LINDBLAD EXPEDITIONS HOLDINGS, INC., 10-K filed on 3/7/2017
Annual Report
v3.7.0.1
Document and Entity Information - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2016
Mar. 02, 2017
Jun. 30, 2016
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, 2016    
Document Fiscal Period Focus FY    
Document Fiscal Year Focus 2016    
Entity Well-known Seasoned Issuer No    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Filer Category Accelerated Filer    
Entity Public Float     $ 146.5
Entity Common Stock, Shares Outstanding   45,224,067  
v3.7.0.1
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 31, 2016
Dec. 31, 2015
Current Assets:    
Cash and cash equivalents $ 135,416 $ 206,903
Restricted cash and marketable securities 9,015 8,460
Inventories 1,665 1,746
Marine operating supplies 4,142 4,969
Prepaid expenses and other current assets 20,782 12,266
Total current assets 171,020 234,344
Property and equipment, net 186,236 125,471
Goodwill 22,105
Intangibles, net 11,132 6,227
Other long-term assets 13,090 12,355
Deferred tax assets 4,118 3,216
Total assets 407,701 381,613
Current Liabilities:    
Unearned passenger revenues 91,501 76,604
Accounts payable and accrued expenses 30,662 25,968
Long-term debt - current 1,750 1,750
Total current liabilities 123,913 104,322
Long-term debt, less current portion 164,128 162,693
Other long-term liabilities 681 677
Total liabilities 288,722 267,692
COMMITMENTS AND CONTINGENCIES
REDEEMABLE NONCONTROLLING INTEREST 5,170
STOCKHOLDERS' 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; 45,659,762 and 45,224,881 issued and outstanding as of December 31, 2016, and 2015, respectively 5 5
Additional paid-in capital 43,097 48,073
Retained earnings 70,707 65,843
Total stockholders' equity 113,809 113,921
Total liabilities, redeemable noncontrolling interest and stockholders' equity $ 407,701 $ 381,613
v3.7.0.1
Consolidated Balance Sheets (Parenthetical) - $ / shares
Dec. 31, 2016
Dec. 31, 2015
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 45,659,762 45,224,881
Common stock, shares outstanding 45,659,762 45,224,881
v3.7.0.1
Consolidated Statements of Income - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Tour revenues $ 242,346 $ 209,985 $ 198,459
Cost of tours 118,977 95,417 90,002
Gross profit 123,369 114,568 108,457
Operating expenses:      
General and administrative 51,896 38,994 36,053
Selling and marketing 39,072 35,083 30,718
Merger-related expenses 13,344
Depreciation and amortization 18,420 11,645 11,266
Total operating expenses 109,388 99,066 78,037
Operating income 13,981 15,502 30,420
Other (expense) income:      
Loss on foreign currency (720) (40) (149)
(Loss) gain on transfer of assets (83) 7,502
Other (expense) income, net (1,173) 5,030 67
Interest expense, net (10,146) (10,901) (5,293)
Total other (expense) income (12,122) 1,591 (5,375)
Income before income taxes 1,859 17,093 25,045
Income tax (benefit) expense (3,200) (2,649) 2,800
Net income 5,059 19,742 22,245
Net income attributable to noncontrolling interest 195
Net income attributable to Lindblad 4,864 19,742 22,245
Common stock      
Common stock      
Net income available to common stockholders $ 4,864 $ 19,742 $ 19,551
Weighted average shares outstanding      
Basic 45,649,971 44,917,829 44,717,759
Diluted 46,456,921 45,575,387 44,717,759
Earnings per share attributable to Lindblad      
Basic $ 0.11 $ 0.44 $ 0.44
Diluted $ 0.10 $ 0.43 $ 0.44
Class B Common stock      
Common stock      
Net income available to common stockholders $ 2,694
Weighted average shares outstanding      
Basic 6,161,135
Diluted 6,161,135
Earnings per share attributable to Lindblad      
Basic $ 0.44
Diluted $ 0.44
v3.7.0.1
Consolidated Statement of Shareholders' Equity - USD ($)
shares in Thousands, $ in Thousands
Total
Class B Common stock
Common stock
Additional Paid-In Capital
Retained Earnings
Redeemable Noncontrolling Interest
Balance at Dec. 31, 2013 $ 55,573 $ 5 $ 31,712 $ 23,856
Balance, shares at Dec. 31, 2013   6,388,677 44,717,759      
Stock-based compensation 274 274
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 4,913   4,913
CFMF transaction cancellation of warrant (83,467)   (83,467)
Obligation to repurchase shares of common stock 4,966   4,966
Merger recapitalization 200,558   200,558
Payments to shareholders for merger (90,000)   (90,000)
Option shares exercised and exchanged (4,880)   (4,880)
Option shares exercised and exchanged, shares     507,122      
Repurchase of shares and 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  
Stock-based compensation 5,411   $ 5,411
Stock-based compensation, shares   199,044      
Option shares exercised and exchanged (2,694)     (2,694)
Option shares exercised and exchanged, shares     280,347      
Repurchase of shares and warrants (10,343)   (10,343)
Repurchase of shares and warrants, shares     (308,718)      
Acquisition of Natural Habitat, Inc. 2,650 2,650 4,975
Acquisition of Natural Habitat, Inc., shares     264,208      
Net income 4,864     4,864 195
Balance at Dec. 31, 2016 $ 113,809 $ 5 $ 43,097 $ 70,707 $ 5,170
Balance, shares at Dec. 31, 2016     45,659,762      
v3.7.0.1
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Cash Flows From Operating Activities      
Net income $ 5,059 $ 19,742 $ 22,245
Adjustments to reconcile net income to net cash provided by operating activities:      
Depreciation and amortization 18,420 11,645 11,266
Amortization of National Geographic fee 2,907 1,397
Amortization of debt discount, deferred financing and other, net 1,144 3,576 744
Stock-based compensation 5,411 4,913 274
Deferred income taxes (3,326) (3,413) 289
Loss on currency translation 720 40 149
Loss (gain) on disposal and transfer of assets 819 (7,502)
Changes in operating assets and liabilities      
Inventories and marine operating supplies 1,073 (163) (831)
Prepaid expenses and other current assets 629 (1,100) (2,420)
Unearned passenger revenues 245 3,723 8,750
Other long-term assets (3,642)
Other long-term liabilities 4 230 184
Accounts payable and accrued expenses 1,964 7,214 2,404
Net cash provided by operating activities 31,427 40,302 43,054
Cash Flows From Investing Activities      
Purchase of investment in CFMF (68,088) (25,055)
Acquisition of Natural Habitat, Inc., net of $4,904 cash acquired (9,946)
Purchases of property and equipment (75,933) (14,800) (5,922)
Advance from shareholder 1,501 517
(Purchase) redemption of restricted cash and marketable securities (555) (125) 1,458
Net cash used in investing activities (86,434) (81,512) (29,002)
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)
Payment of deferred financing costs (1,565) (11,045)
Repayments of long-term debt (1,750) (41,879) (3,989)
Proceeds used in exchange of option shares (2,694) (4,879)
Repurchase of stock from common shareholders (1,876)
Repayment of due to stockholder (1,000)
Repurchase of stock from Class B stockholders (10,525)
Repurchase of warrants and common shares (10,343) (5,478)
Net cash (used in) provided by financing activities (16,352) 208,525 (17,390)
Effect of exchange rate changes on cash (128) (91) (1,337)
Net (decrease) increase in cash and cash equivalents (71,487) 167,224 (4,675)
Cash and cash equivalents as of beginning of period 206,903 39,679 44,354
Cash and cash equivalents as of end of period 135,416 206,903 39,679
Cash paid during the period for:      
Interest 9,896 7,003 4,844
Income taxes 998 379 1,102
Non-cash investing and financing activities:      
Additional paid-in capital exercise proceeds of option shares 1,123 2,240
Additional paid-in capital exchange proceeds used for option shares $ (1,123) $ (2,240)
v3.7.0.1
Consolidated Statements of Cash Flows (Parenthetical) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Statement of Cash Flows [Abstract]      
Net cash acquired $ 4,904
v3.7.0.1
Business
 12 Months Ended
Dec. 31, 2016
Business [Abstract]  
BUSINESS

NOTE 1 – BUSINESS

 

Organization

 

Lindblad Expeditions Holdings, Inc. and its consolidated subsidiaries (the “Company” or “Lindblad”) currently operate a fleet of six owned expedition ships and five seasonal charter vessels under the Lindblad brand.

 

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

 

Natural Habitat Acquisition

 

On May 4, 2016, the Company acquired an 80.1% ownership interest in Natural Habitat, Inc. (“Natural Habitat”), an adventure travel and ecotourism company based in Colorado. Natural Habitat was founded by Benjamin L. Bressler, who retains a 19.9% noncontrolling interest in Natural Habitat. With the acquisition of Natural Habitat, the Company expanded its itineraries to include land-based offerings around the globe. Natural Habitat’s expeditions include polar bear tours in Churchill, Canada, Alaskan grizzly bear adventures, small-group Galápagos tours and African safaris. In addition to its land offerings, Natural Habitat offers select itineraries on seven small chartered vessels for parts of the year. Natural Habitat has partnered with World Wildlife Fund (“WWF”) to offer conservation travel, sustainable travel that directly protects nature. This agreement with WWF extends through 2023.

 

Stock and Warrant Repurchase Plan

 

On November 2, 2016, the Company’s Board of Directors approved a $15.0 million increase to the Company’s existing stock and warrant repurchase plan (“Repurchase Plan”) to a total of $35.0 million. This Repurchase Plan, which was authorized in November 2015, 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 based on market and business conditions, applicable legal requirements and other factors. See Note 11 – Shareholders’ Equity for more details.

 

Amended and Restated Credit Agreement

 

On March 7, 2016, the Company entered into a second amended and restated credit agreement with Credit Suisse A.G. (“Credit Suisse”) (“Restated Credit Agreement”), adding a $45.0 million revolving credit facility. See Note 7 – Long-Term Debt for more details.

 

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, 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 Expeditions, Inc. (“LEX”) 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 LEX 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.

 

As a result of the mergers, LEX became a direct wholly-owned subsidiary of Capitol. Immediately following the mergers, Capitol, which had no operations, changed its name to Lindblad Expeditions Holdings, Inc. and therefore Lindblad has presented LEX’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 LEX, 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 of the merger between LEX and terminating five years thereafter. As of December 31, 2016, there were 11,186,387 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.
v3.7.0.1
Summary of Significant Accounting Policies
 12 Months Ended
Dec. 31, 2016
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, 2016 and 2015 and for the years ended December 31, 2016, 2015 and 2014 have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding audited annual financial information.

 

The merger with LEX 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 LEX comprising the ongoing operations and assets of the combined entity and LEX 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 LEX 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 LEX. Additionally, the historical financial statements of LEX are now reflected as those of the Company.

 

Principles of Consolidation

 

The consolidated financial statements of the Company as of December 31, 2016 and 2015 included Lindblad Expeditions Holdings, Inc. and its consolidated subsidiaries. Natural Habitat’s balance sheet as of December 31, 2016 and results of operations for the period beginning May 5, 2016 and ending December 31, 2016 are included in the Company’s consolidated financial statements. The consolidated financial statements of the Company as of December 31, 2015 and 2014 included LEX, its wholly-owned subsidiary, Lindblad Maritime Enterprises, Ltd (“LME”), a Cayman Islands corporation, as well as the subsidiaries of LME, and Sea Bird and Sea Lion as variable interest entities (“VIEs”). LEX controlled the activities which most significantly impacted the economic performance of Sea Lion and Sea Bird. LEX determined itself to be the primary beneficiary and accordingly, these entities were determined to be VIEs. All significant intercompany 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 2016 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 estimates and assumptions of 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 tour 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. Revenues from the sale of guest tickets and other tour revenues 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 revenues 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 of owned vessels in excess of ten days, where the tour days span a quarter end or year end, the Company recognizes revenue based upon expedition 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 sixty thousand dollars and cancellation insurance extended to guests. The Company has Stop Loss coverage for medical claims in excess of the sixty thousand dollars amount. As of December 31, 2016 and 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 to 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 $14.7 million, $13.0 million and $12.5 million for the years ended December 31, 2016, 2015 and 2014, respectively. The largest component of advertising expense was direct mail, which totaled $5.5 million, $5.8 million and $5.8 million for the years ended December 31, 2016, 2015 and 2014, 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 is computed by dividing net income available to common stockholders, by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed using the weighted average number of common shares outstanding 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 years ended December 31, 2016 and 2015, the Company determined, using the treasury method, there were 782,565 and 657,558, respectively, of dilutive common shares related to stock options. For the year ended December 31, 2016, the Company determined, using the treasury method, there were 24,385 dilutive common shares related to restricted shares. For the years ended December 31, 2015 and 2014, the Company determined there were no dilutive potential common shares.

 

In 2014, 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 LEX 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.

 

As of December 31, 2016, 11,186,387 warrants to purchase common stock at a price of $11.50 per share were outstanding. The Company determined these warrants were anti-dilutive and were not considered in the calculation of diluted weighted average shares outstanding.

 

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 LEX 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 and 2014, 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, 2016, 2015 and 2014, 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 share and per share data)   2016     2015     2014  
Net income attributable to Lindblad for basic and diluted earnings per share   $ 4,864     $ 19,742     $ 22,245  
                         
Weighted average shares outstanding:                        
Total weighted average shares outstanding, basic     45,649,971       44,917,829       50,878,894  
                         
Effect of dilutive securities:                        
Assumed exercise of stock options, treasury method     782,565       657,558       -  
Assumed exercise of restricted shares, RSU's, treasury method     24,385       -       -  
Dilutive potential common shares     806,950       657,558       -  
Total weighted average shares outstanding, diluted     46,456,921       45,575,387       50,878,894  
                         
Common stock                        
Net income available to common stockholders   $ 4,864     $ 19,742     $ 19,551  
                         
Weighted average shares outstanding                        
Basic     45,649,971       44,917,829       44,717,759  
Diluted     46,456,921       45,575,387       44,717,759  
                         
Earnings per share attributable to Lindblad                        
Basic   $ 0.11     $ 0.44     $ 0.44  
Diluted   $ 0.10     $ 0.43     $ 0.44  
                         
Class B common stock                        
Net income available to Class B common stockholders   $ -     $ -     $ 2,694  
                         
Weighted average shares outstanding                        
Basic     -       -       6,161,135  
Diluted     -       -       6,161,135  
                         
Earnings per share attributable to Lindblad                        
Basic   $ -     $ -     $ 0.44  
Diluted   $ -     $ -     $ 0.44  

 

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, 2016 and 2015, the Company’s cash held in financial institutions outside of the U.S. amounted to $2.7 million and $3.9 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)   2016     2015  
Restricted cash and marketable securities:            
Credit negotiation and credit card processor reserves   $ 5,030     $ 5,030  
Federal Maritime Commission escrow     2,571       2,233  
Certificates of deposit and other restricted securities     1,414       1,197  
Total restricted cash and marketable securities   $ 9,015     $ 8,460  

 

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.

 

A $5.0 million cash reserve at December 31, 2016 and 2015 is required for credit card deposits by third-party credit card processors. We were notified our required deposit of $3.5 million, will no longer be required as of January 27, 2017. As a result, restricted cash of $3.5 million will be reclassified to cash and cash equivalents in the first quarter of 2017.

 

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 plus an additional 10% 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.

 

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.

 

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)   2016     2015  
Prepaid tour expenses   $ 11,593     $ 5,269  
Prepaid client insurance     2,141       1,706  
Prepaid air expense     2,432       1,379  
Prepaid port agent fees     1,038       1,080  
Prepaid income taxes     824       938  
Prepaid corporate insurance     931       753  
Prepaid marketing, commissions and other expenses     1,823       1,141  
Total prepaid expenses   $ 20,782     $ 12,266  

 

Property and Equipment, net

 

Property and equipment, net is stated at cost less accumulated depreciation and amortization. Depreciation and amortization is 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 expedition sites and port facilities   Shorter of lease term or related asset life

 

The ship-based tour and expedition industry is very capital intensive and as of December 31, 2016 and 2015, the Company owned and operated six vessels and has two new coastal vessels under construction. Therefore, the Company has a capital program that it develops for the improvement of its vessels, expedition sites 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.

 

Improvement costs that add value to the Company’s vessels and expedition sites, such as those discussed above, are capitalized to the vessels and site improvements and depreciated over the shorter of the improvements or the vessel’s or other improvements 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.

 

Goodwill

 

Goodwill includes the cost of the acquired business in excess of the fair value of the tangible net assets recorded in connection with the acquisition of Natural Habitat (see Note 1 – Business). SFAS No. 142, “Goodwill and Other Intangible Assets” (“SFAS 142”), requires the Company to assess goodwill for impairment annually or more frequently if a triggering event occurs. Due to the acquisition of Natural Habitat on May 4, 2016, the Company recorded goodwill in the amount of $22.1 million, in Natural Habitat’s reporting unit. The Company’s policy is to first perform a qualitative assessment to determine if Natural Habitat’s reporting unit’s carrying value is less than the fair value of the reporting unit, indicating the potential for goodwill impairment. The quantitative two step goodwill impairment calculation is then performed if the reporting unit fails the qualitative test. The Company performed a qualitative assessment for goodwill impairment as of September 30, 2016 for Natural Habitat’s reporting unit with no indication of goodwill impairment.

