discount $ 174,125 $ 56,069
Less current portion 1,750 4,934
Total long-term debt, non-current 162,693 51,756
Principal, Total long-term debt 174,125 61,003
Principal, Less current portion 1,750 4,934
Principal, Total long-term debt, non-current 172,375 56,069
Discount and Deferred Financing Costs, Total long-term debt $ 9,682 $ 4,313
Discount and Deferred Financing Costs, Less current portion
Discount and Deferred Financing Costs, Total long-term debt, non-current $ 9,682 $ 4,313
Credit Facility [Member]    
Debt Instrument [Line Items]    
Aggregate principal amount 174,125
Discount and Deferred Financing Costs 9,682  
Discount  
Balance, net of discount $ 164,443
Senior Credit Facility [Member]    
Debt Instrument [Line Items]    
Aggregate principal amount $ 41,003
Discount and Deferred Financing Costs  
Discount  
Balance, net of discount $ 41,003
Junior Credit Facility [Member]    
Debt Instrument [Line Items]    
Aggregate principal amount 20,000
Discount and Deferred Financing Costs  
Discount   4,313
Balance, net of discount $ 15,687
v3.3.1.900
Long-Term Debt (Details 1) - USD ($)
$ in Thousands
Dec. 31, 2015
Dec. 31, 2014
Long-term Debt, Fiscal Year Maturity [Abstract]    
2016 $ 1,750  
2017 1,750  
2018 1,750  
2019 1,750  
2020 1,750  
2021 165,375  
Total long-term debt $ 174,125 $ 56,069
v3.3.1.900
Long-Term Debt (Details Textual) - USD ($)
 12 Months Ended
Jul. 08, 2015
May. 08, 2015
Oct. 16, 2007
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Mar. 07, 2016
Long-Term Debt (Textual)              
Interest rate       5.50%      
Amortization of debt discount and deferred financing costs       $ 3,576,000 $ 744,000 $ 2,142,000  
U.S. Term loan [Member]              
Long-Term Debt (Textual)              
Maximum borrowing capacity $ 155,000,000            
Senior Notes [Member] | Credit Facility [Member]              
Long-Term Debt (Textual)              
Line of credit facility, Description     The maximum of the lesser of $35.0 million or an amount equal to 60% of the fair market value of Lindblad's vessels.        
Credit facility accrued interest   $ 200,000          
Outstanding principal amount   39,800,000          
Senior Notes [Member] | Revolving loan [Member]              
Long-Term Debt (Textual)              
Maximum borrowing capacity     $ 10,000,000        
Junior Notes [Member] | Credit Facility [Member]              
Long-Term Debt (Textual)              
Maximum borrowing capacity     $ 15,000,000        
Line of credit facility, Description     Maximum of the lesser of $11.0 million or an amount equal to 76% of the fair market value of Lindblad's vessels.        
Secured debt 11,000,000            
Credit facility accrued interest   1,200,000          
Outstanding principal amount   20,000,000          
Line of credit facility, Borrowing capacity, Description     (a) named DVB as agent for new lenders Cruise Ferry Master Fund I N.V., (b) increased the facility to a term loan of $15.0 million and a revolving loan of $10.0 million, and (c) extended the maturity of the junior facility to January 18, 2014. In consideration for this amendment and certain other accommodations under the terms of the Original Junior Credit Facility, Lindblad issued a warrant for the purchase of 60% of the fully diluted shares of Lindblad to CFMF.        
Amortization of debt discount and deferred financing costs       $ 3,600,000 $ 700,000 $ 2,100,000  
New Credit Agreement [Member]              
Long-Term Debt (Textual)              
Maximum borrowing capacity 175,000,000 150,000,000          
Proceeds from loans $ 24,700,000 $ 139,500,000          
Description of interest rate The Loans bear interest at a rate based on an adjusted ICE Benchmark administration LIBO Rate (subject to a floor of 1.00%) plus a spread of 4.50%. The loans incurred interest at a rate based on an adjusted ICE Benchmark administration LIBO Rate (subject to a floor of 1.00%) plus a spread of 5.50%.          
