Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 23, 2016 | Jun. 30, 2015 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | Pangaea Logistics Solutions Ltd. | ||
Entity Central Index Key | 1,606,909 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 3,096,835 | ||
Entity Common Stock, Shares Outstanding | 36,503,837 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Current Assets | ||
Cash and cash equivalents | $ 37,520,240 | $ 29,817,507 |
Restricted cash | 2,003,341 | 1,000,000 |
Accounts receivable (net of allowance of $5,067,194 at December 31, 2015 and $4,029,669 at December 31, 2014) | 19,617,943 | 27,362,216 |
Bunker inventory | 7,490,590 | 15,601,659 |
Advance hire, prepaid expenses and other current assets | 2,679,292 | 6,568,234 |
Vessels held for sale, net | 0 | 4,523,804 |
Total current assets | 69,311,406 | 84,873,420 |
Fixed assets, net | 255,145,807 | 207,667,613 |
Investment in newbuildings in-process | 42,505,783 | 38,471,430 |
Other noncurrent assets | 0 | 646,537 |
Total assets | 366,962,996 | 331,659,000 |
Current liabilities | ||
Accounts payable accrued expenses and other current liabilities | 22,156,202 | 40,201,794 |
Related party debt | 13,321,419 | 59,102,077 |
Deferred revenue | 4,448,795 | 11,748,926 |
Current portion long-term debt | 19,499,262 | 17,807,674 |
Line of credit | 0 | 3,000,000 |
Dividend payable | 12,724,825 | 12,824,825 |
Total current liabilties | 72,150,503 | 144,685,296 |
Secured long-term debt, net | $ 129,496,153 | $ 86,626,151 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $0.0001 par value, 1,000,000 shares authorized and no shares issued or outstanding | $ 0 | $ 0 |
Common stock, $0.0001 par value, 100,000,000 shares authorized 36,503,837 and 34,756,980 shares issued and outstanding at December 31, 2015 and 2014, respectively | 3,650 | 3,476 |
Additional paid-in capital | 133,075,409 | 133,955,445 |
Accumulated deficit | (24,866,534) | (36,142,727) |
Total Pangaea Logistics Solutions Ltd. equity (deficit) | 108,212,525 | 97,816,194 |
Non-controlling interests | 57,103,815 | 2,531,359 |
Total stockholders' equity | 165,316,340 | 100,347,553 |
Total liabilities, convertible reemable preferred stock and stockholders' equity | $ 366,962,996 | $ 331,659,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Allowance for Doubtful Accounts Receivable | $ 5,067,194 | $ 4,029,669 |
Preferred stock, par value (in dollars per share) | $ 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 |
Temporary equity, par value (in dollars per share) | $ 1,000 | $ 1,000 |
Temporary Equity, Shares Authorized | 112,500 | 112,500 |
Temporary equity, shares issued | 0 | 0 |
Temporary equity, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 36,503,837 | 34,756,980 |
Common stock, shares outstanding | 36,503,837 | 34,756,980 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues: | ||||||||||
Voyage revenue | $ 50,591,815 | $ 64,599,552 | $ 60,902,796 | $ 90,578,942 | $ 93,150,987 | $ 80,604,263 | $ 79,921,090 | $ 91,559,529 | $ 266,673,105 | $ 345,235,869 |
Charter revenue | 5,334,701 | 6,588,613 | 4,199,976 | 4,536,846 | 9,927,880 | 10,600,956 | 9,858,151 | 22,653,349 | 20,660,136 | 53,040,336 |
Revenues | 55,926,516 | 71,188,165 | 65,102,772 | 95,115,788 | 103,078,867 | 91,205,219 | 89,779,241 | 114,212,878 | 287,333,241 | 398,276,205 |
Expenses: | ||||||||||
Voyage expense | 21,788,872 | 30,392,418 | 28,129,297 | 45,324,119 | 52,849,833 | 46,598,184 | 41,891,955 | 48,134,606 | 125,634,706 | 189,474,578 |
Charter hire expense | 15,465,945 | 20,601,908 | 15,195,199 | 24,659,395 | 37,382,209 | 34,315,719 | 33,984,808 | 43,971,061 | 75,922,447 | 149,653,797 |
Vessel operating expenses | 8,195,462 | 8,462,370 | 7,116,502 | 7,785,328 | 6,996,072 | 7,935,565 | 7,732,252 | 6,919,497 | 31,559,662 | 29,583,386 |