 

Intangibles, net

 

Intangibles, net include tradenames, customer lists and operating rights. Tradenames are words, symbols, or other devices used in trade or business to indicate the source of products and to distinguish it from other products and are registered with government agencies and are protected legally by continuous use in commerce. Customer lists are established relationships with existing customers that resulted in repeat purchases and customer loyalty. Based on the Company’s analysis, amortization of the tradenames and customer lists was computed using the estimated useful lives of 15 and 5 years, respectively.

 

The Company operates two vessels year-round in the Galápagos National Park in Ecuador; the National Geographic Endeavour II 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 has begun and if it can be determined that the Company will be successful in its bid, then the Company will adjust its amortization prospectively.

 

Upon the occurrence of a triggering event, the assessment of possible impairment of the Company’s intangibles, net will be 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 tradenames, customer lists and operating rights. As of December 31, 2016 and 2015, there was no triggering event and the Company did not record an impairment for intangible assets.

 

Long-Lived Assets

 

The Company reviews its long-lived assets, principally its vessels, 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, 2016 and 2015, there was no triggering event and the Company did not record an impairment of its long-lived assets. In the first quarter of 2016, the Company reviewed the remaining useful life of the National Geographic Endeavour, which was replaced by the National Geographic Endeavour II 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 3 – Property and Equipment). As a result, the Company accelerated the depreciation in order to fully depreciate the asset by the end of the fourth quarter of 2016.

 

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, LEX issued a note payable to Cruise/Ferry Master Fund I, N.V. (see Note 7 – Long-Term Debt). On December 11, 2014, LEX 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 LEX 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 LEX 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 LEX commenced liquidation procedures on CFMF. Utilizing the proceeds from the new loans, LEX 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 LEX’s agreement to purchase CFMF, Sven-Olof Lindblad (“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 LEX’s preexisting senior debt facility).

 

On March 9, 2015, Mr. Lindblad and LEX entered into an Assignment and Assumption Agreement pursuant to which Mr. Lindblad (i) assigned and transferred to LEX 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 LEX’s stock for $0.1 million in aggregate exercise proceeds. In exchange for the assignment to LEX of the fee payable by DVB, all of Mr. Lindblad’s obligations under his loan agreement with LEX (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, LEX 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,  
    2016     2015  
Accounts payable   $ 7,573     $ 4,761  
Accrued other expense     6,265       5,385  
Bonus compensation liability     4,186       2,800  
Employee liability     3,228       2,597  
Income tax liabilities     884       2,045  
New build liability     4,011       4,082  
Travel certificate liability     1,218       1,312  
Refunds and commissions payable     1,454       1,388  
Royalty payable     1,468       1,310  
Accrued travel insurance expense     375       288  
Total accounts payable and accrued expenses   $ 30,662     $ 25,968  

 

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 1 Quoted market prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at measurement date.
   
Level 2 Quoted 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 3 Significant 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 and unearned passenger revenue 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, 2016 and 2015. As of December 31, 2016 and 2015, the Company had no other liabilities that were measured at fair value on a recurring basis.

 

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.

 

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.

 

Income Taxes

 

The Company is subject to income taxes in both the U.S. and the non-U.S. jurisdictions in which it operates. Significant management judgment is required in projecting ordinary income to determine the Company’s estimated effective tax rate.

 

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 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. As of December 31, 2016 and 2015, the Company had a liability for unrecognized tax benefits of $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, 2016 and 2015, included in income tax expense was $0.1 million, 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 are no U.S. federal, state or foreign jurisdiction tax audits pending. The Company’s corporate U.S. federal and state tax returns from 2013 to 2015 remain subject to examination by tax authorities and the Company’s foreign tax returns from 2012 to 2015 remain subject to examination by tax authorities.

 

Other Long-Term Assets

 

In 2015, the Company recorded deferred financing costs of $11.0 million for the 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 7 – Long-Term Debt).

 

In 2016, the Company recorded a $3.6 million tax asset for long-term prepaid value-added taxes related to the importation of the National Geographic Endeavour II and expect to earn tax credits that will reduce the asset over the next several years.

 

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 NG Agreements. The Company recorded a $13.8 million long-term asset using a fair value of $5.76 per option share. The balance of the license agreement asset as of December 31, 2016 was $9.5 million. As of December 31, 2016 and December 31, 2015, the balance in other long-term assets was $13.1 million and 12.4 million, respectively. (See Note 9 – Commitments and Contingencies for more details).

 

Foreign Currency Translation

 

The U.S. dollar is the functional currency in the Company’s foreign operations and 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.

 

Stock-Based Compensation

 

The Company accounts for equity instruments issued to employees, non-employee directors or other service providers 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 service 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 are 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 11 – Shareholders’ Equity).

 

Segment Reporting

 

We are primarily a specialty cruise operator with operations in two segments, Lindblad and Natural Habitat. We evaluate the performance of our business based largely on the results of our operating segments. We provide 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 at a consolidated level, as well as at a segment level. Our reports provided to the Board of Directors are at a consolidated level and also contain information regarding the separate results of both segments. Management performance and related compensation is primarily based on total results. While both segments have similar characteristics, the two operating and reporting segments cannot be aggregated because they fail to meet the ASC 280 requirements for aggregation.

 

Recent Accounting Pronouncements

 

In January 2017, FASB issued Accounting Standards Update ASU No. 2017-04, Intangibles and Other (Topic 350): Simplifying the Test for Goodwill Impairment. The amendment was issued in response from stakeholders’ regarding the cost and complexity of the goodwill impairment test. To simplify the subsequent measurement of goodwill, the Board eliminated Step 2 from the goodwill impairment test. In computing the implied fair value of goodwill under Step 2, an entity had to perform procedures to determine the fair value at the impairment testing date of its assets and liabilities (including unrecognized assets and liabilities). Now the entity compares the fair value of the reporting unit with its carrying amount. Public business entities should apply the guidance to annual reporting periods beginning after December 15, 2019. Early adoption is permitted for interim or annual impairment tests after January 1, 2017. The Company does not believe the adoption of this ASU will have a material impact prospectively, to the Company’s consolidated financial statements.

 

In January 2017, FASB issued Accounting Standards Update ASU No. 2017-01, “Business Combinations (Topic 805): Clarifying the Definition of a Business”. The amendment was issued to clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The amendments in this Update provide a screen to determine when a set (inputs and processes that produce an output) is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This screen reduces the number of transactions that need to be further evaluated. Public business entities should apply the guidance to annual reporting periods beginning after December 15, 2017. The Company does not believe the adoption of this ASU will have a material impact prospectively, to the Company’s consolidated financial statements. 

In November 2016, FASB issued Accounting Standards Update ASU No. 2016-18, “Statement of Cash Flows (Topic 230): Restricted Cash. This update requires that a Statement of Cash Flow explain the change during the period in the total cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash should be included with cash & cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the Statement of Cash Flows. Public business entities should apply the guidance to annual reporting periods beginning after December 15, 2017 with early adoption permitted. The Company is currently evaluating the effects, if any, that adoption of this ASU will have on its consolidated financial statements.

 

In October 2016, FASB issued Accounting Standards Update ASU No. 2016-16, “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory”. The amendment was issued to improve the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. Current GAAP prohibits the recognition of current and deferred income taxes for an intra-entity asset transfer until the asset has been sold to an outside party. FASB decided that an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Consequently, the amendments in this Update eliminate the exception for an intra-entity transfer of an asset other than inventory. Public business entities should apply the guidance to annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Earlier application is permitted. The Company is currently evaluating the effects, if any, that adoption of this ASU will have on its consolidated financial statements.

 

In August 2016, FASB issued ASU No. 2016-15, “Statement of Cash Flows – Classification of certain Cash Receipts and Cash Payments” (Topic 230). ASU No. 2016-15 is intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. For public business entities, this ASU is effective for financial statements issued for annual periods beginning after December 15, 2017, including interim periods within those annual periods. Early adoption is permitted, provided that all of the amendments are adopted in the same period. The Company adopted this ASU in the third quarter of 2016 and its adoption did not have a material impact to the Company’s consolidated financial statements.

 

In March 2016, FASB issued ASU No. 2016-09, “Compensation – Stock Compensation: Improvements to Employee Share-Based Payment Accounting” (Topic 718). The amendments in this ASU are to significantly reduce the complexity and cost of accounting for excess tax benefits and tax deficiencies related to employee share-based payment transactions, which include restricted stock and stock options. Also, ASU No. 2016-09 requires an entity to run excess tax benefits and deficiencies through its income statement, which in effect eliminates the concept of additional paid-in capital. For public business entities, the amendments in this ASU are effective for financial statements issued for annual periods beginning after December 15, 2016, including interim periods within those annual periods. The Company is currently evaluating the potential impact, if any, that adoption of this ASU will have on its consolidated financial statements.

 

In February 2016, FASB issued 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 is currently evaluating the effects, 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 is currently evaluating the effects, if any, that adoption of this ASU will have on its consolidated financial statements.

 

In 2014, FASB issued ASU 2014-09, “Revenue from Contracts with Customers” (Topic 606). 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. There have been multiple ASU’s issued subsequent to ASU 2014-09, each of which is listed in chronological order below with a brief summary. We are currently assessing the impact of the guidance utilizing a comprehensive approach to assess the impact of the guidance on our revenue by reviewing our current accounting policies and practices to identify potential differences that would result from applying the new requirements to our revenue contracts, including evaluation of our performance obligations, principal versus agent and variable consideration. We continue to make significant progress on our contract reviews and are also in the process of evaluating the impact, if any, on changes to our business processes, systems and controls to support recognition and disclosure under the new guidance. We currently expect to adopt all of the new guidance related to revenue recognition, beginning in the first quarter of 2018. Summary of subsequent ASU’s related to ASU 2014-09 is as follows:

 

In May 2016, FASB issued ASU No. 2016-12, “Revenue from Contracts with Customers – Narrow-Scope Improvements and Practical Expedients” (Topic 606).

 

In April 2016, FASB issued ASU No. 2016-10, “Revenue from Contracts with Customers – Identifying Performance Obligations and Licensing” (Topic 606).

 

In March 2016, FASB issued ASU No. 2016-08, “Revenue from Contracts with Customers – Principal versus Agent Considerations (Reporting Gross versus Net)” (Topic 606).

 

In August 2015, FASB issued ASU No. 2015-14, “Revenue from Contracts with Customers – Deferral of the Effective Date” (Topic 606).

 

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.
v3.7.0.1
Property and Equipment, Net
 12 Months Ended
Dec. 31, 2016
Property and Equipment, Net [Abstract]  
PROPERTY AND EQUIPMENT, NET

NOTE 3 – PROPERTY AND EQUIPMENT, NET

 

Property and equipment, net are as follows:

 

  As of December 31, 
(In thousands) 2016  2015 
Vessels and improvements $267,415  $214,170 
Furniture and equipment  10,726   8,169 
Leasehold improvements  1,425   1,439 
Total property and equipment, gross  279,566   223,778 
Less: Accumulated depreciation and amortization  (93,330)  (98,307)
Property and equipment, net $186,236  $125,471 

 

Total depreciation and amortization expense of the Company’s property and equipment for the years ended December 31, 2016, 2015 and 2014 were $17.1 million, $11.3 million and $10.9 million, respectively.

 

For the year ended December 31, 2016, the Company had $75.9 million in capital expenditures, including capitalized interest, added to property and equipment, net. This amount included $33.4 million for the purchase and renovation of its National Geographic Endeavour II, and $36.9 million for the two newbuild coastal vessels. The Company began to capitalize interest in January 2016 for its two newbuild coastal vessels and its renovation improvements to the National Geographic Endeavour II under accounting guidance in ASC 835-20, which requires companies to capitalize interest cost incurred during the construction of assets. The capitalized interest has been and will continue to be added to the historical cost of the assets and depreciate over the useful lives. For the year ended December 31, 2016, the Company recognized $1.5 million in capitalized interest in property and equipment, net on the accompanying consolidated balance sheet.

  

As part of the transition from National Geographic Endeavour to National Geographic Endeavour II, we removed the National Geographic Endeavour from operations in December 2016 and incurred a loss on disposal of asset, of approximately $0.8 million. Loss on disposal includes costs associated with inventory items and accrued expenses for anticipated costs to dispose of the National Geographic Endeavour, including but not limited to port costs, fuel, and crew expenses.
v3.7.0.1
Acquisition
 12 Months Ended
Dec. 31, 2016
Acquisition [Abstract]  
ACQUISITION

NOTE 4 – ACQUISITION

 

On May 4, 2016, the Company acquired an 80.1% ownership interest in Natural Habitat, an adventure travel and ecotourism company based in Colorado. The acquisition provides the Company with a platform to expand our land-based expeditions with a strong, trusted brand complimentary to Lindblad. In 2016, the Company incurred $1.0 million of acquisition costs related to the acquisition of Natural Habitat, which is included in general and administrative expenses of the Company’s consolidated statement of income.

The Company recorded this transaction using the acquisition method for business combinations. The Company measured the identifiable assets, liabilities and non-controlling interest of Natural Habitat at their fair market value as of the acquisition date and separately measured goodwill at its fair market value as of the acquisition date. Goodwill is an intangible asset arising as a result of name, reputation, customer loyalty, location, products, and similar factors not separately identified. The recorded goodwill has no tax basis and is therefore not tax deductible.

 

The Company, according to ASC 805-20-30-1, recognized a noncontrolling interest in Natural Habitat and measured the noncontrolling interest at fair value on the acquisition date. The noncontrolling interest is recognized as a redeemable noncontrolling interest to the extent that the risks and rewards of ownership substantially remain with the noncontrolling interest. 

Mr. Bressler’s noncontrolling interest in the remaining 19.9% interest in Natural Habitat is subject to a put/call arrangement. The arrangement between the Company and Mr. Bressler was established in order to provide a formal exit opportunity for Mr. Bressler and a path to 100% ownership for the Company. Mr. Bressler has a put option under certain conditions and subject to providing notice by October 31, 2020, that enables him, but does not obligate him, to sell his remaining interest in Natural Habitat on December 31, 2020. The Company has a call option, but not an obligation, with an expiration of December 31, 2025, for which it can buy Mr. Bressler’s remaining interest at a similar fair value measure as Mr. Bressler’s put option. 

These rights to purchase or sell the noncontrolling interest may be at a fixed or variable price, or at fair value, and may be exercisable on a fixed date or any time at some point in the future. The existence of these rights impacts (1) whether separate assets or liabilities should berecognized for these rights, (2) the classification of any minority ownership as a liability, equity or redeemable noncontrolling interest, and (3) the amount of earnings recognized in the financial statements. 

As the purchase prices indicated similar fair value measures, the put/call arrangement had been struck at fair value and each party is in agreement that the valuation is indicative of fair value, the asset and liability position would be netted and it is expected that the resulting valuewould be immaterial given the structure of the arrangement. As Mr. Bressler is responsible for the management of Natural Habitat, the risks and rewards of ownership substantially remain with the noncontrolling interest. The existence of the put/call arrangement does not indicate a separate obligation or liability for either party. Based on the existence of redemptive rights by Mr. Bressler, and the existence of risks and rewards of ownership, the noncontrolling interest was recorded separately as a redeemable noncontrolling interest. The put right is not redeemable unless notice isprovided as per the requirements of the agreement. 

The total purchase price of the acquisition is as follows: 

(In thousands)      
Cash consideration   $ 14,850  
Long-term debt - non-cash     2,525  
Lindblad restricted shares (264,208 shares) - non-cash     2,650  
Total purchase price   $ 20,025  

Below is a summary, which details the allocation of assets acquired and liabilities assumed as a result of this acquisition: 

Assets acquired:      
(In thousands)      
Cash and cash equivalents   $ 4,904  
Prepaid expenses and other current assets     9,623  
Property and equipment     2,068  
Goodwill and other intangibles     28,305  
Total assets   $ 44,900  
         
Liabilities assumed:        
Accounts payable and accrued expenses   $ 2,472  
Unearned passenger revenues     15,000  
Deferred tax liability     2,428  
Noncontrolling interest in consolidated subsidiaries     4,975  
Total liabilities   $ 24,875  
         
Total cash price paid upon acquisition and fair value of existing equity interest   $ 20,025  

The acquired business contributed revenues of $34.5 million and operating income of $2.2 million to Lindblad Expeditions for the period from May 5, 2016 to December 31, 2016. The following unaudited pro forma summary presents consolidated information of Lindblad Expeditions as if the business combination had occurred on January 1, 2016. 