New Credit Agreement [Member] | U.S. Term loan [Member]              
Long-Term Debt (Textual)              
Maximum borrowing capacity   $ 130,000,000          
Increase in line of credit facility $ 25,000,000            
Interest rate   5.50%          
Credit facility, Expiration date May 08, 2021            
Outstanding principal amount   $ 20,000,000          
Restated Credit Facility [Member] | Revolving loan [Member]              
Long-Term Debt (Textual)              
Credit facility, Expiration date       May 08, 2020      
Restated Credit Facility [Member] | Term Loan [Member]              
Long-Term Debt (Textual)              
Description of interest rate       The term loan facility will continue to bear interest at an adjusted ICE Benchmark administration LIBO Rate (subject to a floor of 1.00%) plus a spread of 4.50%. Borrowings under the Revolving Credit Facility will bear interest at an adjusted ICE Benchmark administration LIBO Rate plus a spread of 4.00%, or, at the option of the Company, an alternative base rate plus a spread of 3.00%. The Company is also required to pay a 0.50% annual commitment fee on undrawn amounts under the Revolving Credit Facility.      
Credit facility, Expiration date       May 08, 2021      
Restated Credit Facility [Member] | Subsequent Event [Member]              
Long-Term Debt (Textual)              
Secured debt             $ 175,000,000
Restated Credit Facility [Member] | Subsequent Event [Member] | Incremental Revolving Credit Facility [Member]              
Long-Term Debt (Textual)              
Secured debt             45,000,000
Restated Credit Facility [Member] | Subsequent Event [Member] | Letter of Credit Subfacility [Member]              
Long-Term Debt (Textual)              
Secured debt             $ 5,000,000
v3.3.1.900
Income Taxes (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Income Taxes [Abstract]      
Domestic $ (3,700) $ 1,930 $ 2,647
Foreign 20,793 23,115 13,860
Total $ 17,093 $ 25,045 $ 16,507
v3.3.1.900
Income Taxes (Details 1) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Current      
Federal $ (38) $ 613 $ 1,256
State (3) 109 212
Foreign - Other 805 1,789 288
Total current 764 2,511 1,756
Deferred      
Federal (3,140) 283 (61)
State (247) 32 (6)
Foreign - Other (26) (26) (26)
Total deferred (3,413) 289 (93)
Income tax (benefit) expense $ (2,649) $ 2,800 $ 1,663
v3.3.1.900
Income Taxes (Details 2)
 12 Months Ended
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Reconciliation of Effective Income Tax Provision      
Tax provision at statutory rate - federal 35.00% 34.00% 34.00%
Tax provision at effective state and local rates (1.50%) 0.40% 0.80%
Foreign tax rate differential (46.50%) (23.30%) (28.70%)
GAAP gain transfer of assets (15.30%) 0.00% 0.00%
Transaction costs 8.30% 0.00% 0.00%
Subpart F income 5.20% 0.00% 0.00%
Uncertain tax provisions 0.20% 0.90% 0.80%
Valuation allowance 0.60% (1.20%) 2.40%
Incentive stock options 0.00% 0.40% 0.80%
Other (1.50%) 0.00% 0.00%
Total effective income tax rate (15.50%) 11.20% 10.10%
v3.3.1.900
Income Taxes (Details 3) - USD ($)
$ in Thousands
Dec. 31, 2015
Dec. 31, 2014
Deferred tax assets and liabilities    
Net operating loss carryforward $ 11,809 $ 7,448
Property and equipment (274) (196)
Valuation allowance (8,385) $ (7,448)
Stock-based compensation (50)
Other 116 $ (1)
Deferred tax assets (liabilities) $ 3,216 $ (197)
v3.3.1.900
Income Taxes (Details 4) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Reconciliation of unrecognized tax benefits      
Beginning of year $ 447 $ 263 $ 144
Current year positions $ 26 194 123
Currency adjustments (10) (4)
End of year $ 473 $ 447 $ 263
v3.3.1.900
Income Taxes (Details Textual) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Income Taxes (Textual)      
Deferred tax assets related to Australian loss carryforwards $ 21.1    
Percentage of statutory rate 35.00% 34.00% 34.00%
Foreign earnings amounts $ 78.6 $ 61.0  
Uncertain tax positions 0.3 $ 0.3  
Australian capital loss 6.8    
US carryforwards related to deferred tax assest 13.4    