General and administrative | 3,136,254 | 3,595,398 | 3,916,119 | 4,318,692 | 5,112,104 | 2,790,350 | 2,352,591 | 2,576,285 | 14,966,463 | 12,831,330 |
Depreciation and amortization | 3,273,603 | 3,195,437 | 3,271,238 | 2,990,594 | 3,252,954 | 3,118,973 | 2,744,576 | 2,551,625 | 12,730,872 | 11,668,128 |
Loss on impairment of vessels | 5,354,023 | 0 | 0 | 0 | 11,506,631 | 0 | 0 | 0 | 5,354,023 | 11,506,631 |
Gain on sale of vessels | 0 | (71,882) | (477,888) | (88,868) | 0 | 1,661,368 | 2,286,232 | 0 | 638,638 | (3,947,600) |
Total expenses | 57,214,159 | 66,319,413 | 58,106,243 | 85,166,996 | 117,099,803 | 93,097,423 | 86,419,950 | 104,153,074 | 266,806,811 | 400,770,250 |
(Loss) income from operations | (1,287,643) | 4,868,752 | 6,996,529 | 9,948,792 | (14,020,936) | (1,892,204) | 3,359,291 | 10,059,804 | 20,526,430 | (2,494,045) |
Other income (expense): | ||||||||||
Interest expense, net | (1,235,515) | (1,493,536) | (1,279,933) | (1,410,771) | (1,305,153) | (1,348,252) | (1,474,773) | (1,515,879) | (5,419,755) | (5,644,057) |
Interest expense related party debt | (99,072) | (110,764) | (110,763) | (114,966) | (92,864) | (108,422) | (20,234) | (42,128) | (435,565) | (263,648) |
Imputed interest on related party long-term debt | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (322,947) | 0 | (322,946) |
Unrealized (loss) gain on derivative instruments | (1,050,137) | (513,678) | 363,096 | 823,455 | 893,114 | (551,354) | (1,200,334) | (371,558) | (377,264) | (1,230,132) |
Other (expense) income | (1,100,843) | 30,000 | 60,935 | 83,149 | (3,701,148) | 83,803 | 74,227 | (150,000) | (926,759) | (3,693,118) |
Total other expense, net | (3,485,567) | (2,087,978) | (966,665) | (619,133) | (4,206,051) | (1,924,225) | (2,621,114) | (2,402,512) | (7,159,343) | (11,153,901) |
Net (loss) income | (4,773,210) | 2,780,774 | 6,029,864 | 9,329,659 | (18,226,987) | (3,816,429) | 738,177 | 7,657,292 | 13,367,087 | (13,647,946) |
Loss (income) attributable to noncontrolling interests | 13,832 | (221,895) | 569,227 | 1,729,730 | (1,184,934) | (906,822) | (491,748) | 1,064,007 | (2,090,894) | 1,519,497 |
Net (loss) income attributable to Pangaea Logistics Solutions Ltd. | $ (4,787,042) | $ 3,002,669 | $ 5,460,637 | $ 7,599,929 | $ (17,042,053) | $ (2,909,607) | $ 1,229,925 | $ 6,593,285 | $ 11,276,193 | $ (12,128,449) |
(Loss) earnings per common share: | ||||||||||
Basic (in dollars per share) | $ (0.14) | $ 0.09 | $ 0.16 | $ 0.22 | $ (0.86) | $ (0.42) | $ (0.04) | $ 0.17 | $ 0.32 | $ (1.61) |
Diluted (in dollars per share) | $ (0.14) | $ 0.09 | $ 0.16 | $ 0.22 | $ (0.86) | $ (0.42) | $ (0.04) | $ 0.17 | $ 0.32 | $ (1.61) |
weighted average shares used to compute earnings per common share | ||||||||||
Weighted Average Number of Shares Outstanding, Basic | 35,045,132 | 34,696,980 | 34,696,980 | 34,696,980 | 34,756,980 | 13,421,955 | 13,421,955 | 13,421,955 | 34,784,733 | 18,726,308 |
Weighted Average Number of Shares Outstanding, Diluted | 35,382,734 | 35,004,808 | 34,887,177 | 34,695,930 | 34,756,980 | 13,421,955 | 13,421,955 | 13,421,955 | 34,957,542 | 18,726,308 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Convertible Redeemable Preferred Stock and Stockholders' Equity - USD ($) | Total | Redeemable Convertible Preferred Stock [Member] | Common Stock [Member] | Total Pangaea Logistics Solutions Ltd. (Deficit) Equity [Member] | Additional Paid-in Capital [Member] | Retained Earnings (Accumulated Deficit) [Member] | Non-controlling Interest [Member] |
Balance at Dec. 31, 2013 | $ 14,637,423 | $ 103,236,399 | $ 1,342 | $ (5,846,541) | $ 85,987 | $ (5,933,870) | $ 20,483,964 |