    Pro Forma Years Ended
  December 31,
  2016     2015
(In thousands)   Unaudited     Unaudited
Revenues   $ 254,567     $ 249,819
Operating income   $ 15,345     $ 17,883

The Company adjusted $1.0 million for nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma earnings as a result of acquisition costs incurred by Lindblad Expeditions. These pro forma amounts have been calculated after applying the Company’s accounting policies and adjusting the results of Natural Habitat to reflect the additional depreciation and amortization that would have been charged assuming the fair value adjustments to property, plant and equipment and intangible assets had been applied from January 1, 2016, with tax effects. 
v3.7.0.1
Intangibles, Net
 12 Months Ended
Dec. 31, 2016
Intangibles [Abstract]  
INTANGIBLES

NOTE 5 – INTANGIBLES, NET

 

The following information details the carrying amounts and accumulated amortization of the Company’s intangibles, net:

 

  As of December 31, 
(In thousands) 2016  2015 
           Weighted          
  Gross     Net  Average  Gross     Net 
  Carrying  Accumulated  Carrying  Useful Life  Carrying  Accumulated  Carrying 
  Amount  Amortization  Amount  

(Years)

  Amount  Amortization  Amount 
Tradenames $2,900  $(129) $2,771   14.3  $-  $-  $- 
Customer lists  3,300   (440)  2,860   4.3   -   -   - 
Operating rights  6,529   (1,028)  5,501   7.6   6,529   (302)  6,227 
Total intangibles, net $12,729  $(1,597) $11,132   8.4  $6,529  $(302) $6,227 

 

The increase in the Company’s intangibles, net is the result of the acquisition of Natural Habitat on May 4, 2016. As part of the acquisition, the Company acquired Natural Habitat’s tradenames, customer lists and goodwill in the amounts of $2.9 million, $3.3 million and $22.1 million, respectively. See Note 4 – Acquisitions, for additional information regarding this acquisition. The Company began amortizing operating rights with a gross carrying value of $6.5 million in July 2015 as a result of changes to cupos in the Galapagos National Park. See Note 2 – Summary of Significant Policies, Intangibles, net for description and rationale for amortizing operating rights.

 

For the years ended December 31, 2016 and 2015, amortization expense for intangibles, net was $1.3 million and $0.3 million, respectively. The Company expects amortization expense related to these intangibles, net to be $1.6 million for the years ended December 31, 2017, 2018, 2019 and 2020, respectively. For the year ended December 31, 2021, we expect amortization expense to be $1.1 million with the balance of $3.7 million amortized thereafter. Amortization expense for tradenames, customer lists and operating rights were recorded in depreciation and amortization expense in the accompanying consolidated statements of income.
v3.7.0.1
Letters of Credit
 12 Months Ended
Dec. 31, 2016
Letters of Credit [Abstract]  
LETTERS OF CREDIT

NOTE 6 – LETTERS OF CREDIT

 

As of December 31, 2016 and 2015, 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. We were notified our letter of credit for $3.5 million, will no longer be required as of January 27, 2017. The required deposit of $3.5 million will be reclassified from restricted cash to cash equivalents in the first quarter of 2017. 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 and mature on July 28, 2017.
v3.7.0.1
Long-Term Debt
 12 Months Ended
Dec. 31, 2016
Long-Term Debt [Abstract]  
LONG-TERM DEBT

NOTE 7 – LONG-TERM DEBT

 

Note Payable

 

On May 4, 2016, in connection with the Natural Habitat acquisition, Natural Habitat issued an unsecured promissory note to Mr. Bressler with an outstanding principal amount of $2.5 million due at maturity on December 31, 2020. The promissory note accrues interest at a rate of 1.44% annually, with interest payable every six months.

 

Credit Facility

 

On May 8, 2015, the Company entered into a credit agreement with Credit Suisse, as Administrative Agent and Collateral Agent (“Credit Agreement”) for a $150.0 million facility, which was subsequently increased to $175.0 million upon syndication on July 8, 2015 (“Amended Credit Agreement”), in the form of a $155.0 million U.S. term loan (the “U.S. Term Loan”) and a $20.0 million Cayman term loan for the benefit of the Company’s foreign subsidiaries (the “Cayman Loan,” and together with the U.S. Term Loan, the “Loans”). On March 7, 2016, the Company entered into a Restated Credit Agreement with Credit Suisse, 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 (“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 Loans 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%. As of December 31, 2016, the interest rate was 5.50%. The U.S. Term Loan and the Cayman Loan both mature on May 8, 2021. Borrowings under the Revolving Credit Facility 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, which matures on May 8, 2020.

 

The Restated 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; (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. As of December 31, 2016, the Company was in compliance with the financial covenants.

 

Borrowings under the Revolving Credit Facility will be used for general corporate and working capital purposes and related fees and expenses. As of December 31, 2016, the Company had no borrowings under the Revolving Credit Facility.

 

For the years ended December 31, 2016, 2015 and 2014, total debt discount and deferred financing costs charged to amortization and interest expense was $2.2 million, $3.6 million and $0.7 million, respectively.

 

Long-Term Debt Outstanding

 

As of December 31, 2016 and 2015, the following long-term debt instruments were outstanding:

 

  As of December 31, 
  2016  2015 
(In thousands) Principal  Discount and Deferred Financing Costs, net  Balance, net of discount  Principal  Discount and Deferred Financing Costs, net  Balance, net of discount 
Note payable $2,525  $-  $2,525  $-  $-  $- 
Credit Facility  172,375   (9,022)  163,353   174,125   (9,682)  164,443 
Total long-term debt  174,900   (9,022)  165,878   174,125   (9,682)  164,443 
Less current portion  (1,750)  -   (1,750)  (1,750)  -   (1,750)
Total long-term debt, non-current $173,150  $(9,022) $164,128  $172,375  $(9,682) $162,693 

 

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

 

Year Amount 
  (In thousands) 
2017 $1,750 
2018  1,750 
2019  1,750 
2020  4,275 
2021  165,375 
  $174,900 
v3.7.0.1
Income Taxes
 12 Months Ended
Dec. 31, 2016
Income Taxes [Abstract]  
INCOME TAXES

NOTE 8 — 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, 2016, 2015 and 2014 are comprised of the following:

 

    For the Years Ended December 31,  
(In thousands)   2016     2015     2014  
Domestic   $ (8,696 )   $ (3,700 )   $ 1,930  
Foreign     10,555       20,793       23,115  
Total   $ 1,859     $ 17,093     $ 25,045  

 

The income tax provisions at December 31, 2016, 2015 and 2014 are comprised of the following:

 

    For the Years Ended December 31,  
(In thousands)   2016     2015     2014  
Current                  
Federal   $ -     $ (38 )   $ 613  
State     51       (3 )     109  
Foreign - Other     164       805       1,789  
Total current     215       764       2,511  
Deferred                        
Federal     (3,015 )     (3,140 )     283  
State     (426 )     (247 )     32  
Foreign - Other     26       (26 )     (26 )
Total deferred     (3,415 )     (3,413 )     289  
Income tax (benefit ) expense   $ (3,200 )   $ (2,649 )   $ 2,800  

 

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,  
    2016     2015     2014  
Tax provision at statutory rate – federal     35.0 %     35.0 %     34.0 %
Tax provision at effective state and local rates     (21.1 %)     (1.5 %)     0.4 %
Foreign tax rate differential     (216.4 %)     (46.5 %)     (23.3 %)
GAAP gain on transfer of assets     0.0 %     (15.3 %)     0.0 %
Transaction costs     0.0 %     8.3 %     0.0 %
Subpart F income     0.0 %     5.2 %     0.0 %

Nondeductible expenses

     51.7 %     0.0 %     0.0 %
Uncertain tax provisions     0.2 %     0.2 %     0.9 %
Valuation allowance     22.1 %     0.6 %     (1.2 %)
Incentive stock options     0.0 %     0.0 %     0.4 %
Over accrual of foreign taxes     (37.7 %)     0.0 %     0.0 %
Other     (5.9 %)     (1.5 %)     0.0 %
Total effective income tax rate     (172.1 %)     (15.5 %)     11.2 %

 

The Company, through its 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 as of December 31, 2016 and 2015 are comprised of the following:

 

    As of December 31,  
(In thousands)   2016     2015  
Net operating loss carryforward   $ 15,032     $ 11,809  
Property and equipment     (236 )     (274 )
Valuation allowance     (8,795 )     (8,385 )
Stock-based compensation     124       (50 )
Intangibles     (1,923 )     -  
Other     (84 )     116  
Deferred tax assets (liabilities)   $ 4,118     $ 3,216  

 

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, 2016, the Company had deferred tax assets related to Australian loss carryforwards of approximately $22.5 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 $21.6 million, which begin to expire in 2021. The Company excluded $4.6 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, 2016 and 2015, we have approximately $91.1 million and $78.6 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, 2016, 2015 and 2014:

 

    For the Years Ended December 31,  
(In thousands)   2016     2015     2014  
Beginning of year   $ 473     $ 447     $ 263  
Current year positions     (26 )     26       194  
Currency adjustments     -       -       (10 )
End of year   $ 447     $ 473     $ 447  

 

The amount of uncertain tax positions that, if recognized, would impact the effective tax rate at December 31, 2016 and 2015 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 are no U.S. federal, state or foreign jurisdiction tax audits pending. The Company’s corporate U.S. federal and state tax returns from 2013 to 2015 remain subject to examination by tax authorities and the Company’s foreign tax returns from 2012 to 2015 remain subject to examination by tax authorities.
v3.7.0.1
Commitments and Contingencies
 12 Months Ended
Dec. 31, 2016
Commitments and Contingencies [Abstract]  
COMMITMENTS AND CONTINGENCIES

NOTE 9 – 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, 2016 are as follows:

 

  Minimum 
  Lease 
For the Years Ended December 31, Payments 
   (In thousands) 
2017 $988 
2018  890 
2019  750 
2020  682 
2021  624 
Thereafter  2,050 
  $5,984 

  

Rent expense was approximately $1.1 million, $0.9 million and $0.8 million for the years ended December 31, 2016, 2015 and 2014, respectively. These amounts are recorded within general and administrative expenses on the accompanying consolidated statements of income.

 

Fleet Expansion

 

On December 2, 2015, the Company entered into two separate Vessel Construction Agreements, (collectively, the “Vessel Agreements”) with Ice Floe, LLC, a Washington limited liability company doing business as Nichols Brothers Boat Builders (the “Builder”). The Vessel 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. As of December 31, 2016, the Company has spent a total of $47.0 million for the construction of these two coastal vessels.

 

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 Vessel 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 Vessel 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 Vessel 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 certain ticket revenues less travel agent commission, including the revenues received from cancellation fees and any revenues received from the sale of voyage extensions. A voyage extension occurs when a guest extends his or her 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, 2016, 2015 and 2014 totaled $4.9 million, $4.8 million and $4.1 million, respectively.

 

The balances outstanding to National Geographic as of December 31, 2016 and 2015 are $1.5 million and $1.3 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 years ended December 31, 2016 and 2015, the Company recorded within selling and marketing expense on the consolidated statements of income, $2.9 million and $1.4 million, respectively, 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%

 

Royalty Agreement – World Wildlife Fund

 

Natural Habitat has a license agreement with World Wildlife Fund, which allows it to use the WWF name and logo. In return for these rights, Natural Habitat is charged a royalty fee and a fee based on annual gross sales. The fees are included within selling and marketing expense on the accompanying consolidated statements of income. The annual royalty payment and gross sales fees are paid on a quarterly basis. For the year ended December 31, 2016, these fees totaled $0.5 million.

 

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, 2016 and 2015, there was no remaining balance of the contingent royalty obligation. Royalty expense for the years ended December 31 2016, 2015 and 2014 was $0.7 million, $0.7 million and $0.6 million, respectively.

 

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) 
2017  10,075 
2018  5,795 
2019  1,482 
Total $17,352 

 
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. 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 II 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. In the opinion of management, there are no outstanding proceedings that are expected to have a material adverse effect on our financial position, results of operations or cash flows.
v3.7.0.1
Employee Benefit Plan
 12 Months Ended
Dec. 31, 2016
Employee Benefit Plan [Abstract]  
EMPLOYEE BENEFIT PLAN

NOTE 10 – 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 for 2016 and 2015 and $1,500 for 2014. For the years ended December 31, 2016, 2015 and 2014, the Company’s benefit plan contribution amounted to $0.2 million, $0.2 million and $0.1 million, respectively. The benefit plan contribution is recorded within general and administrative expenses on the accompanying consolidated statements of income.
v3.7.0.1
Shareholders' Equity
 12 Months Ended
Dec. 31, 2016
Shareholders' Equity [Abstract]  
SHAREHOLDERS' EQUITY

NOTE 11 – 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.

 

Stock and Warrant Repurchase Plan

 

In November 2015, the Company’s Board of Directors approved a $20.0 million stock and warrant repurchase plan and in November 2016, the Board of Directors approved an increase of $15.0 million for a total of $35.0 million. 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 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. In 2015, the Company repurchased 2,091,618 warrants for $5.5 million. In 2016, the Company repurchased 2,821,995 warrants for $7.3 million. In November and December 2016, the Company repurchased 308,718 shares of its common stock for $3.0 million. In January through March 2, 2017, the Company has repurchased a total of 513,372 warrants for $1.1 million and 342,875 shares of common stock for $3.2 million pursuant to the Repurchase Plan. The balance as of March 2, 2017, for the repurchase plan was $14.8 million.

 

2015 Long-Term Incentive Plan

 

In July 2015, the Company’s Board of Directors and stockholders approved the 2015 Plan, which is administered by the Board of Directors, allowing the Company to issue up to 2,500,000 shares of its 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 of Directors 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.

 

2016 CEO Share Allocation Plan

 

In April 2016, the Company’s Board of Directors adopted the 2016 CEO Share Allocation Plan and in June 2016, the Company’s stockholders approved the 2016 CEO Share Allocation Plan, pursuant to which the Company will grant awards covering up to 1,000,000 shares of the Company’s common stock in the form of restricted stock, restricted stock units, and/or other stock- or cash-based awards to eligible employees and other service providers of the Company. The 2016 CEO Share Allocation Plan was adopted in connection with a contribution agreement that the Company entered into with Sven-Olof Lindblad, Chief Executive Officer and President of the Company, pursuant to which Mr. Lindblad will transfer up to 1,000,000 shares from his holdings of the Company’s common stock (i.e., an equivalent number of shares as is reserved for issuance under the 2016 CEO Share Allocation Plan) (the “Contribution Shares”) to the Company as a contribution to the capital of the Company. Mr. Lindblad will not receive any consideration in exchange for the Contribution Shares. However, as a condition to the contribution of any Contribution Shares, the Company must grant awards under the 2016 CEO Share Allocation Plan, such that the number of Contribution Shares that Mr. Lindblad actually contributes to the Company will equal the number of shares corresponding to awards granted under the plan. The contribution of the Contribution Shares by Mr. Lindblad to the Company will effectively reduce the number of shares of the Company’s common stock that are outstanding by the same number of shares that would be issued under the 2016 CEO Share Allocation Plan (or a lesser number in the event awards are settled in cash). Such contributions will be effective as of the date the Company grants corresponding awards under the 2016 CEO Share Allocation Plan. The administrator may amend, suspend or terminate the 2016 CEO Share Allocation Plan at any time.

 

Restricted Shares and Restricted Share Units

 

Restricted shares are shares of stock granted to an employee, non-employee director or other service providers for which sale is prohibited for a specified period of time. RSUs represent a promise to deliver shares to the employee, non-employee director or other service providers 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, non-employee director or other service providers until the vesting conditions are met. As summary of our Plan(s) activity was as follows:

 

2015 Plan Activity

 

      Shares   
Date Persons Type Granted  Vesting *
01/04/16 Four non-employee directors  Restricted shares  26,640  Three installments on August 8, 2016, 2017, and 2018
01/04/16 One non-employee director  RSU's  6,660  Three installments on August 8, 2016, 2017, and 2018
05/11/16 One non-employee director  Restricted shares  1,864  Three installments on August 8, 2016, 2017, and 2018
05/26/16 One employee  Restricted shares  90,000  Four installments on May 26, 2017, 2018, 2019 and 2020
08/08/16 Five non-employee directors  Restricted shares  40,540  Three installments on August 8, 2017, 2018, and 2019
08/08/16 One non-employee director  RSU's  8,108  Three installments on August 8, 2017, 2018, and 2019
09/06/16 One employee  Restricted shares  40,000  Four installments on September 6, 2017, 2018, 2019 and 2020
       213,812   

 

2016 CEO Plan Activity

 

      Shares   
Date Persons Type Granted  Vesting *
01/10/17 200 Employees  Restricted shares  716,550  Three installments on January 10, 2017, 2018, and 2019

 

* There are no performance obligations for any of the shares listed.

 

On January 10, 2017, the Company granted 716,550 restricted shares under the CEO Allocation Plan with a fair value of $9.65 per share as of the grant date.

 

The following table is a summary of restricted stock and RSU activity under the Company’s 2015 Plan:

 

  Restricted Shares and RSU’s  Weighted Average Grant Date Fair Value 
Restricted shares and RSUs awarded as of December 31, 2015  -  $- 
Granted  213,812   9.97 
Vested  (11,721)  11.20 
Forfeited  -   - 
Restricted shares and RSUs awarded as of December 31, 2016  202,091  $9.90 

 

Stock Options

 

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.

 

During January 2016, 638,223 option shares vested and were exercised. The option shares were issued using cashless transactions, approved by management, and were issued in exchange for the required exercise proceeds and payment of any related payroll withholding taxes. Using a weighted average fair value of $10.68 per share and an exercise price of $1.76 per share, 105,206 shares were withheld by the Company to provide the $1.1 million in exercise proceeds required for the transactions. In addition, 252,670 shares were withheld by the Company to provide the $2.7 million in proceeds required to pay the payroll withholding taxes for the transactions. The net balance of the option shares of 280,347 shares were issued as a result of the transactions.