Net operating loss carryforwards $ 4.2    
v3.3.1.900
Commitments and Contingencies (Details)
$ in Thousands
Dec. 31, 2015
USD ($)
Schedule of future minimum rental commitments, under non-cancellable operating leases  
2016 $ 841
2017 856
2018 752
2019 609
2020 609
Thereafter 2,674
Total $ 6,341
v3.3.1.900
Commitments and Contingencies (Details 1)
 12 Months Ended
Dec. 31, 2015
$ / shares
Commitments and Contingencies [Abstract]  
Stock price at July 9, 2015: $ 10.75
Exercise price: $ 10.00
Expected term: 5 years
Volatility: 60.00%
Risk free rate: 1.58%
Dividend rate: 0.00%
v3.3.1.900
Commitments and Contingencies (Details 2) - Charter Commitments [Member]
$ in Thousands
Dec. 31, 2015
USD ($)
Summary of future minimum payments  
2016 $ 8,053
2017 7,135
2018 2,248
2019 1,482
Total $ 18,918
v3.3.1.900
Commitments and Contingencies (Details 3) - National Geographic Islander [Member]
 12 Months Ended
Dec. 31, 2015
USD ($)
Less than or equal to $6.0 million (minimum annual royalty payment) [Member]  
Registration Payment Arrangement [Line Items]  
Royalty $ 225,000
Less than or equal to $7.0 million but more than $6.0 million [Member]  
Registration Payment Arrangement [Line Items]  
Royalty $ 275,000
More than $7.0 million [Member]  
Registration Payment Arrangement [Line Items]  
Royalty $275,000 + 5% of excess
v3.3.1.900
Commitments and Contingencies (Details Textual) - USD ($)
$ / shares in Units, $ in Thousands
 1 Months Ended 12 Months Ended
Jul. 08, 2015
Mar. 31, 2015
Nov. 30, 2014
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Dec. 02, 2015
Commitments and Contingencies (Textual)              
Rent expense       $ 900 $ 800 $ 700  
Risk of loss or damage, Description       If the Builder fails to deliver either vessel within 30 days following the applicable delivery date, the Company is entitled to liquidated damages in the amount of $15,000 per day thereafter (not to exceed $500,000 for either vessel). The Agreements each provide for a one-year warranty of the vessels for defects in workmanship or materials under normal use and service, which is capped at $3.0 million in the aggregate for both vessels. The Company may terminate the applicable Agreements in the event the Builder fails to deliver the vessel within 180 days of the applicable due date or the Builder becomes insolvent or otherwise bankrupt.      
Letters of credit outstanding       $ 4,650 4,650    
Cash payments to the plaintiffs, recovered through insurance     $ 11,300        
United States Tour Operators Association [Member]              
Commitments and Contingencies (Textual)              
Letters of credit outstanding       $ 1,000      
Nichols Brothers Boat Builders [Member]              
Commitments and Contingencies (Textual)              
Vessel Construction Agreements, Decription       The Agreements provide for the Builder to construct two new 236-foot 100-passenger cruise vessels at a purchase price of $48.0 million and $46.8 million, respectively, payable monthly based on the value of the work performed through the end of the preceding month.      
Nichols Brothers Boat Builders [Member] | Cruise Vessels One [Member]              
Commitments and Contingencies (Textual)              
Cruise vessels at a purchase price             $ 48,000
Nichols Brothers Boat Builders [Member] | Cruise Vessels Two [Member]              
Commitments and Contingencies (Textual)              
Cruise vessels at a purchase price             $ 46,800
National Geographic Society [Member]              
Commitments and Contingencies (Textual)              
Balance outstanding       $ 1,300 1,000    
Alliance and license agreement, Expiration date   Dec. 31, 2025          
Number of shares, Granted 2,387,499            
Fair value of long-term asset $ 13,800            
Option shares at fair value per share $ 5.76            
Selling and marketing expense       1,400      
National Geographic Society [Member] | Royalty Agreements [Member]              
Commitments and Contingencies (Textual)              
Royalty expense       $ 4,800 4,100 3,400  
Operational Agreement [Member]              