Balance (in shares) at Dec. 31, 2013 | 89,114 | 13,421,955 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Retroactive restatement to reflect common shares issued in the Mergers | 5,027,826 | $ 2,074 | 5,027,826 | 5,025,752 | |||
Retroactive restatement to reflect common shares issued in the Mergers (in shares) | 20,744,364 | ||||||
Issuance of convertible redeemable preferred stock as settlement of accrued dividends | 11,776,661 | (11,776,661) | |||||
Imputed interest on related party long term debt | (11,776,661) | $ 28,332,960 | (11,776,661) | (11,776,661) | |||
Issuance of convertible redeemable preferred stock as settlement of accrued dividends (in shares) | 16,556.299 | ||||||
Merger transaction | (6,303,747) | (6,303,747) | (6,303,747) | ||||
Noncontrolling Interest, Imputed Interest On Related Party Long Term Debt | 322,946 | 322,946 | |||||
Amortization of stock based compensation cost | (16,756,054) | (16,756,054) | |||||
Acquisition of noncontrolling interest | 131,569,359 | $ (131,569,359) | $ 12 | 131,569,359 | 131,569,347 | ||
Conversion of preferred stock to common shares (in shares) | (105,670) | 115,352 | |||||
Conversion of related party debt to noncontrolling interest | (2,727,409) | $ (42) | 2,727,409 | 2,727,451 | |||
Merger costs (in shares) | 415,309 | ||||||
Issuance of restricted shares | 1,816 | $ 6 | 1,816 | 1,810 | |||
Issuance of restricted shares (in shares) | 60,000 | ||||||
Net (loss) income | (13,647,946) | (12,128,449) | (12,128,449) | (1,519,497) | |||
Balance at Dec. 31, 2014 | 100,347,553 | $ 0 | $ 3,476 | 97,816,194 | 133,955,445 | (36,142,727) | 2,531,359 |
Balance (in shares) at Dec. 31, 2014 | 0 | 34,756,980 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Noncontrolling Interest, Decrease from Redemptions or Purchase of Interests | (204,467) | $ (40) | (1,336,930) | (1,336,970) | (1,132,463) | ||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 400,000 | ||||||
Recognized compensation cost for restricted stock | (457,068) | 457,068 | 457,068 | ||||
Merger transaction | 0 | ||||||
Amortization of stock based compensation cost | (504,210) | (504,210) | |||||
Conversion of related party debt to noncontrolling interest | 51,853,309 | 51,853,309 | |||||
Issuance of restricted shares | $ 134 | (134) | |||||
Issuance of restricted shares (in shares) | 1,346,857 | ||||||
Net (loss) income | 13,367,087 | 11,276,193 | 11,276,193 | 2,090,894 | |||
Balance at Dec. 31, 2015 | $ 165,316,340 | $ 0 | $ 3,650 | $ 108,212,525 | $ 133,075,409 | $ (24,866,534) | $ 57,103,815 |
Balance (in shares) at Dec. 31, 2015 | 0 | 36,503,837 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Operating activities | ||
Net (loss) income | $ 13,367,087 | $ (13,647,946) |
Adjustments to reconcile net (loss) income to net cash provided by operations: | ||
Depreciation and amortization expense | 12,730,872 | 11,668,128 |
Amortization of deferred financing costs | 745,522 | 954,604 |
Unrealized loss (gain) on derivative instruments | 377,264 | 1,230,132 |
Loss (income) from equity method investee | 100,861 | 265,443 |
Provision for doubtful accounts | 974,952 | 2,764,836 |
Gain on sales of vessels | 638,638 | (3,947,600) |
Loss on impairment of vessels | 5,354,023 | 11,506,631 |
Drydocking costs | (1,393,160) | (4,880,041) |
Write off unamortized financing costs of repaid debt | 72,968 | 471,834 |
Amortization of discount on related party long-term debt | 0 | 322,946 |
Share-based compensation | 457,068 | 1,816 |
Change in operating assets and liabilities: | ||
Increase (Decrease) in Restricted Cash for Operating Activities | (1,003,341) | (500,000) |
Accounts receivable | 6,769,321 | 14,561,418 |
Bunker inventory | 8,111,069 | 5,470,533 |
Advance hire, prepaid expenses and other current assets | 3,852,662 | 4,291,713 |