 

Stock compensation expense related to options are recorded based on the fair value of stock option grants, amortized on a straight-line basis over the employee’s required service period. 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:

 

  Option grants 
        Weighted 
        Average 
  12/11/14  11/10/15  2016 
Stock price $5.02  $10.58  $9.63 
Exercise price  1.76   10.58   9.63 
Dividend yield  0.00%  0.00%  0.00%
Expected volatility  60.00%  60.00%  60.00%
Risk-free interest rate  2.19%  1.72%  1.18%
Expected term  5.11   5.11   5.11 

 

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

 

       Weighted    
     Weighted  Average   
  * Option  Average Exercise  Contractual * Life  Aggregate Intrinsic 
  Shares  * Price  (Years)  * Value 
Options outstanding as of December 31, 2013  1,992,782  $0.11   9.0  $6,926,869 
Granted  3,821,696   1.76         
Exercised  (1,182,798)  0.11         
Forfeited  -   -         
Options outstanding as of December 31, 2014  4,631,680   1.47   9.7  $16,315,198 
Granted  300,000   10.58         
Exercised  (2,082,609)  1.12         
Forfeited  -   -         
Options outstanding as of December 31, 2015  2,849,071   2.69   3.7  $23,992,814 
Granted  220,000   9.63         
Exercised  (638,223)  1.76         
Forfeited  (300,000)  10.58         
Options outstanding as of December 31, 2016  2,130,848  $2.57   2.8  $14,654,221 
                 
Vested and expected to vest after December 31, 2016  2,130,848  $2.57   2.8  $14,654,221 
                 
Exercisable as of December 31, 2013  1,992,782  $0.11         
Vested  -   -         
Exercised  (1,182,798)  0.11         
Forfeited  -   -         
Exercisable as of December 31, 2014  809,984   0.11         
Vested  1,272,625   1.76         
Exercised  (2,082,609)  1.12         
Forfeited  -   -         
Exercisable as of December 31, 2015  -   -         
# Vested  638,223   1.76         
Exercised  (638,223)  1.76         
Forfeited  -   -         
Exercisable as of December 31, 2016  -  $1.76         

 

*Option shares and values were adjusted for conversion at the merger date, July 8, 2015.

# Vested shares do not include 955,424 share vested as of December 31, 2016 but not exercisable until January 1, 2017.

 

Stock Compensation expense

 

Total stock compensation (in thousands) by award type included in general and administrative expenses in our Consolidated Statements of Income were as follows:

 

  For the Years Ended
December 31,		 
  2016  2015  2014 
Stock options $5,035  $4,913  $274 
Restricted stock  376   -   - 
Total $5,411  $4,913  $274 

 

Total unrecognized stock compensation expense (in thousands) and expected weighted average life (in years) by award type as of December 31, 2016, 2015 and 2014 were as follows:

 

  Unrecognized Compensation Expense  Weighted Average Life (years) 
Stock options - As of December 31, 2014  14,291   2.9 
Stock options - As of December 31, 2015 $11,041   2.6 
         
Stock options $5,635   1.5 
Restricted stock  1,755   3.1 
As of December 31, 2016 $7,390   1.9 
v3.7.0.1
Related Party Transactions - Shareholder Loans
 12 Months Ended
Dec. 31, 2016
Related Party Transactions - Shareholder Loans [Abstract]  
RELATED PARTY TRANSACTIONS - SHAREHOLDER LOANS

NOTE 12 – 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

 

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) including 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. The portion of the founder shares not subject to forfeiture were released from escrow following July 8, 2016. The founder forfeiture shares remain in escrow and will be released from escrow when and if the conditions for release set forth above are satisfied.

 

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 and 2014, the aggregate cash fee paid to Venturehouse Group, LLC was $45.0 thousand and $90.0 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 Securities and Exchange Commission 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, Capitol had reimbursed its initial stockholders approximately $0.1 million 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, LEX 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 LEX 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 LEX, 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 LEX held by him to LEX 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 LEX to Mr. Lindblad and no principal or interest had been repaid by Mr. Lindblad.

 

On March 9, 2015, Mr. Lindblad and LEX entered into an Assignment and Assumption Agreement pursuant to which Mr. Lindblad (i) assigned and transferred to LEX his right to receive a $5.0 million fee payable by DVB and (ii) exercised his outstanding option to purchase 2,857 shares of LEX’s stock for an aggregate exercise price of $92.5 thousand. In exchange for the assignment to LEX 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, LEX 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 LEX’s junior credit facility. CFMF was deemed to have control of LEX through (a) CFMF’s possession of a warrant to purchase 60% of LEX for nominal consideration that could be exercised at any time and (b) a shareholder agreement between CFMF and LEX under which CFMF was declared to be in control of LEX and for which CFMF was awarded two of the three seats on LEX’s Board of Directors. On December 11, 2014, LEX 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 LEX 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 LEX 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 LEX’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.

 

The Company 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 calendar year 2016, LEX paid an aggregate of $4.9 million to National Geographic under these agreements, which are included within selling and marketing expenses on the accompanying consolidated statements of income. The extension of the agreements between LEX 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).

Natural Habitat partners with World Wildlife Fund, which is a leading conservation organization whose mission is to conserve nature and reduce the most pressing threats to the diversity of life on Earth. Natural Habitat partners with WWF to offer conservation travel, sustainable travel that directly protects nature through a license agreement that allows Natural Habitat to use the WWF name and logo in return for a royalty fee through 2023. During calendar year 2016, Natural Habitat paid an aggregate of $0.5 million to WWF under this agreement and recorded the corresponding expense in selling and marketing expenses on the accompanying consolidated statements of income.

 

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.
v3.7.0.1
Segment Information
 12 Months Ended
Dec. 31, 2016
Segment Information [Abstract]  
SEGMENT INFORMATION

NOTE 13 – SEGMENT INFORMATION

 

During the second quarter of 2016, the Company completed its acquisition of Natural Habitat. As a result of the acquisition, the Company updated its reporting information and its operating segments to add Natural Habitat as a separate operating and reporting segment.

 

As of December 31, 2016, total assets for the Lindblad segment and Natural Habitat segment were $366.0 million and $41.7 million, respectively. As of December 31, 2016 there was $22.1 million in goodwill and $5.6 million in intangibles, net on the accompanying consolidated balance sheet that were related to the Natural Habitat segment.

 

For the year ended December 31, 2016, tradenames and customer list amortization of $0.1 million and $0.5 million, respectively, was related to the Natural Habitat segment. For the year ended December 31, 2016 there was $0.9 million in depreciation and amortization and $0.1 million in capital expenditures related the Natural Habitat segment. There was $0.5 million in intercompany tour revenues between the Lindblad and Natural Habitat segments eliminated in consolidation for the year ended December 31, 2016. For the year ended December 31, 2016, amortization expense related to operating rights was $0.7 million for the Lindblad segment. Depreciation and amortization expense and capex for the year ended December 31, 2016 was $16.2 million and $75.9 million, respectively for the Lindblad segment.

 

The Company evaluates the performance of its business segments based largely on tour revenues and operating income, and results of the segments without allocating other income and expenses, net, income taxes, and interest expense, net. For the years ended December 31, 2016, 2015 and 2014, the following operating results were:

 

  For the Years Ended
December 31,		 
(In thousands) 2016  2015  Change  %  2014  Change  % 
Tour revenues:                     
Lindblad $207,836  $209,985  $(2,149)  (1%) $198,459  $11,526   6%
Natural Habitat  34,510   -   34,510   NA   -   -   NA 
Total tour revenues $242,346  $209,985  $32,361   15% $198,459  $11,526   6%
                             
Operating income:                            
Lindblad $11,794  $15,502  $(3,708)  (24%) $30,420  $(14,918)  (49%)
Natural Habitat  2,187   -   2,187   NA   -   -   NA 
Total operating income $13,981  $15,502  $(1,521)  (10%) $30,420  $(14,918)  (49%)
v3.7.0.1
Quarterly Financial Data - Unaudited
 12 Months Ended
Dec. 31, 2016
Quarterly Financial Data - Unaudited [Abstract]  
QUARTERLY FINANCIAL DATA - UNAUDITED

NOTE 14 – QUARTERLY FINANCIAL DATA – UNAUDITED

 

The following presents quarterly financial data for the years ended December 31, 2016 and 2015:

 

  Fiscal Year 2016 
(In thousands, except per share data) First Quarter  Second Quarter  Third Quarter  Fourth Quarter  Fiscal Year 
                
Tour revenues $61,573  $53,871  $70,774  $56,128  $242,346 
Gross profit $36,299  $24,481  $38,328  $24,261  $123,369 
Net income (loss) $10,467  $(4,494) $7,447  $(8,361) $5,059 
Diluted earnings (loss) per share $0.23  $(0.10) $0.16  $(0.19) $0.10 

 

  Fiscal Year 2015 
(In thousands, except per share data) First Quarter  Second Quarter  Third Quarter  Fourth 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 
v3.7.0.1
Summary of Significant Accounting Policies (Policies)
 12 Months Ended
Dec. 31, 2016
Summary of Significant Accounting Policies [Abstract]  
Basis of Presentation

Basis of Presentation

 

The accompanying consolidated financial statements and footnotes as of December 31, 2016 and 2015 and for the years ended December 31, 2016, 2015 and 2014 have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding audited annual financial information.

 

The merger with LEX 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 LEX comprising the ongoing operations and assets of the combined entity and LEX 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 LEX 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 LEX. Additionally, the historical financial statements of LEX 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, 2016 and 2015 included Lindblad Expeditions Holdings, Inc. and its consolidated subsidiaries. Natural Habitat’s balance sheet as of December 31, 2016 and results of operations for the period beginning May 5, 2016 and ending December 31, 2016 are included in the Company’s consolidated financial statements. The consolidated financial statements of the Company as of December 31, 2015 and 2014 included LEX, its wholly-owned subsidiary, Lindblad Maritime Enterprises, Ltd (“LME”), a Cayman Islands corporation, as well as the subsidiaries of LME, and Sea Bird and Sea Lion as variable interest entities (“VIEs”). LEX controlled the activities which most significantly impacted the economic performance of Sea Lion and Sea Bird. LEX determined itself to be the primary beneficiary and accordingly, these entities were determined to be VIEs. All significant intercompany 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 2016 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 estimates and assumptions of 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 tour 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. Revenues from the sale of guest tickets and other tour revenues 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 revenues 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 of owned vessels in excess of ten days, where the tour days span a quarter-end or year-end, the Company recognizes revenue based upon expedition 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 sixty thousand dollars and cancellation insurance extended to guests. The Company has Stop Loss coverage for medical claims in excess of the sixty thousand dollars amount. As of December 31, 2016 and 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 to 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 $14.7 million, $13.0 million and $12.5 million for the years ended December 31, 2016, 2015 and 2014, respectively. The largest component of advertising expense was direct mail, which totaled $5.5 million, $5.8 million and $5.8 million for the years ended December 31, 2016, 2015 and 2014, 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 is computed by dividing net income available to common stockholders, by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed using the weighted average number of common shares outstanding 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 years ended December 31, 2016 and 2015, the Company determined, using the treasury method, there were 782,565 and 657,558, respectively, of dilutive common shares related to stock options. For the year ended December 31, 2016, the Company determined, using the treasury method, there were 24,385 dilutive common shares related to restricted shares. For the years ended December 31, 2015 and 2014, the Company determined there were no dilutive potential common shares.

 

In 2014, 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 LEX 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.

 

As of December 31, 2016, 11,186,387 warrants to purchase common stock at a price of $11.50 per share were outstanding. The Company determined these warrants were anti-dilutive and were not considered in the calculation of diluted weighted average shares outstanding.

 

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 LEX 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 and 2014, 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, 2016, 2015 and 2014, 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 share and per share data) 2016  2015  2014 
Net income attributable to Lindblad for basic and diluted earnings per share $4,864  $19,742  $22,245 
             
Weighted average shares outstanding:            
Total weighted average shares outstanding, basic  45,649,971   44,917,829   50,878,894 
             
Effect of dilutive securities:            
Assumed exercise of stock options, treasury method  782,565   657,558   - 
Assumed exercise of restricted shares, RSU's, treasury method  24,385   -   - 
Dilutive potential common shares  806,950   657,558   - 
Total weighted average shares outstanding, diluted  46,456,921   45,575,387   50,878,894 
             
Common stock            
Net income available to common stockholders $4,864  $19,742  $19,551 
             
Weighted average shares outstanding            
Basic  45,649,971   44,917,829   44,717,759 
Diluted  46,456,921   45,575,387   44,717,759 
             
Earnings per share attributable to Lindblad            
Basic $0.11  $0.44  $0.44 
Diluted $0.10  $0.43  $0.44 
             
Class B common stock            
Net income available to Class B common stockholders $-  $-  $2,694 
             
Weighted average shares outstanding            
Basic  -   -   6,161,135 
Diluted  -   -   6,161,135 
             
Earnings per share attributable to Lindblad            
Basic $-  $-  $0.44 
Diluted $-  $-  $0.44
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, 2016 and 2015, the Company’s cash held in financial institutions outside of the U.S. amounted to $2.7 million and $3.9 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) 2016  2015 
Restricted cash and marketable securities:      
Credit negotiation and credit card processor reserves $5,030  $5,030 
Federal Maritime Commission escrow  2,571   2,233 
Certificates of deposit and other restricted securities  1,414   1,197 
Total restricted cash and marketable securities $9,015  $8,460 

 

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.

 

A $5.0 million cash reserve at December 31, 2016 and 2015 is required for credit card deposits by third-party credit card processors. We were notified our required deposit of $3.5 million, will no longer be required as of January 27, 2017. As a result, restricted cash of $3.5 million will be reclassified to cash and cash equivalents in the first quarter of 2017.

 

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 plus an additional 10% 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.

 

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.
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) 2016  2015 
Prepaid tour expenses $11,593  $5,269 
Prepaid client insurance  2,141   1,706 
Prepaid air expense  2,432   1,379 
Prepaid port agent fees  1,038   1,080 
Prepaid income taxes  824   938 
Prepaid corporate insurance  931   753 
Prepaid marketing, commissions and other expenses  1,823   1,141 
Total prepaid expenses $20,782  $12,266 
 
Property and Equipment, net

Property and Equipment, net

 

Property and equipment, net is stated at cost less accumulated depreciation and amortization. Depreciation and amortization is 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 expedition sites and port facilities Shorter of lease term or related asset life

 

The ship-based tour and expedition industry is very capital intensive and as of December 31, 2016 and 2015, the Company owned and operated six vessels and has two new coastal vessels under construction. Therefore, the Company has a capital program that it develops for the improvement of its vessels, expedition sites 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.

 

Improvement costs that add value to the Company’s vessels and expedition sites, such as those discussed above, are capitalized to the vessels and site improvements and depreciated over the shorter of the improvements or the vessel’s or other improvements 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.
Goodwill

Goodwill

 

Goodwill includes the cost of the acquired business in excess of the fair value of the tangible net assets recorded in connection with the acquisition of Natural Habitat (see Note 1 – Business). SFAS No. 142, “Goodwill and Other Intangible Assets” (“SFAS 142”), requires the Company to assess goodwill for impairment annually or more frequently if a triggering event occurs. Due to the acquisition of Natural Habitat on May 4, 2016, the Company recorded goodwill in the amount of $22.1 million, in Natural Habitat’s reporting unit. The Company’s policy is to first perform a qualitative assessment to determine if Natural Habitat’s reporting unit’s carrying value is less than the fair value of the reporting unit, indicating the potential for goodwill impairment. The quantitative two step goodwill impairment calculation is then performed if the reporting unit fails the qualitative test. The Company performed a qualitative assessment for goodwill impairment as of September 30, 2016 for Natural Habitat’s reporting unit with no indication of goodwill impairment.
Intangibles, net

Intangibles, net

 

Intangibles, net include tradenames, customer lists and operating rights. Tradenames are words, symbols, or other devices used in trade or business to indicate the source of products and to distinguish it from other products and are registered with government agencies and are protected legally by continuous use in commerce. Customer lists are established relationships with existing customers that resulted in repeat purchases and customer loyalty. Based on the Company’s analysis, amortization of the tradenames and customer lists was computed using the estimated useful lives of 15 and 5 years, respectively.

 

The Company operates two vessels year-round in the Galápagos National Park in Ecuador; the National Geographic Endeavour II with 95 berths and the National Geographic Islanderwith 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 has begun and if it can be determined that the Company will be successful in its bid, then the Company will adjust its amortization prospectively.

 

Upon the occurrence of a triggering event, the assessment of possible impairment of the Company’s intangibles, net will be 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 tradenames, customer lists and operating rights. As of December 31, 2016 and 2015, there was no triggering event and the Company did not record an impairment for intangible assets.
Long-Lived Assets

Long-Lived Assets

 

The Company reviews its long-lived assets, principally its vessels, 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, 2016 and 2015, there was no triggering event and the Company did not record an impairment of its long-lived assets. In the first quarter of 2016, the Company reviewed the remaining useful life of the National Geographic Endeavour, which was replaced by the National Geographic Endeavour II 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 3 – Property and Equipment). As a result, the Company accelerated the depreciation in order to fully depreciate the asset by the end of the fourth quarter of 2016.
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, LEX issued a note payable to Cruise/Ferry Master Fund I, N.V. (see Note 7 – Long-Term Debt). On December 11, 2014, LEX 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 LEX 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 LEX 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 LEX commenced liquidation procedures on CFMF. Utilizing the proceeds from the new loans, LEX 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 LEX’s agreement to purchase CFMF, Sven-Olof Lindblad (“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 LEX’s preexisting senior debt facility).