Commitments and Contingencies (Textual)              
Operational agreement term       5 years      
Empresa Turistica Internacional C.A [Member]              
Commitments and Contingencies (Textual)              
Operational agreement, Expiration date       Dec. 31, 2019      
National Geographic Islander [Member]              
Commitments and Contingencies (Textual)              
Royalty expense       $ 700 $ 600 $ 600  
v3.3.1.900
Employee Benefit Plan (Details) - USD ($)
 12 Months Ended
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Employee Benefit Plan (Textual)      
Percentage of employer match of employee contributions 25.00% 25.00% 25.00%
Annual maximum amount of Company match per employee $ 1,800 $ 1,500 $ 1,000
Benefit plan contribution recorded with general and administrative expenses $ 200,000 $ 100,000 $ 100,000
v3.3.1.900
Shareholders' Equity (Details) - $ / shares
Nov. 10, 2015
Dec. 11, 2014
The fair values of employee stock options granted under the Lindblad Plan and 2015 Plan using the Black-Scholes option pricing model [Abstract]    
Stock price $ 10.58 $ 5.02
Exercise price $ 10.58 $ 1.76
Dividend yield 0.00% 0.00%
Expected volatility 60.00% 60.00%
Risk-free interest rate 1.72% 2.19%
Expected life 5 years 1 month 10 days 5 years 1 month 10 days
v3.3.1.900
Shareholders' Equity (Details 1) - Stock options [Member] - USD ($)
 12 Months Ended
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Options outstanding, Beginning Balance [1] 4,631,680 1,992,782 1,992,782  
Options outstanding, Granted [1] 300,000 3,821,696  
Options outstanding, Exercised [1] (2,082,609) (1,182,798)  
Options outstanding, Forfeited [1]  
Options outstanding, Ending Balance [1] 2,849,071 4,631,680 1,992,782 1,992,782
Options outstanding, Vested and expected to vest [1] 2,849,071      
Weighted Average Exercise Price, Beginning Balance [1] $ 1.47 $ 0.11 $ 0.11  
Weighted Average Exercise Price, Granted [1] 10.58 1.76  
Weighted Average Exercise Price, Exercised [1] $ 1.12 $ 0.11  
Weighted Average Exercise Price, Forfeited [1]  
Weighted Average Exercise Price, Ending Balance [1] $ 2.69 $ 1.47 $ 0.11 $ 0.11
Weighted Average Exercise Price, Vested and expected to vest [1] 2.69      
Weighted Average Grant Date Fair Value, Beginning Balance [1] 3.72 3.27 $ 3.27  
Weighted Average Grant Date Fair Value, Granted [1] 5.54 3.81  
Weighted Average Grant Date Fair Value, Exercised [1] $ 3.60 $ 3.27  
Weighted Average Grant Date Fair Value, Forfeited [1]  
Weighted Average Grant Date Fair Value, Ending Balance [1] $ 9.02 $ 3.72 $ 3.27 $ 3.27
Weighted Average Grant Date Fair Value, Vested and expected to vest [1] $ 9.02      
Weighted Average Contractual Life (Years), Outstanding 3 years 8 months 12 days 9 years 8 months 12 days 9 years 10 years
Weighted Average Contractual Life (Years), Outstanding, Vested and expected to vest 3 years 8 months 12 days      
Aggregate Intrinsic Value, Beginning Balance [1] $ 16,315,198 $ 6,926,869 $ 6,622,583  
Aggregate Intrinsic Value, Ending Balance [1] 18,032,173 $ 16,315,198 $ 6,926,869 $ 6,622,583
Aggregate Intrinsic Value, Vested and expected to vest [1] $ 18,032,173      
Exercisable, Beginning Balance [1] 809,984 1,992,782 1,992,782  
Exercisable, Vested [1] 1,272,625  
Exercisable, Exercised [1] (2,082,609) (1,182,798)  
Exercisable, Forfeited [1]  
Exercisable, Ending Balance [1] 809,984 1,992,782 1,992,782
Weighted Average Exercise Price, Exercisable, Beginning Balance [1] $ 0.11 $ 0.11 $ 0.11  
Weighted Average Exercise Price, Vested [1] 1.76  
Weighted Average Exercise Price, Exercised [1] $ 1.12 $ 0.11  
Weighted Average Exercise Price, Exercisable, Ending Balance [1] 0.11 $ 0.11 $ 0.11
Weighted Average Grant Date Fair Value, Exercisable, Beginning Balance [1] $ 3.27 $ 3.27 $ 3.27  
Weighted Average Grant Date Fair Value, Vested [1] 3.81  
Weighted Average Grant Date Fair Value, Exercised [1] $ 3.60 $ 3.60  
Weighted Average Grant Date Fair Value, Exercisable, Ending Balance [1] $ 3.27 $ 3.27 $ 3.27
[1] Option shares and values were adjusted for conversion as of the merger date July 8, 2015.