Account payable, accrued expenses and other current liabilities | (17,846,557) | (6,413,198) |
Deferred revenue | (7,300,131) | (4,406,572) |
Net cash provided by operating activities | 26,009,118 | 19,714,677 |
Investing activites | ||
Purchase of vessels | (44,799,563) | (43,914,439) |
Proceeds from sales of vessels | (8,265,179) | (23,279,387) |
Deposits on newbuildings in-process | (27,209,306) | (13,101,430) |
Purchase of building and equipment | (55,128) | (560,955) |
Acquisition of interest in equity method investee | (250,000) | 0 |
Net cash used in investing activities | (64,048,818) | (34,297,437) |
Financing activities | ||
Proceeds from Mergers | 0 | 5,035,636 |
Proceeds of related party debt | (6,853,336) | (17,651,149) |
Payments on related party debt | (1,216,250) | (225,291) |
Proceeds from long-term debt | 67,500,000 | 35,500,000 |
Payments of financing and issuance costs | (1,178,310) | (484,380) |
Payments on long-term debt | (22,548,460) | (30,051,021) |
Merger costs | 0 | (1,853,753) |
Proceeds from issuance of convertible redeemable preferred stock | (3,000,000) | 0 |
Common stock dividends paid | (100,000) | (100,000) |
Distributions to non-controlling interest | (567,883) | 0 |
Net cash provided by financing activities | 45,742,433 | 25,472,340 |
Net increase (decrease) in cash and cash equivalents | 7,702,733 | 10,889,580 |
Cash and cash equivalents at beginning of period | 29,817,507 | 18,927,927 |
Cash and cash equivalents at end of period | 37,520,240 | 29,817,507 |
Disclosure of noncash items | ||
Dividends declared, not paid | 0 | 6,303,747 |
Issuance of convertible redeemable preferred stock as settlement of accrued dividends | 0 | 28,332,960 |
Issuance of subsidiary common shares as settlement of related party debt | 51,853,310 | 0 |
Issuance of common stock in settlement of merger related costs | 0 | 4,234,015 |
Beneficial conversion feature of convertible redeemable preferred stock at issuance date | 0 | 11,776,661 |
Modification of Shareholder loan to on Demand | 0 | 16,433,107 |
Imputed interest on related party long-term debt | 0 | 322,946 |
Cash paid for interest | $ 5,407,613 | $ 5,112,858 |
GENERAL INFORMATION
GENERAL INFORMATION | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Description and Basis of Presentation [Text Block] | GENERAL INFORMATION Pangaea Logistics Solutions Ltd. and its subsidiaries (collectively, the “Company” or “Pangaea”) is a provider of seaborne drybulk transportation services. Pangaea utilizes its logistics expertise to service a broad base of industrial customers who require the transportation of a wide variety of drybulk cargoes, including grains, pig iron, hot briquetted iron, bauxite, alumina, cement clinker, dolomite and limestone. The Company addresses the transportation needs of its customers by undertaking a comprehensive set of services and activities, including cargo loading, cargo discharge, vessel chartering, voyage planning, and technical vessel management. The Company is a holding company incorporated under the laws of Bermuda as an exempted company on April 29, 2014 in connection with the mergers described below. Bulk Partners (Bermuda) Ltd. (“Bulk Partners”), which following the mergers, is wholly owned by the Company, and which is also a holding company that was incorporated under the laws of Bermuda as an exempted company on June 17, 2008, was formed by three individuals who are collectively referred to as the Founders. |
COMPLETED MERGERS