 

On March 9, 2015, Mr. Lindblad and LEX entered into an Assignment and Assumption Agreement pursuant to which Mr. Lindblad (i) assigned and transferred to LEX 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 LEX’s stock for $0.1 million in aggregate exercise proceeds. In exchange for the assignment to LEX of the fee payable by DVB, all of Mr. Lindblad’s obligations under his loan agreement with LEX (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, LEX 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, 
  2016  2015 
Accounts payable $7,573  $4,761 
Accrued other expense  6,265   5,385 
Bonus compensation liability  4,186   2,800 
Employee liability  3,228   2,597 
Income tax liabilities  884   2,045 
New build liability  4,011   4,082 
Travel certificate liability  1,218   1,312 
Refunds and commissions payable  1,454   1,388 
Royalty payable  1,468   1,310 
Accrued travel insurance expense  375   288 
Total accounts payable and accrued expenses $30,662  $25,968 
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 and unearned passenger revenue 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, 2016 and 2015. As of December 31, 2016 and 2015, the Company had no other liabilities that were measured at fair value on a recurring basis.

 

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.

 

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.
Income Taxes

Income Taxes

 

The Company is subject to income taxes in both the U.S. and the non-U.S. jurisdictions in which it operates. Significant management judgment is required in projecting ordinary income to determine the Company’s estimated effective tax rate.

 

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 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. As of December 31, 2016 and 2015, the Company had a liability for unrecognized tax benefits of $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, 2016 and 2015, included in income tax expense was $0.1 million, 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 are no U.S. federal, state or foreign jurisdiction tax audits pending. The Company’s corporate U.S. federal and state tax returns from 2013 to 2015 remain subject to examination by tax authorities and the Company’s foreign tax returns from 2012 to 2015 remain subject to examination by tax authorities.
Other Long-Term Assets

Other Long-Term Assets

 

In 2015, the Company recorded deferred financing costs of $11.0 million for the 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 7 – Long-Term Debt).

 

In 2016, the Company recorded a $3.6 million tax asset for long-term prepaid value-added taxes related to the importation of the National Geographic Endeavour II and expect to earn tax credits that will reduce the asset over the next several years.

 

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 NG Agreements. The Company recorded a $13.8 million long-term asset using a fair value of $5.76 per option share. The balance of the license agreement asset as of December 31, 2016 was $9.5 million. As of December 31, 2016 and December 31, 2015, the balance in other long-term assets was $13.1 million and 12.4 million, respectively. (See Note 9 – Commitments and Contingencies for more details).
Foreign Currency Translation

Foreign Currency Translation

 

The U.S. dollar is the functional currency in the Company’s foreign operations and 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.
Stock-Based Compensation

Stock-Based Compensation

 

The Company accounts for equity instruments issued to employees, non-employee directors or other service providers 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 service 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 are 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 11 – Shareholders’ Equity).
Segment Reporting

Segment Reporting

 

We are primarily a specialty cruise operator with operations in two segments, Lindblad and Natural Habitat. We evaluate the performance of our business based largely on the results of our operating segments. We provide 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 at a consolidated level, as well as at a segment level. Our reports provided to the Board of Directors are at a consolidated level and also contain information regarding the separate results of both segments. Management performance and related compensation is primarily based on total results. While both segments have similar characteristics, the two operating and reporting segments cannot be aggregated because they fail to meet the ASC 280 requirements for aggregation.
Recent Accounting Pronouncements

Recent Accounting Pronouncements

 

In January 2017, FASB issued Accounting Standards Update ASU No. 2017-04, Intangibles and Other (Topic 350): Simplifying the Test for Goodwill Impairment. The amendment was issued in response from stakeholders’ regarding the cost and complexity of the goodwill impairment test. To simplify the subsequent measurement of goodwill, the Board eliminated Step 2 from the goodwill impairment test. In computing the implied fair value of goodwill under Step 2, an entity had to perform procedures to determine the fair value at the impairment testing date of its assets and liabilities (including unrecognized assets and liabilities). Now the entity compares the fair value of the reporting unit with its carrying amount. Public business entities should apply the guidance to annual reporting periods beginning after December 15, 2019. Early adoption is permitted for interim or annual impairment tests after January 1, 2017. The Company does not believe the adoption of this ASU will have a material impact prospectively, to the Company’s consolidated financial statements.

 

In January 2017, FASB issued Accounting Standards Update ASU No. 2017-01, “Business Combinations (Topic 805): Clarifying the Definition of a Business”. The amendment was issued to clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The amendments in this Update provide a screen to determine when a set (inputs and processes that produce an output) is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. This screen reduces the number of transactions that need to be further evaluated. Public business entities should apply the guidance to annual reporting periods beginning after December 15, 2017. The Company does not believe the adoption of this ASU will have a material impact prospectively, to the Company’s consolidated financial statements.

In November 2016, FASB issued Accounting Standards Update ASU No. 2016-18, “Statement of Cash Flows (Topic 230): Restricted Cash. This update requires that a Statement of Cash Flow explain the change during the period in the total cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash should be included with cash & cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the Statement of Cash Flows. Public business entities should apply the guidance to annual reporting periods beginning after December 15, 2017 with early adoption permitted. The Company is currently evaluating the effects, if any, that adoption of this ASU will have on its consolidated financial statements.

 

In October 2016, FASB issued Accounting Standards Update ASU No. 2016-16, “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory”. The amendment was issued to improve the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. Current GAAP prohibits the recognition of current and deferred income taxes for an intra-entity asset transfer until the asset has been sold to an outside party. FASB decided that an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Consequently, the amendments in this Update eliminate the exception for an intra-entity transfer of an asset other than inventory. Public business entities should apply the guidance to annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Earlier application is permitted. The Company is currently evaluating the effects, if any, that adoption of this ASU will have on its consolidated financial statements.

 

In August 2016, FASB issued ASU No. 2016-15, “Statement of Cash Flows – Classification of certain Cash Receipts and Cash Payments” (Topic 230). ASU No. 2016-15 is intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. For public business entities, this ASU is effective for financial statements issued for annual periods beginning after December 15, 2017, including interim periods within those annual periods. Early adoption is permitted, provided that all of the amendments are adopted in the same period. The Company adopted this ASU in the third quarter of 2016 and its adoption did not have a material impact to the Company’s consolidated financial statements.

 

In March 2016, FASB issued ASU No. 2016-09, “Compensation – Stock Compensation: Improvements to Employee Share-Based Payment Accounting” (Topic 718). The amendments in this ASU are to significantly reduce the complexity and cost of accounting for excess tax benefits and tax deficiencies related to employee share-based payment transactions, which include restricted stock and stock options. Also, ASU No. 2016-09 requires an entity to run excess tax benefits and deficiencies through its income statement, which in effect eliminates the concept of additional paid-in capital. For public business entities, the amendments in this ASU are effective for financial statements issued for annual periods beginning after December 15, 2016, including interim periods within those annual periods. The Company is currently evaluating the potential impact, if any, that adoption of this ASU will have on its consolidated financial statements.

 

In February 2016, FASB issued 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 is currently evaluating the effects, 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 is currently evaluating the effects, if any, that adoption of this ASU will have on its consolidated financial statements.

In 2014, FASB issued ASU 2014-09, “Revenue from Contracts with Customers” (Topic 606). 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. There have been multiple ASU’s issued subsequent to ASU 2014-09, each of which is listed in chronological order below with a brief summary. We are currently assessing the impact of the guidance utilizing a comprehensive approach to assess the impact of the guidance on our revenue by reviewing our current accounting policies and practices to identify potential differences that would result from applying the new requirements to our revenue contracts, including evaluation of our performance obligations, principal versus agent and variable consideration. We continue to make significant progress on our contract reviews and are also in the process of evaluating the impact, if any, on changes to our business processes, systems and controls to support recognition and disclosure under the new guidance. We currently expect to adopt all of the new guidance related to revenue recognition, beginning in the first quarter of 2018. Summary of subsequent ASU’s related to ASU 2014-09 is as follows:

 

In May 2016, FASB issued ASU No. 2016-12, “Revenue from Contracts with Customers – Narrow-Scope Improvements and Practical Expedients” (Topic 606).

 

In April 2016, FASB issued ASU No. 2016-10, “Revenue from Contracts with Customers – Identifying Performance Obligations and Licensing” (Topic 606).

 

In March 2016, FASB issued ASU No. 2016-08, “Revenue from Contracts with Customers – Principal versus Agent Considerations (Reporting Gross versus Net)” (Topic 606).

 

In August 2015, FASB issued ASU No. 2015-14, “Revenue from Contracts with Customers – Deferral of the Effective Date” (Topic 606).

 

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.
v3.7.0.1
Summary of Significant Accounting Policies (Tables)
 12 Months Ended
Dec. 31, 2016
Summary of Significant Accounting Policies [Abstract]  
Schedule of calculated earnings per share

 

  For the Years Ended
December 31,		 
(In thousands, except share and per share data) 2016  2015  2014 
Net income attributable to Lindblad for basic and diluted earnings per share $4,864  $19,742  $22,245 
             
Weighted average shares outstanding:            
Total weighted average shares outstanding, basic  45,649,971   44,917,829   50,878,894 
             
Effect of dilutive securities:            
Assumed exercise of stock options, treasury method  782,565   657,558   - 
Assumed exercise of restricted shares, RSU's, treasury method  24,385   -   - 
Dilutive potential common shares  806,950   657,558   - 
Total weighted average shares outstanding, diluted  46,456,921   45,575,387   50,878,894 
             
Common stock            
Net income available to common stockholders $4,864  $19,742  $19,551 
             
Weighted average shares outstanding            
Basic  45,649,971   44,917,829   44,717,759 
Diluted  46,456,921   45,575,387   44,717,759 
             
Earnings per share attributable to Lindblad            
Basic $0.11  $0.44  $0.44 
Diluted $0.10  $0.43  $0.44 
             
Class B common stock            
Net income available to Class B common stockholders $-  $-  $2,694 
             
Weighted average shares outstanding            
Basic  -   -   6,161,135 
Diluted  -   -   6,161,135 
             
Earnings per share attributable to Lindblad            
Basic $-  $-  $0.44 
Diluted $-  $-  $0.44 
 
Schedule of restricted cash and marketable securities
 
  As of December 31, 
(In thousands) 2016  2015 
Restricted cash and marketable securities:      
Credit negotiation and credit card processor reserves $5,030  $5,030 
Federal Maritime Commission escrow  2,571   2,233 
Certificates of deposit and other restricted securities  1,414   1,197 
Total restricted cash and marketable securities $9,015  $8,460 
 
Summary of prepaid expenses and other current assets

  As of December 31, 
(In thousands) 2016  2015 
Prepaid tour expenses $11,593  $5,269 
Prepaid client insurance  2,141   1,706 
Prepaid air expense  2,432   1,379 
Prepaid port agent fees  1,038   1,080 
Prepaid income taxes  824   938 
Prepaid corporate insurance  931   753 
Prepaid marketing, commissions and other expenses  1,823   1,141 
Total prepaid expenses $20,782  $12,266 
 
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 expedition sites and port facilities  Shorter of lease term or related asset life 
 
Summary of accounts payable and accrued expenses
  As of December 31, 
  2016  2015 
Accounts payable $7,573  $4,761 
Accrued other expense  6,265   5,385 
Bonus compensation liability  4,186   2,800 
Employee liability  3,228   2,597 
Income tax liabilities  884   2,045 
New build liability  4,011   4,082 
Travel certificate liability  1,218   1,312 
Refunds and commissions payable  1,454   1,388 
Royalty payable  1,468   1,310 
Accrued travel insurance expense  375   288 
Total accounts payable and accrued expenses $30,662  $25,968 
v3.7.0.1
Property and Equipment, Net (Tables)
 12 Months Ended
Dec. 31, 2016
Property and Equipment, Net [Abstract]  
Summary of property, equipment, and accumulated depreciation
  As of December 31, 
(In thousands) 2016  2015 
Vessels and improvements $267,415  $214,170 
Furniture and equipment  10,726   8,169 
Leasehold improvements  1,425   1,439 
Total property and equipment, gross  279,566   223,778 
Less: Accumulated depreciation and amortization  (93,330)  (98,307)
Property and equipment, net $186,236  $125,471
v3.7.0.1
Acquisition (Tables)
 12 Months Ended
Dec. 31, 2016
Acquisition [Abstract]  
Summary of total purchase price of acquisition
(In thousands)   
Cash consideration $14,850 
Long-term debt - non-cash  2,525 
Lindblad  restricted shares (264,208 shares) - non-cash  2,650 
Total purchase price $20,025 
Summary of allocation of assets acquired and liabilities
Assets acquired:   
(In thousands)   
Cash and cash equivalents $4,904 
Prepaid expenses and other current assets  9,623 
Property and equipment  2,068 
Goodwill and other intangibles  28,305 
Total assets $44,900 
     
Liabilities assumed:   
Accounts payable and accrued expenses $2,472 
Unearned passenger revenues  15,000 
Deferred tax liability  2,428 
Noncontrolling interest in consolidated subsidiaries  4,975 
Total liabilities $24,875 
     
Total cash price paid upon acquisition and fair value of existing equity interest $20,025 
Summary of unaudited pro forma presents consolidated information
    Pro Forma Years Ended
  December 31,
  2016     2015
(In thousands)   Unaudited     Unaudited
Revenues   $ 254,567     $ 249,819
Operating income   $ 15,345     $ 17,883
v3.7.0.1
Intangibles, Net (Tables)
 12 Months Ended
Dec. 31, 2016
Intangibles [Abstract]  
Schedule of carrying amounts and accumulated amortization

  As of December 31, 
(In thousands) 2016  2015 
           Weighted          
  Gross     Net  Average  Gross     Net 
  Carrying  Accumulated  Carrying  Useful Life  Carrying  Accumulated  Carrying 
  Amount  Amortization  Amount  

(Years)

  Amount  Amortization  Amount 
Tradenames $2,900  $(129) $2,771   14.3  $-  $-  $- 
Customer lists  3,300   (440)  2,860   4.3   -   -   - 
Operating rights  6,529   (1,028)  5,501   7.6   6,529   (302)  6,227 
Total intangibles, net $12,729  $(1,597) $11,132   8.4  $6,529  $(302) $6,227 
 
v3.7.0.1
Long-Term Debt (Tables)
 12 Months Ended
Dec. 31, 2016
Long-Term Debt [Abstract]  
Schedule of long-term debt instruments
  As of December 31, 
  2016  2015 
(In thousands) Principal  Discount and Deferred Financing Costs, net  Balance, net of discount  Principal  Discount and Deferred Financing Costs, net  Balance, net of discount 
Note payable $2,525  $-  $2,525  $-  $-  $- 
Credit Facility  172,375   (9,022)  163,353   174,125   (9,682)  164,443 
Total long-term debt  174,900   (9,022)  165,878   174,125   (9,682)  164,443 
Less current portion  (1,750)  -   (1,750)  (1,750)  -   (1,750)
Total long-term debt, non-current $173,150  $(9,022) $164,128  $172,375  $(9,682) $162,693
Schedule of future minimum principal payments of long-term debt

Year Amount 
  (In thousands) 
2017 $1,750 
2018  1,750 
2019  1,750 
2020  4,275 
2021  165,375 
  $174,900 
 
v3.7.0.1
Income Taxes (Tables)
 12 Months Ended
Dec. 31, 2016
Income Taxes [Abstract]  
Schedule of components of income (loss) before income taxes

  For the Years Ended December 31, 
(In thousands) 2016  2015  2014 
Domestic $(8,696) $(3,700) $1,930 
Foreign  10,555   20,793   23,115 
Total $1,859  $17,093  $25,045 
 
Schedule of provision for income taxes
 For the Years Ended December 31, 
(In thousands) 2016  2015  2014 
Current         
Federal $-  $(38) $613 
State  51   (3)  109 
Foreign - Other  164   805   1,789 
Total current  215   764   2,511 
Deferred            
Federal  (3,015)  (3,140)  283 
State  (426)  (247)  32 
Foreign - Other  26   (26)  (26)
Total deferred  (3,415)  (3,413)  289 
Income tax (benefit ) expense $(3,200) $(2,649) $2,800 
Summary of reconciliation of the U.S. federal statutory income tax (benefit) expense
    For the Years Ended December 31,  
    2016     2015     2014  
Tax provision at statutory rate – federal     35.0 %     35.0 %     34.0 %
Tax provision at effective state and local rates     (21.1 %)     (1.5 %)     0.4 %
Foreign tax rate differential     (216.4 %)     (46.5 %)     (23.3 %)
GAAP gain on transfer of assets     0.0 %     (15.3 %)     0.0 %
Transaction costs     0.0 %     8.3 %     0.0 %
Subpart F income     0.0 %     5.2 %     0.0 %

Nondeductible expenses

     51.7 %     0.0 %     0.0 %
Uncertain tax provisions     0.2 %     0.2 %     0.9 %
Valuation allowance     22.1 %     0.6 %     (1.2 %)
Incentive stock options     0.0 %     0.0 %     0.4 %
Over accrual of foreign taxes     (37.7 %)     0.0 %     0.0 %
Other     (5.9 %)     (1.5 %)     0.0 %
Total effective income tax rate     (172.1 %)     (15.5 %)     11.2 %
Summary of deferred tax assets

    As of December 31,  
(In thousands)   2016     2015  
Net operating loss carryforward   $ 15,032     $ 11,809  
Property and equipment     (236 )     (274 )
Valuation allowance     (8,795 )     (8,385 )
Stock-based compensation     124       (50 )
Intangibles     (1,923 )     -  
Other     (84 )     116  
Deferred tax assets (liabilities)   $ 4,118     $ 3,216  
 