v3.3.1.900
Shareholders' Equity (Details Textual)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 11, 2014
officers
$ / shares
shares
Dec. 31, 2015
USD ($)
$ / shares
shares
Dec. 31, 2014
USD ($)
$ / shares
shares
Dec. 31, 2013
USD ($)
Nov. 10, 2015
$ / shares
Jul. 08, 2015
shares
Apr. 11, 2013
USD ($)
Dec. 31, 2012
USD ($)
Nov. 30, 2012
USD ($)
Stock Based Compensation [Textual]                  
Total common and preferred shares, shares authorized   201,000,000              
Preferred stock, shares authorized   1,000,000 1,000,000            
Preferred stock, par value | $ / shares   $ 0.0001 $ 0.0001            
Common stock, shares authorized   200,000,000 200,000,000            
Common stock, par value | $ / shares   $ 0.0001 $ 0.0001            
Common control merger distribution | $             $ 12,300   $ 24,000
Common control merger contribution | $               $ 2,100  
Shares redemption value | $     $ 5,000            
Shares outstanding subject to such redemption - as converted     1,912,833            
Maximum shares of common stock approved to employees, consultants and non-employee directors   500,000              
Stock based compensation expense | $   $ 4,913 $ 274          
Exercise price | $ / shares $ 1.76       $ 10.58        
Fair value, per share | $ / shares $ 5.02       $ 10.58        
2015 Plan [Member]                  
Stock Based Compensation [Textual]                  
Maximum shares of common stock approved to employees, consultants and non-employee directors   2,500,000              
Share based payment award, description   The Board has the authority to determine the amount and type of each award. The 2015 Plan expires on July 8, 2025. All options granted under the 2015 Plan will be at exercise prices not less than 100% of the fair market value of the Company's common stock on the date of grant.              
2012 Stock Incentive Plan [Member]                  
Stock Based Compensation [Textual]                  
Options to purchase common stock   2,849,071              
Common Stock [Member]                  
Stock Based Compensation [Textual]                  
Exercise price | $ / shares   $ 1.76              
Shares vested   1,272,625              
Shares, exercised   1,272,625              
Fair value, per share | $ / shares   $ 9.30              
Number of shares required exercise proceeds   240,841              
Value of shares required exercise exercise | $   $ 2,200              
Shares transferred to pay for payroll withholding taxes, shares   524,662              
Shares transferred to pay for payroll withholding taxes, value | $   $ 4,900              
Balance shares issued to pay for exercised after payroll tax shares   507,122              
Restricted Stock [Member] | 2015 Plan [Member]                  
Stock Based Compensation [Textual]                  
Restricted shares granted, Value | $   $ 400              
Exercise price | $ / shares   $ 11.26              
Estimated annual amortization | $   $ 100              
RSU's vs Restricted shares [Member] | 2015 Plan [Member]                  
Stock Based Compensation [Textual]                  
RSU's vs Restricted shares granted   6,660              
Stock options [Member]                  
Stock Based Compensation [Textual]                  
Unamortized value of options | $   $ 11,000              
Unamortized expense period   2 years 7 months 6 days              
Stock options granted outstanding under plan           13,480      
Stock options [Member] | 2012 Stock Incentive Plan [Member]                  
Stock Based Compensation [Textual]                  
Number of officers | officers 2                
Stock options granted outstanding under plan 13,480                
Options to purchase common stock 3,821,696                
Exercise price | $ / shares $ 1.76                
Stock options granted 13,480                
Fair value, per share | $ / shares $ 3.81                
Original grant equity awards | $ / shares $ 1,423.62                
v3.3.1.900
Related Party Transactions - Shareholder Loans (Details Textual) - USD ($)
 1 Months Ended 12 Months Ended
May. 08, 2015
Mar. 09, 2015
Dec. 11, 2014
Nov. 03, 2014
May. 10, 2013
May. 30, 2013
Apr. 30, 2013
Mar. 31, 2013
Feb. 28, 2011
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Jul. 08, 2015
Related Party Transaction [Line Items]                          
Common stock, shares issued                   45,224,881 44,717,759    
Aggregate exercise price                   $ 10.00      
Issuance of shares in Capitol to Lindblad Expeditions National Geographic Joint Fund for Exploration and Conservation (LEX-NG Fund)                   500,000      
Linblad shareholder loan [Member]                          
Related Party Transaction [Line Items]                          
Advance from related party       $ 2,800,000                  
National geographic related party [Member]                          
Related Party Transaction [Line Items]                          
Common stock, shares issued                         1,250,000
Equity interest percentage                         5.00%
Number of warrants issuable                         15,600,000
National geographic related party [Member] | Linblad shareholder loan [Member]                          
Related Party Transaction [Line Items]                          
Aggregate principal amount                   $ 4,800,000      
Assignment/Assumption agreement National Geographic [Member]                          
Related Party Transaction [Line Items]                          
Aggregate amount of loans   $ 2,800,000                      
Fee from DVB $ 5,000,000 $ 5,000,000                      
Shares outstanding subject to redemption - pre conversion   2,857                      
Proceeds from stock options exercised $ 100,000 $ 100,000                      
Aggregate exercise price options exercised   $ 92,500                      
Profit Participation Loan Purchase Agreement [Member] | CFMF [Member]                          
Related Party Transaction [Line Items]                          
Agreement description     The remaining payments of (i) $22.7 million to DVB, (ii) $48.4 million to Buss Kreuzfahrtfonds 1 GmbH & Co. KG and Buss Kreuzfahrtfonds 2 GmbH & Co. KG, as increased by $339,100 per month from December 31, 2014 until the close of the transaction, and (iii) $1.00 to Cruise/Ferry Financing Partners Private Foundation were made on May 8, 2015.                    