COMPLETED MERGERS | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Mergers, Acquisitions and Dispositions Disclosures [Text Block] | COMPLETED MERGERS On April 30, 2014 , the Company, (formerly known as Quartet Holdco Ltd.,), entered into an Agreement and Plan of Reorganization (the “Merger Agreement”) with Quartet Merger Corp. (“Quartet”), Quartet Merger Sub Ltd. (“Merger Sub”), Bulk Partners (at the time, Pangaea Logistics Solutions Ltd.), and the security holders of Bulk Partners (“Signing Holders”). The Merger Agreement involved (i) Quartet merging with and into the Company, with the Company surviving such merger as the publicly-traded entity and (ii) Merger Sub merging with and into Bulk Partners with Bulk Partners surviving such merger as a wholly-owned subsidiary of the Company (collectively, the “Mergers”). On September 29, 2014, Quartet held a special meeting in lieu of its annual meeting of stockholders, at which time the Quartet stockholders considered and adopted, among other matters, the Merger Agreement and the Mergers. On September 26, 2014, Bulk Partners’ Board of Directors, acting by unanimous written consent, approved the Merger Agreement and the Mergers. On October 1, 2014, the parties consummated the Mergers. The Mergers were accounted for as a reverse acquisition in accordance with ASC 805-40-45-1. Under this method of accounting, Merger Sub was treated as the “acquired” company for financial reporting purposes. This determination was primarily based on Bulk Partners comprising the ongoing operations of the combined entity, Bulk Partners’ senior management comprising the senior management of the combined company, and the Bulk Partners common stockholders having a majority of the voting power of the combined entity. In accordance with guidance applicable to these circumstances, the Mergers were considered to be a capital transaction in substance. Accordingly, for accounting purposes, the Mergers were treated as the equivalent of Bulk Partners issuing stock for the Company’s net assets, accompanied by a recapitalization. The Company’s assets were stated at their pre-combination carrying amounts, with no goodwill or other intangible assets recorded. Operations prior to the Mergers are those of Bulk Partners. The equity structure after the Mergers reflects the Company’s equity structure. In the mergers, holders of 8,840,014 shares of Quartet common stock sold in its initial public offering (“public shares”) exercised their rights to convert those shares to cash at a conversion price of approximately $10.20 per share, or an aggregate of approximately $ 90.1 million . As a result of the number of public shares converted into cash, the Quartet initial stockholders forfeited 1,739,062 shares (the “Forfeited Shares”) of Quartet common stock immediately prior to the closing of the Mergers (the “Closing”). Upon the Closing, the former security holders of Quartet were issued an aggregate of 3,130,844 common shares of the Company, including 1,026,812 common shares of the Registrant issued in exchange for Quartet’s then outstanding rights. In accordance with the terms of Bulk Partners’ convertible redeemable preferred stock, upon the Closing, 105,670 outstanding convertible redeemable preferred shares were converted into 115,352 of Bulk Partners’ common shares. The Signing Holders received 29,411,765 shares of the Company in exchange for these common shares and an additional 1,739,062 Forfeited Shares, or 31,150,827 shares in aggregate. Further, in connection with the Mergers, Quartet entered into agreements with certain third parties pursuant to which such parties agreed to accept payment for certain amounts owed to them for merger related services in shares of the Company, resulting in the issuance of an aggregate of 291,953 common shares. Additionally, 420,000 unit purchase options of Quartet were converted into 123,356 common shares of the Company. These 415,309 shares are denoted as “Advisors Shares”. At December 31, 2015 , there are 36,503,837 common shares of the Company issued and outstanding of which the Signing Holders own approximately 85.4% . |