Schedule of unrecognized tax benefits
    For the Years Ended December 31,  
(In thousands)   2016     2015     2014  
Beginning of year   $ 473     $ 447     $ 263  
Current year positions     (26 )     26       194  
Currency adjustments     -       -       (10 )
End of year   $ 447     $ 473     $ 447  
v3.7.0.1
Commitments and Contingencies (Tables)
 12 Months Ended
Dec. 31, 2016
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) 
2017 $988 
2018  890 
2019  750 
2020  682 
2021  624 
Thereafter  2,050 
  $5,984 
Schedule of asset valued using a black-scholes valuation method
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%
Schedule 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 
Summary of future minimum payments on charter agreements
For the Years Ended December 31, Amount 
   (In thousands) 
2017  10,075 
2018  5,795 
2019  1,482 
Total $17,352 
v3.7.0.1
Shareholders' Equity (Tables)
 12 Months Ended
Dec. 31, 2016
Shareholders' Equity [Abstract]  
Summary of employee plan activity

2015 Plan Activity

 

      Shares   
Date Persons Type Granted  Vesting *
01/04/16 Four non-employee directors  Restricted shares  26,640  Three installments on August 8, 2016, 2017, and 2018
01/04/16 One non-employee director  RSU's  6,660  Three installments on August 8, 2016, 2017, and 2018
05/11/16 One non-employee director  Restricted shares  1,864  Three installments on August 8, 2016, 2017, and 2018
05/26/16 One employee  Restricted shares  90,000  Four installments on May 26, 2017, 2018, 2019 and 2020
08/08/16 Five non-employee directors  Restricted shares  40,540  Three installments on August 8, 2017, 2018, and 2019
08/08/16 One non-employee director  RSU's  8,108  Three installments on August 8, 2017, 2018, and 2019
09/06/16 One employee  Restricted shares  40,000  Four installments on September 6, 2017, 2018, 2019 and 2020
       213,812   

 

2016 CEO Plan Activity

 

      Shares   
Date Persons Type Granted  Vesting *
01/10/17 200 Employees  Restricted shares  716,550  Three installments on January 10, 2017, 2018, and 2019

 

* There are no performance obligations for any of the shares listed.
Summary of restricted stock and RSU activity
  Restricted Shares and RSU’S  

Weighted

Average

Grant Date

Fair Value

 
Restricted shares and RSUs awarded as of December 31, 2015  -  $- 
Granted  213,812   9.97 
Vested  (11,721)  11.20 
Forfeited  -   - 
Restricted shares and RSUs awarded as of December 31, 2016  202,091  $9.90 
Summary of fair value of employee stock options using the Black-Scholes option pricing model.
  Option grants 
        Weighted 
        Average 
  12/11/14  11/10/15  2016 
Stock price $5.02  $10.58  $9.63 
Exercise price  1.76   10.58   9.63 
Dividend yield  0.00%  0.00%  0.00%
Expected volatility  60.00%  60.00%  60.00%
Risk-free interest rate  2.19%  1.72%  1.18%
Expected term  5.11   5.11   5.11 

 
Summary of incentive stock plan activity
       Weighted    
     Weighted  Average   
  * Option  Average
Exercise		  Contractual
* Life		  

Aggregate

Intrinsic

 
  Shares  * Price  (Years)  * Value 
Options outstanding as of December 31, 2013  1,992,782  $0.11   9.0  $6,926,869 
Granted  3,821,696   1.76         
Exercised  (1,182,798)  0.11         
Forfeited  -   -         
Options outstanding as of December 31, 2014  4,631,680   1.47   9.7  $16,315,198 
Granted  300,000   10.58         
Exercised  (2,082,609)  1.12         
Forfeited  -   -         
Options outstanding as of December 31, 2015  2,849,071   2.69   3.7  $23,992,814 
Granted  220,000   9.63         
Exercised  (638,223)  1.76         
Forfeited  (300,000)  10.58         
Options outstanding as of December 31, 2016  2,130,848  $2.57   2.8  $14,654,221 
                 
Vested and expected to vest after December 31, 2016  2,130,848  $2.57   2.8  $14,654,221 
                 
Exercisable as of December 31, 2013  1,992,782  $0.11         
Vested  -   -         
Exercised  (1,182,798)  0.11         
Forfeited  -   -         
Exercisable as of December 31, 2014  809,984   0.11         
Vested  1,272,625   1.76         
Exercised  (2,082,609)  1.12         
Forfeited  -   -         
Exercisable as of December 31, 2015  -   -         
# Vested  638,223   1.76         
Exercised  (638,223)  1.76         
Forfeited  -   -         
Exercisable as of December 31, 2016  -  $1.76         

 

* Option shares and values were adjusted for conversion at the merger date, July 8, 2015.

 

#  Vested shares do not include 955,424 share vested as of December 31, 2016 but not exercisable until January 1, 2017.
Schedule of stock compensation expense
  For the Years Ended
December 31,		 
  2016  2015  2014 
Stock options $5,035  $4,913  $274 
Restricted stock  376   -   - 
Total $5,411  $4,913  $274 
 
Schedule of unrecognized stock compensation expense
  Unrecognized Compensation Expense  Weighted Average Life (years) 
Stock options - As of December 31, 2014  14,291   2.9 
Stock options - As of December 31, 2015 $11,041   2.6 
         
Stock options $5,635   1.5 
Restricted stock  1,755   3.1 
As of December 31, 2016 $7,390   1.9 
 
v3.7.0.1
Segment Information (Tables)
 12 Months Ended
Dec. 31, 2016
Segment Information [Abstract]  
Summary of operating results for the business segments
  For the Years Ended
December 31,		 
(In thousands) 2016  2015  Change  %  2014  Change  % 
Tour revenues:                     
Lindblad $207,836  $209,985  $(2,149)  (1%) $198,459  $11,526   6%
Natural Habitat  34,510   -   34,510   NA   -   -   NA 
Total tour revenues $242,346  $209,985  $32,361   15% $198,459  $11,526   6%
                             
Operating income:                            
Lindblad $11,794  $15,502  $(3,708)  (24%) $30,420  $(14,918)  (49%)
Natural Habitat  2,187   -   2,187   NA   -   -   NA 
Total operating income $13,981  $15,502  $(1,521)  (10%) $30,420  $(14,918)  (49%)
v3.7.0.1
Quarterly Financial Data - Unaudited (Tables)
 12 Months Ended
Dec. 31, 2016
Quarterly Financial Data - Unaudited [Abstract]  
Schedule on quarterly financial data - unaudited
  Fiscal Year 2016 
(In thousands, except per share data) First Quarter  Second Quarter  Third Quarter  Fourth Quarter  Fiscal Year 
                
Tour revenues $61,573  $53,871  $70,774  $56,128  $242,346 
Gross profit $36,299  $24,481  $38,328  $24,261  $123,369 
Net income (loss) $10,467  $(4,494) $7,447  $(8,361) $5,059 
Diluted earnings (loss) per share $0.23  $(0.10) $0.16  $(0.19) $0.10 

 