Payment of related party debt     $ 25,000,000                    
Capitol (Capitol Acquisition Management 2 LLC) [Member]                          
Related Party Transaction [Line Items]                          
Common stock, shares issued                 4,417,684        
Cash purchase price                 $ 25,000        
Purchase price per shares                 $ 25,000        
Aggregate share of common stock           5,175,000     0.006        
Common Stock, dividends per share           $ 0.2              
Common stock shares forfeited           175,000              
Convertible notes, Payable                   $ 500,000      
Aggregate exercise price                   $ 1.00      
Aggregate amount of loans                   $ 1,600,000      
Expense reimbursement from related parties                     $ 38,200 $ 26,000 $ 53,800
Sponsor [Member]                          
Related Party Transaction [Line Items]                          
Aggregate share of common stock             3,222,875 105,184          
Equity interest percentage               20.00%          
Related party transaction, description                 The last sales price of its common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations and recapitalizations) for any 20 trading days within any 30-trading day period commencing at least 150 days after July 8, 2015 or the Company consummates a subsequent liquidation, merger, share exchange or other similar transaction which results in all of its stockholders having the right to exchange their shares of common stock for cash, securities or other property.        
Founder [Member]                          
Related Party Transaction [Line Items]                          
Aggregate share of common stock               4,312,500          
Related party transaction, description                 The last sales price of our stock does not equal or exceed $13.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period within four years following July 8, 2015. Such founder forfeiture shares will be released from escrow at the same time as the other initial shares to the extent they have been earned at such time.        
Mr. Lindblad [Member]                          
Related Party Transaction [Line Items]                          
Aggregate principal amount       $ 3,500,000                  
Executive officers and directors [Member] | Sponsor [Member] | Capitol (Capitol Acquisition Management 2 LLC) [Member]                          
Related Party Transaction [Line Items]                          
Other, shares             22,998 1,078,126          
Mr Dryden [Member] | Capitol (Capitol Acquisition Management 2 LLC) [Member]                          
Related Party Transaction [Line Items]                          
Aggregate share of common stock             974,626            
Venturehouse group, LLC [Member]                          
Related Party Transaction [Line Items]                          
Administrative Fees         $ 7,500                
Aggregate cash fee                   $ 45,000 $ 90,000 $ 62,400  
v3.3.1.900
Subsequent Events (Details) - Subsequent Event [Member] - Restated Credit Facility [Member]
$ in Millions
Mar. 07, 2016
USD ($)
Subsequent Event [Line Items]  
Revolving credit facility $ 175
Incremental Revolving Credit Facility [Member]  
Subsequent Event [Line Items]  
Revolving credit facility 45
Letter of Credit Subfacility [Member]  
Subsequent Event [Line Items]  
Revolving credit facility $ 5
v3.3.1.900
Quarterly Financial Data - Unaudited (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2014
Sep. 30, 2014
Jun. 30, 2014
Mar. 31, 2014
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Quarterly Financial Data - Unaudited [Abstract]                      
Tour revenues $ 46,472 $ 58,561 $ 49,531 $ 55,421 $ 44,753 $ 51,540 $ 50,791 $ 51,375 $ 209,985 $ 198,459 $ 192,237
Gross profit 22,386 33,118 28,045 31,019 23,423 28,946 26,690 29,398 114,568 108,457 95,582
Net income (loss) $ (442) $ 4,416 $ 8,835 $ 6,933 $ 1,406 $ 7,280 $ 5,164 $ 8,395 $ 19,742 $ 22,245 $ 14,844
Diluted earnings (loss) per share $ (0.01) $ 0.10 $ 0.20 $ 0.16 $ 0.03 $ 0.14 $ 0.10 $ 0.16 $ 0.43 $ 0.44