Quarterly report pursuant to Section 13 or 15(d)

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies
6 Months Ended
Jun. 30, 2014
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies
2. Summary of Significant Accounting Policies


Basis of Presentation


The accompanying consolidated financial statements are unaudited and, in our opinion, contain all normal recurring adjustments necessary for a fair statement of the results for the periods presented.


Our operations are seasonal and results for interim periods are not necessarily indicative of the results for the entire fiscal year. Historically, demand for cruises has been strongest during the summer months. The interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2013, which are included in our most recently filed Annual Report on Form 10-K.


Shareholder’s Equity


In connection with the Corporate Reorganization, previously granted profits interests to employees were exchanged for Management NCL Corporation Units (“Units”), and the vested Unit holders gained proportionate rights to distributions of the Company and were therefore allocated a proportionate share of the Company's equity. The effect of this change was a $20.2 million increase in the non-controlling interest.


During the six months ended June 30, 2014, following the effectiveness of NCLH’s registration statement on Form S-3, additional performance-based Units became eligible to participate in the earnings of NCLC, and as a result, a proportionate amount of the Company’s equity was allocated to the additional non-controlling interest. Each Unit holder has the right, subject to the same time-based and performance-based vesting requirements of the profits interests, to exchange Units for the Company’s ordinary shares at a rate equal to one ordinary share for every Unit. When such an exchange occurs, this results in the exchange of non-controlling interest to controlling interest. Accordingly, upon the exchange of a Unit for an ordinary share of the Company, a portion of the non-controlling interest balance is reclassified to additional paid-in capital. As of June 30, 2014, there was $7.8 million transferred to non-controlling interest.


As of June 30, 2014, Management NCL Corporation Unit holders were distributed cash to facilitate partnership tax payments of $3.1 million and $2.8 million of these distributions will be repaid to the Company upon exchange of each Unit holders’ Units.


On April 29, 2014, NCLH’s Board of Directors authorized, and NCLH announced, a three-year share repurchase program for up to $500.0 million. The share repurchases in the three months ended June 30, 2014 were made under this share repurchase program. NCLH may make repurchases in the open market, in privately negotiated transactions, in accelerated repurchase programs or in structured share repurchase programs, and any repurchases may be made pursuant to Rule 10b5-1 plans. During the three months ended June 30, 2014, NCLH repurchased approximately 2.4 million ordinary shares under its share repurchase program for $79.2 million, which shares are reflected as treasury shares at cost on the consolidated balance sheet as of June 30, 2014.


The Consolidated Statements of Changes in Shareholders’ Equity for the period ended June 30, 2013 has been revised for an immaterial change of approximately $1.2 million to correctly present the activities within Additional Paid-in Capital and Non-Controlling Interest, with no change in the ending balances.

Earnings (Loss) Per Share


A reconciliation between basic and diluted earnings (loss) per share was as follows (in thousands, except share and per share data):

Three Months Ended
June 30,
Six Months Ended
June 30,
2014 2013 2014 2013
Net income (loss) attributable to Norwegian Cruise Line Holdings Ltd. $ 111,616 $ (8,841 ) $ 162,883 $ (105,236 )
Net income (loss) $ 113,279 $ (8,915 ) $ 164,971 $ (106,415 )
Basic weighted-average shares outstanding 204,965,718 203,997,492 205,063,870 201,189,562
Dilutive effect of awards 5,507,273 5,678,785
Diluted weighted-average shares outstanding 210,472,991 203,997,492 210,742,655 201,189,562
Basic earnings (loss) per share $ 0.54 $ (0.04 ) $ 0.79 $ (0.52 )
Diluted earnings (loss) per share $ 0.54 $ (0.04 ) $ 0.78 $ (0.52 )


Diluted loss per share for the three and six months ended June 30, 2013 did not include 6,728,789 and 6,325,138 shares, respectively, because the effect of including them would have been antidilutive.


Revenue and Expense Recognition


Revenue and expense includes taxes assessed by governmental authorities that are directly imposed on a revenue-producing transaction between a seller and a customer. The amounts included in revenue and expense on a gross basis were $44.6 million and $36.1 million for the three months ended June 30, 2014 and 2013, respectively, and $82.5 million and $67.5 million for the six months ended June 30, 2014 and 2013, respectively.