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

 
v3.7.0.1
Business (Details) - USD ($)
 12 Months Ended
May 04, 2016
Jul. 08, 2015
May 15, 2013
Dec. 31, 2016
Nov. 02, 2016
Mar. 07, 2016
Business (Textual)            
Consideration for former Lindblad stockholders (cash) $ 20,025,000          
Options to purchase common stock       2,130,848    
Exercise price of warrants per share       $ 2.57    
Restated Credit Agreement [Member]            
Business (Textual)            
Revolving line of credit           $ 45,000,000
IPO [Member]            
Business (Textual)            
Capitol sold shares units     20,000,000      
Description of units sold     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.      
Sale of shares of common stock per share     $ 10.00      
Over-Allotment Option [Member]            
Business (Textual)            
Capitol sold shares units     2,000,000      
Proceeds of over-allotment option     $ 200,000,000      
Board of Directors [Member]            
Business (Textual)            
Stock and warrant repurchase plan, approved amount         $ 15,000,000  
Total of warrant repurchase plan         $ 35,000,000  
Lindblad Expeditions Holdings, Inc [Member]            
Business (Textual)            
Business combination warrants outstanding shares       $ 11,186,387    
Exercise price of warrants per share       $ 0.01    
Sale of shares of common stock per share       $ 24    
Description of warrant     Each whole warrant entitles its holder, upon exercise, to purchase one share of common stock for $11.50 subject to certain adjustments.      
Lindblad Expeditions Holdings, Inc [Member] | Capitol Acquisition Corp. II (''Capitol'') [Member]            
Business (Textual)            
Consideration for former Lindblad stockholders (cash)   $ 90,000,000        
Consideration for former Lindblad stockholders (shares)   20,017,787        
Options to purchase common stock   3,821,696        
Exercise price of warrants per share   $ 1.76        
Lindblad Expeditions Holdings, Inc [Member] | Natural Habitat Acquisition [Member]            
Business (Textual)            
Ownership interest, description The Company acquired an 80.1% ownership interest.          
Percentage of noncontrolling interest       19.90%    
Description of business acquisition This agreement with WWF extends through 2023.          
v3.7.0.1
Summary of Significant Accounting Policies (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Summary of Significant Accounting Policies [Line Items]                      
Net income attributable to Lindblad for basic and diluted earnings per share $ (8,361) $ 7,447 $ (4,494) $ 10,467 $ (442) $ 4,416 $ 8,835 $ 6,933 $ 4,864 $ 19,742 $ 22,245
Weighted average shares outstanding:                      
Total weighted average shares outstanding, basic                 45,649,971 44,917,829 50,878,894
Effect of dilutive securities:                      
Assumed exercise of stock options, treasury method                 782,565 657,558
Assumed exercise of resticted shares, RSU's, treasury method                 24,385
Dilutive potential common shares                 806,950 657,558
Total weighted average shares outstanding, diluted                 46,456,921 45,575,387 50,878,894
Earnings per share attributable to Lindblad                      
Diluted $ (0.19) $ 0.16 $ (0.10) $ 0.23 $ (0.01) $ 0.10 $ 0.20 $ 0.16      
Class B common stock [Member]                      
Summary of Significant Accounting Policies [Line Items]                      
Net Income (Loss) Available to Common Stockholders, Basic                 $ 2,694
Weighted average shares outstanding                      
Basic                 6,161,135
Diluted                 6,161,135
Earnings per share attributable to Lindblad                      
Basic                 $ 0.44
Diluted                 $ 0.44
Common stock                      
Summary of Significant Accounting Policies [Line Items]                      
Net Income (Loss) Available to Common Stockholders, Basic                 $ 4,864 $ 19,742 $ 19,551
Weighted average shares outstanding                      
Basic                 45,649,971 44,917,829 44,717,759
Diluted                 46,456,921 45,575,387 44,717,759
Earnings per share attributable to Lindblad                      
Basic                 $ 0.11 $ 0.44 $ 0.44
Diluted                 $ 0.10 $ 0.43 $ 0.44
v3.7.0.1
Summary of Significant Accounting Policies (Details 1) - USD ($)
$ in Thousands
Dec. 31, 2016
Dec. 31, 2015
Restricted cash and marketable securities:    
Total restricted cash and marketable securities $ 9,015 $ 8,460
Certificates of deposit and other restricted securities [Member]    
Restricted cash and marketable securities:    
Total restricted cash and marketable securities 1,414 1,197
Federal Maritime Commission escrow [Member]    
Restricted cash and marketable securities:    
Total restricted cash and marketable securities 2,571 2,233
Credit negotiation and credit card processor reserves [Member]    
Restricted cash and marketable securities:    
Total restricted cash and marketable securities $ 5,030 $ 5,030
v3.7.0.1
Summary of Significant Accounting Policies (Details 2) - USD ($)
$ in Thousands
Dec. 31, 2016
Dec. 31, 2015
Summary of Significant Accounting Policies [Abstract]    
Prepaid tour expenses $ 11,593 $ 5,269
Prepaid client insurance 2,141 1,706
Prepaid air expense 2,432 1,379
Prepaid port agent fees 1,038 1,080
Prepaid income taxes 824 938
Prepaid corporate insurance 931 753
Prepaid marketing, commissions and other expenses 1,823 1,141
Total prepaid expenses $ 20,782 $ 12,266
v3.7.0.1
Summary of Significant Accounting Policies (Details 3)
 12 Months Ended
Dec. 31, 2016
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 and 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 expedition sites and port facilities [Member]  
Property, Plant and Equipment [Line Items]  
Leasehold improvements, including expedition sites and port facilities Shorter of lease term or related asset life
v3.7.0.1
Summary of Significant Accounting Policies (Details 4) - USD ($)
$ in Thousands
Dec. 31, 2016
Dec. 31, 2015
Summary of Significant Accounting Policies [Abstract]    
Accounts payable $ 7,573 $ 4,761
Accrued other expense 6,265 5,385
Bonus compensation lliability 4,186 2,800
Employee liability 3,228 2,597
Income tax liabilities 884 2,045
New build liability 4,011 4,082
Travel certificate liability 1,218 1,312
Refunds and commissions payable 1,454 1,388
Royalty payable 1,468 1,310
Accrued travel insurance expense 375 288
Total accounts payable and accrued expenses $ 30,662 $ 25,968
v3.7.0.1
Summary of Significant Accounting Policies (Details Textual)
 12 Months Ended
Jul. 08, 2015
USD ($)
$ / shares
shares
May 08, 2015
USD ($)
Mar. 09, 2015
USD ($)
shares
Dec. 11, 2014
USD ($)
Dec. 31, 2016
USD ($)
Operatingsegments
Reportablesegments
$ / shares
shares
Dec. 31, 2015
USD ($)
shares
Dec. 31, 2014
USD ($)
shares
May 04, 2016
Dec. 31, 2013
USD ($)
Summary of Significant Accounting Policies (Textual)                  
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.        
Advertising expenses         $ 14,700,000 $ 13,000,000 $ 12,500,000    
Direct advertising expense         $ 5,500,000 $ 5,800,000 5,800,000    
Exercise price of warrants per share | $ / shares         $ 2.57        
Number of warrants issue to purchase common stock outstanding | shares         11,186,387 16,100,000      
Percentage of transaction to purchase   100.00%              
Purchase of outstanding common shares (in percentage)         60.00%        
Number of vessels, description         The ship-based tour and expedition industry is very capital intensive and as of December 31, 2016 and 2015, the Company owned and operated six vessels and has two new coastal vessels under construction.        
Aggregate exercise price | $ / shares         $ 10.00        
Cash held in financial institutions         $ 2,700,000 $ 3,900,000      
Cash reserve         5,000,000 5,000,000      
Deposits         3,500,000        
Restricted cash         3,500,000        
Gain on transfer of assets         $ (83,000) 7,502,000    
Options to purchase common stock | shares         2,130,848        
Unrecognized tax benefits         $ 447,000 473,000 447,000   $ 263,000
Interest and penalties on uncertain tax positions         100,000 100,000      
Other long-term assets         13,090,000 12,355,000      
Balance of license agreement asset         $ 9,500,000        
Performance bond, Description         The Company is required to post a performance bond with the Federal Maritime Commission or escrow all unearned guest deposits plus an additional 10% in restricted accounts.        
Expected ownership for the Company               100.00%  
Number of operating segments | Operatingsegments         2        
Number of reportable segments | Reportablesegments         2        
Amortization of debt discount and deferred financing costs         $ 1,144,000 3,576,000 $ 744,000    
Goodwill         $ 22,105,000      
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        
Assignment and Assumption Agreement [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Shares outstanding subject to redemption - pre conversion | shares     2,857            
Fee from DVB     $ 5,000,000            
Options to purchase common stock | shares     809,984            
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   $ 1,000,000 $ 1,000,000            
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 LEX commenced liquidation procedures on CFMF.          
Senior debt facility       $ 39,800,000          
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         7,500,000        
Adjustment to additional paid-in capital         $ 83,700,000        
Expected ownership for the Company       60.00%          
Initial payment       $ 25,000,000          
Trade Names [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Property, Plant and Equipment, Useful Life         15 years        
Customer Lists [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Property, Plant and Equipment, Useful Life         5 years        
Stock options [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Dilutive potential common shares | shares         782,565 657,558      
Restricted Stock [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Dilutive potential common shares | shares         24,385        
National Geographic Endeavour II [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                
Tax asset for long-term prepaid value-added taxes related         $ 3,600,000        
Computer hardware and software [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Property, Plant and Equipment, Useful Life         5 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        
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        
Warrant [Member]                  
Summary of Significant Accounting Policies (Textual)                  
Dilutive potential common shares | shares           1,912,833 1,912,833    
Exercise price of warrants per share | $ / shares         $ 11.50        
Number of warrants issue to purchase common stock outstanding | shares         11,186,387        
Shares outstanding subject to redemption - pre conversion | shares           6,747 6,747    
v3.7.0.1
Property and Equipment, Net (Details) - USD ($)
$ in Thousands
Dec. 31, 2016
Dec. 31, 2015
Property, Plant and Equipment [Line Items]    
Total property and equipment, gross $ 279,566 $ 223,778
Less: Accumulated depreciation and amortization (93,330) (98,307)
Property and equipment, net 186,236 125,471
Vessels and improvements [Member]    
Property, Plant and Equipment [Line Items]    
Total property and equipment, gross 267,415 214,170
Furniture and equipment [Member]    
Property, Plant and Equipment [Line Items]    
Total property and equipment, gross 10,726 8,169
Leasehold improvements [Member]    
Property, Plant and Equipment [Line Items]    
Total property and equipment, gross $ 1,425 $ 1,439
v3.7.0.1
Property and Equipment, Net (Details Textual) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Property and Equipment Net (Textual)      
Depreciation and amortization expense $ 17.1 $ 11.3 $ 10.9
Capital expenditures 75.9    
National Geographic Endeavour II [Member]      
Property and Equipment Net (Textual)      
Capitalized interest 33.4    
Loss on disposal of asset 0.8    
Coastal Vessels [Member]      
Property and Equipment Net (Textual)      
Capitalized interest 36.9    
Property and Equipment, Net [Member]      
Property and Equipment Net (Textual)      
Capitalized interest $ 1.5    
v3.7.0.1
Acquisition (Details)
$ in Thousands
May 04, 2016
USD ($)
Acquisition [Abstract]  
Cash consideration $ 14,850
Long-term debt - non-cash 2,525
Lindblad restricted shares (264,208 shares) - non-cash 2,650
Total purchase price $ 20,025
v3.7.0.1
Acquisition (Details 1)
$ in Thousands
May 04, 2016
USD ($)
Assets acquired:  
Cash and cash equivalents $ 4,904
Prepaid expenses and other current assets 9,623
Property and equipment 2,068
Goodwill and other intangibles 28,305
Total assets 44,900
Liabilities assumed:  
Accounts payable and accrued expenses 2,472
Unearned passenger revenues 15,000
Deferred tax liability 2,428
Noncontrolling interest in consolidated subsidiaries 4,975
Total liabilities 24,875
Total cash price paid upon acquisition and fair value of existing equity interest $ 20,025
v3.7.0.1
Acquisition (Details 2) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Acquisition [Abstract]    
Revenues $ 254,567 $ 249,819
Operating income $ 15,345 $ 17,883
v3.7.0.1
Acquisition (Details Textual) - USD ($)
$ in Thousands
 12 Months Ended
May 04, 2016
Dec. 31, 2016
Dec. 31, 2015
Acquisition (Textual)      
Ownership interest acquired 80.10%    
Restricted shares 264,208    
Noncontrolling interest percentage 19.90%    
Ownership percentage 100.00%    
Acquisition costs related to acquisition $ 1,000    
Acquired business contributed revenues   $ 254,567 $ 249,819
Acquired business operating income   $ 15,345 $ 17,883
Business combination reported pro forma earnings 1,000    
Lindblad Expeditions, Inc. [Member]      
Acquisition (Textual)      
Acquired business contributed revenues 34,500    
Acquired business operating income $ 2,200    
v3.7.0.1
Intangibles, Net (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 12,729 $ 6,529
Accumulated Amortization (1,597) (302)
Net Carrying Amount $ 11,132 6,227
Weighted Average Useful Life (Years) 7 years 1 month 6 days  
Tradenames [Member]    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 2,900
Accumulated Amortization (129)
Net Carrying Amount $ 2,771
Weighted Average Useful Life (Years) 14 years 3 months 18 days  
Customer lists [Member]    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 3,300
Accumulated Amortization (440)
Net Carrying Amount $ 2,860
Weighted Average Useful Life (Years) 4 years 3 months 18 days  
Operating Rights [Member]    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 6,529 6,529
Accumulated Amortization (1,028) (302)
Net Carrying Amount $ 5,501 $ 6,227
Weighted Average Useful Life (Years) 7 years 7 months 6 days  
v3.7.0.1
Intangibles, Net (Details Textual) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Intangibles (Textual)    
Gross carrying amount $ 12,729 $ 6,529
Goodwill 22,100  
Amortization expense $ 1,300 300
Amortization of intangible assets, description The Company expects amortization expense related to these intangible assets to be $1.6 million for the years-ended December 31, 2017, 2018, 2019 and 2020, respectively. For the year-ended December 31, 2021, we expect amortization expense to be $1.1 million with the balance of $3.7 million amortized thereafter. Amortization expense for tradenames, customer lists and operating rights were recorded in depreciation and amortization expense in the accompanying consolidated statements of income.  
Tradenames [Member]    
Intangibles (Textual)    
Gross carrying amount $ 2,900
Customer lists [Member]    
Intangibles (Textual)    
Gross carrying amount 3,300
Operating rights [Member]    
Intangibles (Textual)    
Gross carrying amount $ 6,529 $ 6,529
v3.7.0.1
Letters of Credit (Details) - USD ($)
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Letters of Credit (Textual)    
Letters of credit outstanding $ 4,650,000 $ 4,650,000
Letter of Credit [Member]    
Letters of Credit (Textual)    
Letters of credit outstanding $ 150,000 150,000
Annual fee for letters of credit 1.00%  
Letters of credit maturity date Jul. 28, 2017  
Letters of credit, description We were notified our letter of credit for $3.5 million, will no longer be required as of January 27, 2017. The required deposit of $3.5 million will be reclassified from restricted cash to cash equivalents in the first quarter of 2017. 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 and mature on July 28, 2017.  
Letter of Credit One [Member]    
Letters of Credit (Textual)    
Letters of credit outstanding $ 1,000,000 1,000,000
Letter of Credit Two [Member]    
Letters of Credit (Textual)    
Letters of credit outstanding $ 3,500,000 $ 3,500,000
v3.7.0.1
Long-Term Debt (Details) - USD ($)
$ in Thousands
Dec. 31, 2016
Dec. 31, 2015
Debt Instrument [Line Items]    
Principal, Total long-term debt $ 174,900 $ 174,125
Discount and Deferred Financing Costs net, Total long-term debt (9,022) (9,682)
Balance, net of discount, Total long-term debt 165,878 164,443
Principal, Less current portion (1,750) (1,750)
Discount and Deferred Financing Costs net, Less current portion
Balance, net of discount, less current portion (1,750) (1,750)
Principal, Total long-term debt, non-current 173,150 172,375
Discount and Deferred Financing Costs net, Total long-term debt, non-current (9,022) (9,682)
Balance, net of discount, Total long-term debt, non-current 164,128 162,693
Note payable [Member]    
Debt Instrument [Line Items]    
Principal, Total long-term debt 2,525
Discount and Deferred Financing Costs net, Total long-term debt
Balance, net of discount, Total long-term debt 2,525
Credit Facility [Member]    
Debt Instrument [Line Items]    
Principal, Total long-term debt 172,375 174,125
Discount and Deferred Financing Costs net, Total long-term debt (9,022) (9,682)
Balance, net of discount, Total long-term debt $ 163,353 $ 164,443
v3.7.0.1
Long-Term Debt (Details 1) - USD ($)
$ in Thousands
Dec. 31, 2016
Dec. 31, 2015
Long-term Debt, Fiscal Year Maturity [Abstract]    
2017 $ 1,750  
2018 1,750  
2019 1,750  
2020 4,275  
2021 165,375  
Total long-term debt $ 174,900 $ 174,125
v3.7.0.1
Long-Term Debt (Details Textual) - USD ($)
$ in Thousands
 12 Months Ended
May 04, 2016
Jul. 08, 2015
May 08, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Mar. 07, 2016
Long-Term Debt (Textual)              
Amortization of debt discount and deferred financing costs       $ 1,144 $ 3,576 $ 744  
Credit Facility [Member]              
Long-Term Debt (Textual)              
Interest rate       5.50%      
Description of interest rate     Borrowings under the Loans 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 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, which matures on May 8, 2020.      
Credit facility, Expiration date       May 08, 2020      
Amortization of debt discount and deferred financing costs       $ 2,200 $ 3,600 $ 700  
U.S. Term loan [Member] | Credit Facility [Member]              
Long-Term Debt (Textual)              
Debt maturity date       May 08, 2021      
Cayman Term Loan [Member] | Credit Facility [Member]              
Long-Term Debt (Textual)              
Debt maturity date       May 08, 2021      
Note payable [Member]              
Long-Term Debt (Textual)              
Debt maturity date Dec. 31, 2020            
Unsecured promissory note $ 2,500            
Promissory note interest rate 1.44%            
Credit Agreement [Member]              
Long-Term Debt (Textual)              
Maximum borrowing capacity   $ 175,000 $ 150,000        
Credit Agreement [Member] | U.S. Term loan [Member]              
Long-Term Debt (Textual)              
Maximum borrowing capacity   155,000          
Credit Agreement [Member] | Cayman Term Loan [Member]              
Long-Term Debt (Textual)              
Outstanding principal amount   $ 20,000          
Restated Credit Facility [Member] | Term Loan [Member]              
Long-Term Debt (Textual)              
Secured debt             $ 175,000
Restated Credit Facility [Member] | Incremental Revolving Credit Facility [Member]              
Long-Term Debt (Textual)              
Secured debt             45,000
Restated Credit Facility [Member] | Letter of Credit Subfacility [Member]              
Long-Term Debt (Textual)              
Secured debt             $ 5,000
v3.7.0.1
Income Taxes (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Income Taxes [Abstract]      
Domestic $ (8,696) $ (3,700) $ 1,930
Foreign 10,555 20,793 23,115
Total $ 1,859 $ 17,093 $ 25,045
v3.7.0.1
Income Taxes (Details 1) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Current      
Federal $ (38) $ 613
State 51 (3) 109
Foreign - Other 164 805 1,789
Total current 215 764 2,511
Deferred      
Federal (3,015) (3,140) 283
State (426) (247) 32
Foreign - Other 26 (26) (26)
Total deferred (3,326) (3,413) 289
Income tax (benefit ) expense $ (3,200) $ (2,649) $ 2,800
v3.7.0.1
Income Taxes (Details 2)
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Reconciliation of effective income tax provision      
Tax provision at statutory rate - federal 35.00% 35.00% 34.00%
Tax provision at effective state and local rates (21.10%) (1.50%) 0.40%
Foreign tax rate differential (216.40%) (46.50%) (23.30%)
GAAP gain on transfer of assets 0.00% (15.30%) 0.00%
Transaction costs 0.00% 8.30% 0.00%
Subpart F income 0.00% 5.20% 0.00%
Nondeductible expenses 51.70% 0.00% 0.00%
Uncertain tax provisions 0.20% 0.20% 0.90%
Valuation allowance 22.10% 0.60% (1.20%)
Incentive stock options 0.00% 0.00% 0.40%
Over accrual of foreign taxes (37.70%) 0.00% 0.00%
Other (5.90%) (1.50%) 0.00%
Total effective income tax rate (172.10%) (15.50%) 11.20%
v3.7.0.1
Income Taxes (Details 3) - USD ($)
$ in Thousands
Dec. 31, 2016
Dec. 31, 2015
Deferred tax assets and liabilities    
Net operating loss carryforward $ 15,032 $ 11,809
Property and equipment (236) (274)
Valuation allowance (8,795) (8,385)
Stock-based compensation 124 (50)
Intangibles (1,923)
Other (84) 116
Deferred tax assets (liabilities) $ 4,118 $ 3,216
v3.7.0.1
Income Taxes (Details 4) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Reconciliation of unrecognized tax benefits      
Beginning of year $ 473 $ 447 $ 263
Current year positions (26) 26 194
Currency adjustments (10)
End of year $ 447 $ 473 $ 447
v3.7.0.1
Income Taxes (Details Textual) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Income Taxes (Textual)      
Deferred tax assets related to Australian loss carryforwards $ 22.5    
Percentage of statutory rate 35.00% 35.00% 34.00%
Foreign earnings amounts $ 91.1 $ 78.6  
Uncertain tax positions 0.3 $ 0.3  
Australian capital loss carryforwards 6.8    
US carryforwards related to deferred tax asset 21.6    
Net operating loss carryforwards $ 4.6    
Operating loss carryforwards, Expiration date Dec. 31, 2021    
v3.7.0.1
Commitments and Contingencies (Details)
$ in Thousands
Dec. 31, 2016
USD ($)
Schedule of future minimum rental commitments, under non-cancellable operating leases  
2017 $ 988
2018 890
2019 750
2020 682
2021 624
Thereafter 2,050
Total $ 5,984
v3.7.0.1
Commitments and Contingencies (Details 1)
 12 Months Ended
Dec. 31, 2016
$ / 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%
v3.7.0.1
Commitments and Contingencies (Details 2) - National Geographic Islander [Member]
 12 Months Ended
Dec. 31, 2016
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
v3.7.0.1
Commitments and Contingencies (Details 3) - Charter Commitments [Member]
$ in Thousands
Dec. 31, 2016
USD ($)
Summary of future minimum payments  
2017 $ 10,075
2018 5,795
2019 1,482
Total $ 17,352
v3.7.0.1
Commitments and Contingencies (Details Textual) - USD ($)
 12 Months Ended
Jul. 08, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 02, 2015
Commitments and Contingencies (Textual)          
Rent expense   $ 1,100,000 $ 900,000 $ 800,000  
Risk of loss or damage, Description   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 Vessel 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 Vessel 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.      
Selling and marketing expense   $ 39,072,000 35,083,000 30,718,000  
Nichols Brothers Boat Builders [Member]          
Commitments and Contingencies (Textual)          
Vessel Construction Agreements, Description   On December 2, 2015, the Company entered into two separate Vessel Construction Agreements, (collectively, the "Vessel Agreements") with Ice Floe, LLC, a Washington limited liability company doing business as Nichols Brothers Boat Builders (the "Builder"). The Vessel 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. As of December 31, 2016, the Company has spent a total of $47.0 million for the construction of these two coastal vessels.      
Cruise vessels at a purchase price   $ 47,000,000      
Nichols Brothers Boat Builders [Member] | Cruise Vessels One [Member]          
Commitments and Contingencies (Textual)          
Cruise vessels at a purchase price         $ 48,000,000
Nichols Brothers Boat Builders [Member] | Cruise Vessels Two [Member]          
Commitments and Contingencies (Textual)          
Cruise vessels at a purchase price         $ 46,800,000
National Geographic [Member]          
Commitments and Contingencies (Textual)          
Balance outstanding   1,400,000 1,300,000    
Number of shares, Granted 2,387,499        
Fair value of long-term asset $ 13,800,000        
Option shares at fair value per share $ 5.76        
Amortizing cost description The Company is amortizing the cost until March 31, 2020        
Selling and marketing expense   2,900,000 1,500,000    
National Geographic [Member] | Royalty Agreement [Member]          
Commitments and Contingencies (Textual)          
Royalty expense   4,900,000 4,800,000 4,100,000  
World Wildlife Fund [Member] | Royalty Agreement [Member]          
Commitments and Contingencies (Textual)          
Total of annual royalty payment and gross sales fees   500,000      
National Geographic Islander [Member] | Royalty Agreement [Member]          
Commitments and Contingencies (Textual)          
Royalty expense   $ 700,000 $ 700,000 $ 600,000  
United States Tour Operators Association [Member]          
Commitments and Contingencies (Textual)          
Letters of credit, description   The USTOA requires a $1.0 million performance bond, letter of credit or assigned certificate of deposit from its members to insure this plan.      
Letter of credit   $ 1,000,000      
Letter of credit to cover unpaid premiums   $ 150,000      
v3.7.0.1
Employee Benefit Plan (Details) - USD ($)
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
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 $ 1,800 $ 1,500
Benefit plan contribution recorded with general and administrative expenses $ 200,000 $ 200,000 $ 100,000
v3.7.0.1
Shareholders' Equity (Details)
 12 Months Ended
Dec. 31, 2016
shares
Equity, Class of Treasury Stock [Line Items]  
Shares Granted 213,812
2015 Plan Activity [Member]  
Equity, Class of Treasury Stock [Line Items]  
Shares Granted 213,812
01/04/16 [Member] | Four non-employee directors [Member] | Restricted shares [Member] | 2015 Plan Activity [Member]  
Equity, Class of Treasury Stock [Line Items]  
Shares Granted 26,640
Vesting Three installments on August 8, 2016, 2017, and 2018
01/04/16 [Member] | One non-employee director [Member] | RSU's [Member] | 2015 Plan Activity [Member]  
Equity, Class of Treasury Stock [Line Items]  
Shares Granted 6,660
Vesting Three installments on August 8, 2016, 2017, and 2018
05/11/16 [Member] | One non-employee director [Member] | Restricted shares [Member] | 2015 Plan Activity [Member]  
Equity, Class of Treasury Stock [Line Items]  
Shares Granted 1,864
Vesting Three installments on August 8, 2016, 2017, and 2018
05/26/16 [Member] | One employee [Member] | Restricted shares [Member] | 2015 Plan Activity [Member]  
Equity, Class of Treasury Stock [Line Items]  
Shares Granted 90,000
Vesting Four installments on May 26, 2017, 2018, 2019 and 2020
08/08/16 [Member] | One non-employee director [Member] | RSU's [Member] | 2015 Plan Activity [Member]  
Equity, Class of Treasury Stock [Line Items]  
Shares Granted 8,108
Vesting Three installments on August 8, 2017, 2018, and 2019
08/08/16 [Member] | Five non-employee directors [Member] | Restricted shares [Member] | 2015 Plan Activity [Member]  
Equity, Class of Treasury Stock [Line Items]  
Shares Granted 40,540
Vesting Three installments on August 8, 2017, 2018, and 2019
09/06/16 [Member] | One employee [Member] | Restricted shares [Member] | 2015 Plan Activity [Member]  
Equity, Class of Treasury Stock [Line Items]  
Shares Granted 40,000
Vesting Four installments on September 6, 2017, 2018, 2019 and 2020
01/10/17 [Member] | 200 Employees [Member] | Restricted shares [Member] | 2016 CEO Plan Activity [Member]  
Equity, Class of Treasury Stock [Line Items]  
Shares Granted 716,550
Vesting Three installments on January 10, 2017, 2018, and 2019 [1]
[1] There are no performance obligations for any of the shares listed.
v3.7.0.1
Shareholders' Equity (Details 1)
 12 Months Ended
Dec. 31, 2016
$ / shares
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Shares Granted | shares 213,812
Restricted stock and RSU [Member]  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Restricted Shares and RSU's, Beginning Balance | shares
Restricted Shares and RSU's, Vested | shares (11,721)
Restricted Shares and RSU's, Forfeited | shares
Restricted Shares and RSU's, Ending Balance | shares 202,091
Weighted Average Grant Date Fair Value, Beginning Balance | $ / shares
Weighted Average Grant Date Fair Value, Granted | $ / shares 9.97
Weighted Average Grant Date Fair Value, Vested | $ / shares 11.20
Weighted average Grant Date Fair Value, Forfeited | $ / shares
Weighted Average Grant Date Fair Value, Ending Balance | $ / shares $ 9.90
v3.7.0.1
Shareholders' Equity (Details 2) - $ / shares
 12 Months Ended
Nov. 10, 2015
Dec. 11, 2014
Dec. 31, 2016
Fair values of employee stock options granted under the Lindblad Plan and 2015 Plan using Black-Scholes option pricing model [Abstract]      
Option grants, Stock price $ 10.58 $ 5.02  
Option grants, Exercise price $ 10.58 $ 1.76  
Option grants, Dividend yield 0.00% 0.00%  
Option grants, Expected volatility 60.00% 60.00%  
Option grants, Risk-free interest rate 1.72% 2.19%  
Option grants, Expected term 5 years 1 month 10 days 5 years 1 month 10 days  
Weighted Average, Stock price     $ 9.63
Weighted Average, Exercise price     $ 9.63
Weighted Average, Dividend yield     0.00%
Weighted Average, Expected volatility     60.00%
Weighted Average, Risk-free interest rate     1.18%
Weighted Average, Expected term     5 years 1 month 10 days
v3.7.0.1
Shareholders' Equity (Details 3) - USD ($)
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Weighted Average Exercise Price, Granted $ 9.63      
Stock options [Member]        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Options outstanding, Beginning Balance [1] 2,849,071 4,631,680 1,992,782  
Options outstanding, Granted [1] 220,000 300,000 3,821,696  
Options outstanding, Exercised [1] (638,223) (2,082,609) (1,182,798)  
Options outstanding, Forfeited [1] (300,000)  
Options outstanding, Ending Balance [1] 2,130,848 2,849,071 4,631,680 1,992,782
Options outstanding, Vested and expected to vest [1] 2,130,848      
Weighted Average Exercise Price, Beginning Balance [1] $ 2.69 $ 1.47 $ 0.11  
Weighted Average Exercise Price, Granted [1] 9.63 10.58 1.76  
Weighted Average Exercise Price, Exercised [1] 1.76 1.12 0.11  
Weighted Average Exercise Price, Forfeited [1] 10.58  
Weighted Average Exercise Price, Ending Balance [1] 2.57 $ 2.69 $ 1.47 $ 0.11
Weighted Average Exercise Price, Vested and expected to vest [1] $ 2.57      
Weighted Average Contractual Life (Years), Outstanding [1] 2 years 9 months 18 days 3 years 8 months 12 days 9 years 8 months 12 days 9 years
Weighted Average Contractual Life (Years), Outstanding, Vested and expected to vest [1] 2 years 9 months 18 days      
Aggregate Intrinsic Value, Beginning Balance [1] $ 23,992,814 $ 16,315,198 $ 6,926,869  
Aggregate Intrinsic Value, Ending Balance [1] 14,654,221 $ 23,992,814 $ 16,315,198 $ 6,926,869
Aggregate Intrinsic Value, Vested and expected to vest [1] $ 14,654,221      
Exercisable, Beginning Balance [1] 809,984 1,992,782  
Exercisable, Vested [1] 638,223 1,272,625  
Exercisable, Exercised [1] (638,223) (2,082,609) (1,182,798)  
Exercisable, Forfeited [1]  
Exercisable, Ending Balance [1] 809,984 1,992,782
Weighted Average Exercise Price, Exercisable, Beginning Balance [1] $ 0.11 $ 0.11  
Weighted Average Exercise Price, Vested [1] 1.76 [2] 1.76  
Weighted Average Exercise Price, Exercised [1] 1.76 1.12 0.11  
Weighted Average Exercise Price, Forfeited [1]  
Weighted Average Exercise Price, Exercisable, Ending Balance [1] $ 1.76 $ 0.11 $ 0.11
[1] Option shares and values were adjusted for conversion at the merger date, July 8, 2015.
[2] Vested shares do not include 955,424 share vested as of December 31, 2016 but not exercisable until January 1, 2017.
v3.7.0.1
Shareholders' Equity (Details 4) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total compensation included in general and administrative expenses $ 5,411 $ 4,913 $ 274
Restricted stock [Member]      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total compensation included in general and administrative expenses 376
Stock options [Member]      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total compensation included in general and administrative expenses $ 5,035 $ 4,913 $ 274
v3.7.0.1
Shareholders' Equity (Details 5) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Unrecognized Compensation Expense $ 7,390    
Weighted Average Life (years) 1 year 10 months 24 days    
Restricted stock [Member]      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Unrecognized Compensation Expense $ 1,755    
Weighted Average Life (years) 3 years 1 month 6 days    
Stock options [Member]      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Unrecognized Compensation Expense $ 5,635 $ 11,041 $ 14,291
Weighted Average Life (years) 1 year 6 months 2 years 7 months 6 days 2 years 10 months 24 days
v3.7.0.1
Shareholders' Equity (Details Textual)
$ / shares in Units, $ in Millions
 1 Months Ended 2 Months Ended 12 Months Ended
Mar. 02, 2017
USD ($)
Sep. 06, 2016
installments
shares
Aug. 08, 2016
installments
shares
May 11, 2016
installments
shares
Jan. 04, 2016
installments
shares
Dec. 11, 2014
officers
$ / shares
shares
Feb. 28, 2017
USD ($)
shares
Jan. 31, 2017
USD ($)
shares
Dec. 31, 2016
USD ($)
$ / shares
shares
Nov. 30, 2016
USD ($)
shares
May 26, 2016
installments
shares
Jan. 31, 2016
USD ($)
$ / shares
shares
Nov. 30, 2015
USD ($)
Sep. 30, 2015
USD ($)
$ / shares
shares
Mar. 01, 2017
shares
Dec. 31, 2016
USD ($)
$ / shares
shares
Dec. 31, 2015
USD ($)
$ / shares
shares
Nov. 02, 2016
USD ($)
Nov. 10, 2015
$ / shares
Stockholders Equity (Textual)                                      
Total common and preferred shares, shares authorized                 201,000,000             201,000,000      
Preferred stock, shares authorized                 1,000,000             1,000,000 1,000,000    
Preferred stock, par value | $ / shares                 $ 0.0001             $ 0.0001 $ 0.0001    
Common stock, shares authorized                 200,000,000             200,000,000 200,000,000    
Common stock, par value | $ / shares                 $ 0.0001             $ 0.0001 $ 0.0001    
Warrant repurchase, shares                               4,913,613      
Fair value for exercise proceeds | $ / shares           $ 5.02                         $ 10.58
Exercise price | $ / shares           $ 1.76                         $ 10.58
Options to purchase common stock                 2,130,848             2,130,848      
Shares Granted                               213,812      
Board of Directors [Member]                                      
Stockholders Equity (Textual)                                      
Warrant repurchase | $                         $ 20.0     $ 7.3 $ 5.5    
Warrant repurchase, shares                               4,913,613 2,821,995    
Total of warrant repurchase plan | $                                   $ 35.0  
Stock and warrant repurchase plan, approved amount | $                                   $ 15.0  
Share based payment award, description                              