NATURE OF ORGANIZATION
NATURE OF ORGANIZATION | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations [Text Block] | NATURE OF ORGANIZATION The consolidated financial statements include the operations of Pangaea Logistics Solutions Ltd. and its wholly-owned subsidiaries (collectively referred to as “the Company”), as well as other entities consolidated pursuant to Accounting Standards Codification (“ASC”) 810, Consolidation . A summary of the Company’s consolidation policy is provided in Note 4. A summary of the Company’s variable interest entities is provided at Note 6. At December 31, 2015 and 2014 , entities that are consolidated pursuant to ASC 810-10 include the following wholly-owned subsidiaries: • Bulk Partners (Bermuda) Ltd. (“Bulk Partners”) – a corporation that was duly organized under the laws of the Bermuda. The primary purpose of this corporation is a holding company. • Phoenix Bulk Carriers (BVI) Limited (“PBC”) – a corporation that was duly organized under the laws of the British Virgin Islands. The primary purpose of this corporation is to manage and operate ocean-going vessels. • Phoenix Bulk Management Bermuda Limited (“PBM”) – a corporation that was duly organized under the laws of Bermuda. Certain of the administrative management functions of PBC have been assigned to PBM. • Americas Bulk Transport (BVI) Limited – a corporation that was duly organized under the laws of the British Virgin Islands. The primary purpose of this corporation is to charter ships. • Bulk Ocean Shipping (Bermuda) Ltd. – a corporation that was duly organized under the laws of Bermuda. The primary purpose of this corporation is to manage the fuel procurement of the chartered vessels. • Phoenix Bulk Carriers (US) LLC – a corporation that duly organized under the laws of Delaware. The primary purpose of this corporation is to act as the U.S. administrative agent for the Company. • Allseas Logistics Bermuda Ltd. – a corporation that was duly organized under the laws of Bermuda. The primary purpose of this corporation is the Treasury Agent for the group of Companies. • Bulk Pangaea Limited (“Bulk Pangaea”) – a corporation that was duly organized under the laws of Bermuda. Bulk Pangaea was established in September 2009 for the purpose of acquiring the m/v Bulk Pangaea. • Bulk Discovery (Bermuda) Ltd. (“Bulk Discovery”) – a corporation that was duly organized under the laws of Bermuda. Bulk Discovery was established in February 2011 for the purpose of acquiring the m/v Bulk Discovery. The m/v Bulk Discovery was sold in August 2015 and Bulk Discovery was subsequently liquidated. • Bulk Cajun Bermuda Ltd. (“Bulk Cajun”) – a corporation that was duly organized under the laws of Bermuda. Bulk Cajun was established in May 2011 for the purpose of acquiring the m/v Bulk Cajun. The Company sold the m/v Bulk Cajun in February 2015 and Bulk Cajun was subsequently liquidated. The liquidation included a distribution to the noncontrolling interest holders in Bulk Cajun of approximately $0.5 million . • Bulk Patriot Ltd. (“Bulk Patriot”) – a corporation that was duly organized under the laws of Bermuda. Bulk Patriot was established in September 2011 for the purpose of acquiring the m/v Bulk Patriot. • Bulk Juliana Ltd. (“Bulk Juliana”) – a corporation that was duly organized under the laws of Bermuda. Bulk Juliana was established in March 2012 for the purpose of acquiring the m/v Bulk Juliana. • Bulk Trident Ltd. (“Bulk Trident”) – a corporation that was duly organized under the laws of Bermuda. Bulk Trident was established in August 2012 for the purpose of acquiring the m/v Bulk Trident. • Bulk Atlantic Ltd. (“Bulk Beothuk”) – a corporation