. The Board of Directors 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.

      
Subsequent Event [Member]                                      
Stockholders Equity (Textual)                                      
Warrant repurchase | $ $ 14.8                                    
Warrant repurchase, shares                             504,672        
Common Stock [Member]                                      
Stockholders Equity (Textual)                                      
Warrant repurchase | $                 $ 3.0 $ 3.0                  
Warrant repurchase, shares                 308,718 308,718                  
Shares, exercised                       638,223   1,272,625          
Shares vested                       638,223   1,272,625          
Fair value for exercise proceeds | $ / shares                       $ 10.68   $ 9.30          
Exercise price | $ / shares                       $ 1.76   $ 1.76          
Number of shares required exercise proceeds                       105,206   240,841          
Value of shares required exercise | $                       $ 1.1   $ 2.2          
Shares transferred to pay for payroll withholding taxes, shares                       252,670   524,662          
Shares transferred to pay for payroll withholding taxes, value | $                       $ 2.7   $ 4.9          
Net balance of option issued                       280,347              
Balance shares issued to pay for exercised after payroll tax shares                           507,122          
Common Stock [Member] | Subsequent Event [Member]                                      
Stockholders Equity (Textual)                                      
Warrant repurchase | $             $ 3.2 $ 1.1                      
Warrant repurchase, shares             342,875 513,372                      
2015 Plan [Member]                                      
Stockholders Equity (Textual)                                      
Maximum shares of common stock approved to employees, consultants and non-employee directors                 2,500,000             2,500,000      
2015 Plan [Member] | Restricted Shares and Restricted Share Units [Member]                                      
Stockholders Equity (Textual)                                      
Granted, shares         26,640                            
Number of installments | installments     3   3                            
Restricted shares granted to each director, Shares     8,108   6,660                            
2015 Plan [Member] | Restricted Stock [Member]                                      
Stockholders Equity (Textual)                                      
Granted, shares   40,000 40,540 1,864             90,000                
Number of installments | installments   3 3 3             4                
2016 Plan [Member] | Restricted Stock [Member]                                      
Stockholders Equity (Textual)                                      
Shares available for grant                 1,000,000             1,000,000      
Lindblad Plan and 2015 Plan [Member]                                      
Stockholders Equity (Textual)                                      
Shares vested                               955,424      
2016 CEO Plan Activity [Member]                                      
Stockholders Equity (Textual)                                      
Fair value of restricted shares | $ / shares                               $ 9.65      
Stock options [Member] | 2012 Stock Incentive Plan [Member]                                      
Stockholders Equity (Textual)                                      
Granted, shares           13,480                          
Fair value for exercise proceeds | $ / shares           $ 3.81                          
Exercise price | $ / shares           $ 1.76                          
Number of officers | officers           2                          
Stock options granted outstanding under plan           13,480                          
Options to purchase common stock           3,821,696                          
Original grant equity awards | $ / shares           $ 1,423.62                          
Stock options [Member] | 2012 Stock Incentive Plan [Member] | Class A common stock [Member]                                      
Stockholders Equity (Textual)                                      
Exercise price | $ / shares           $ 498                          
v3.7.0.1
Related Party Transactions - Shareholder Loans (Details) - USD ($)
 12 Months Ended
Jul. 08, 2016
Jul. 08, 2015
May 09, 2015
May 08, 2015
Mar. 09, 2015
Dec. 11, 2014
Nov. 03, 2014
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
May 04, 2016
Related Party Transactions - Shareholder Loans (Textual)                      
Aggregate exercise price               $ 10.00      
Selling and marketing expense               $ 39,072,000 $ 35,083,000 $ 30,718,000  
Common stock, shares issued               45,659,762 45,224,881    
Equity interest percentage                     100.00%
Number of warrants issuable               11,186,387 16,100,000    
Assignment and Assumption Agreement [Member]                      
Related Party Transactions - Shareholder Loans (Textual)                      
Shares outstanding subject to redemption - pre conversion         2,857            
Fee from DVB         $ 5,000,000            
Aggregate exercise price options exercised     $ 92,500                
National Geographic Alliance [Member]                      
Related Party Transactions - Shareholder Loans (Textual)                      
Issuance of shares in Capitol to Lindblad Expeditions National Geographic Joint Fund for Exploration and Conservation (LEX-NG Fund)               500,000      
Capitol Acquisition Corp. II [Member]                      
Related Party Transactions - Shareholder Loans (Textual)                      
Sale of stock, price per share $ 13.00                    
Description of trading days 20 trading days within any 30-trading day period within four years following July 8, 2015.                    
Aggregate amount of loans               $ 1,600,000      
Conversion of notes               $ 500,000      
Aggregate exercise price               $ 1.00      
Amount reimbursed to initial stockholders   $ 1,000,000                  
Capitol Acquisition Corp. II [Member] | Venturehouse Group, LLC [Member]                      
Related Party Transactions - Shareholder Loans (Textual)                      
Office and administrative services fee   $ 7,500                  
Aggregate cash fee paid                 $ 45,000 $ 90,000  
Lindblad Expeditions, Inc. [Member]                      
Related Party Transactions - Shareholder Loans (Textual)                      
Aggregate principal amount             $ 3,500,000        
Amount of advance received             $ 2,800,000        
Warrants to purchase percentage       60.00%              
Initial payment           $ 25,000,000          
Payment term, 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 LEX'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 Expeditions, Inc. [Member] | Assignment and Assumption Agreement [Member]                      
Related Party Transactions - Shareholder Loans (Textual)                      
Agreement description        
(i) assigned and transferred to LEX his right to receive a $5.0 million fee payable by DVB and (ii) exercised his outstanding option to purchase 2,857 shares of LEX’s stock for an aggregate exercise price of $92.5 thousand. In exchange for the assignment to LEX 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, LEX 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.
            
Lindblad Expeditions, Inc. [Member] | National Geographic Alliance [Member]                      
Related Party Transactions - Shareholder Loans (Textual)                      
Agreement description              
(i) an Alliance and License Agreement and (ii) a Tour Operator Agreement. During calendar year 2016, LEX paid an aggregate of $4.9 million to National Geographic under these agreements, which are included within selling and marketing expenses on the accompanying consolidated statements of income. The extension of the agreements between LEX 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).
      
Selling and marketing expense               $ 500,000      
Common stock, shares issued   1,250,000                  
Equity interest percentage   5.00%                  
Number of warrants issuable   15,600,000                  
v3.7.0.1
Segment Information (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Segment Reporting Information [Line Items]                      
Revenue, Net $ 56,128 $ 70,774 $ 53,871 $ 61,573 $ 46,472 $ 58,561 $ 49,531 $ 55,421 $ 242,346 $ 209,985 $ 198,459
Tour revenues, Change                 $ 32,361 $ 11,526  
Tour revenues, %                 15.00% 6.00%  
Operating income                 $ 13,981 $ 15,502 30,420
Operating income, Change                 $ (1,521) $ (14,918)  
Operating income, %                 (10.00%) (49.00%)  
Lindblad [Member]                      
Segment Reporting Information [Line Items]                      
Revenue, Net                 $ 207,836 $ 209,985 198,459
Tour revenues, Change                 $ (2,149) $ 11,526  
Tour revenues, %                 (1.00%) 6.00%  
Operating income                 $ 11,794 $ 15,502 30,420
Operating income, Change                 $ (3,708) $ (14,918)  
Operating income, %                 (24.00%) (49.00%)  
Natural Habitat [Member]                      
Segment Reporting Information [Line Items]                      
Revenue, Net                 $ 34,510
Tour revenues, Change                 $ 34,510  
Tour revenues, %                  
Operating income                 $ 2,187
Operating income, Change                 $ 2,187  
Operating income, %                  
v3.7.0.1
Segment Information (Details Textual) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Segment Information (Textual)      
Assets $ 407,701 $ 381,613  
Amortization expense 1,300 300  
Goodwill 22,100    
Cost of Revenue 118,977 95,417 $ 90,002
Depreciation and amortization 18,420 $ 11,645 $ 11,266
Lindblad [Member]      
Segment Information (Textual)      
Assets 366,000    
Depreciation and amortization 16,200    
Capital expenditures 75,900    
Lindblad [Member] | Operating Rights [Member]      
Segment Information (Textual)      
Amortization expense 700    
Natural Habitat [Member]      
Segment Information (Textual)      
Assets 41,700    
Natural Habitat [Member] | Tradenames [Member]      
Segment Information (Textual)      
Amortization expense 100    
Natural Habitat [Member] | Customer lists [Member]      
Segment Information (Textual)      
Amortization expense 500    
Cost of Revenue 500    
Depreciation and amortization 900    
Capital expenditures $ 500    
v3.7.0.1
Quarterly Financial Data - Unaudited (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Quarterly Financial Data - Unaudited [Abstract]                      
Tour revenues $ 56,128 $ 70,774 $ 53,871 $ 61,573 $ 46,472 $ 58,561 $ 49,531 $ 55,421 $ 242,346 $ 209,985 $ 198,459
Gross profit 24,261 38,328 24,481 36,299 22,386 33,118 28,045 31,019 123,369 114,568 108,457
Net income $ (8,361) $ 7,447 $ (4,494) $ 10,467 $ (442) $ 4,416 $ 8,835 $ 6,933 $ 4,864 $ 19,742 $ 22,245
Diluted earnings (loss) per share $ (0.19) $ 0.16 $ (0.10) $ 0.23 $ (0.01) $ 0.10 $ 0.20 $ 0.16