that was duly organized under the laws of Bermuda. Bulk Atlantic was established in February 2013 for the purpose of acquiring the m/v Bulk Beothuk. • Bulk Providence Ltd. (“Bulk Providence”) – a corporation that was duly organized under the laws of Bermuda. Bulk Providence was established in May 2013 for the purpose of acquiring the m/v Bulk Providence. The m/v Bulk Providence was sold on May 27, 2014 and Bulk Providence was subsequently liquidated. • Bulk Liberty Ltd. (“Bulk Liberty”) – a corporation that was duly organized under the laws of Bermuda. Bulk Liberty was established in April 2013 for the purpose of acquiring the m/v Bulk Liberty. The m/v Bulk Liberty was sold on July 4, 2014 and Bulk Liberty was subsequently liquidated. • Bulk Phoenix Ltd. (“Bulk Phoenix”) – a corporation that was duly organized under the laws of Bermuda. Bulk Phoenix was established in July 2013 for the purpose of acquiring the m/v Bulk Newport. • Nordic Bulk Barents Ltd. (“Bulk Barents”) – a corporation that was duly organized under the laws of Bermuda. Bulk Barents was established in November 2013 for the purpose of acquiring the m/v Nordic Barents. • Nordic Bulk Bothnia Ltd. (“Bulk Bothnia”) – a corporation that was duly organized under the laws of Bermuda. Bulk Bothnia was established in November 2013 for the purpose of acquiring the m/v Nordic Bothnia. • 109 Long Wharf LLC (“Long Wharf”) – a corporation that was duly organized under the laws of Delaware for the objective and purpose of holding real estate located in Newport, Rhode Island. Long Wharf was owned by two of the Company’s Founders until September 1, 2014, at which time ownership was transferred to the Company. Prior to the transfer, Long Wharf was heavily dependent on the Company to fund its operations. Accordingly, the Company has consolidated 100% of Long Wharf for the years ended December 31, 2015 and 2014 . • Nordic Bulk Holding ApS (“NBH”) – a corporation that was duly organized in March 2009 under the laws of Denmark. The primary purpose of this corporation is to manage and operate vessels through its wholly owned subsidiary Nordic Bulk Carriers AS (“NBC”). NBC specializes in ice trading, as well as the carriage of a wide range of commodities, including cement clinker, steel scrap, fertilizers, and grains. The Company owns 100% of NBH at December 31, 2015 and owned 51% at December 31, 2014. The accompanying consolidated financial statements include the operations of NBH for the years ended December 31, 2015 and 2014 . At December 31, 2015 and 2014 , entities that are consolidated pursuant to ASC 810-10, but which are not wholly-owned, include the following: • Nordic Bulk Holding Company Ltd. (“NBHC”) - a corporation that was duly organized under the laws of Bermuda. NBHC was established in October 2012, for the purpose of owning Bulk Nordic Olympic Ltd. (“Bulk Olympic”) and Bulk Nordic Orion Ltd. (“Bulk Orion”) and to invest in additional vessels through its wholly-owned subsidiaries. At December 31, 2015 and 2014 the Company had one-third ownership interest in NBHC, the remainder of which is owned by third-parties. The operating results of NBHC are 100% dependent on transactions with related parties and affiliates. Accordingly, the Company has consolidated NBHC for the years ended December 31, 2015 and 2014 . Bulk Bulk Odyssey, Bulk Orion, Bulk Nordic Oshima Ltd. (“Bulk Oshima”), Bulk Nordic Olympic Ltd. (“Bulk Olympic”), Bulk Nordic Odin Ltd. (“Bulk Odin”) and Bulk Nordic Oasis Ltd. (“Bulk Oasis”), corporations duly organized under the laws of Bermuda between March 2012 and February 2015, are owned by NBHC. These entities were established for the purpose of owning m/v Nordic Odyssey, m/v Nordic Orion, m/v Nordic Oshima, m/v Nordic Olympic, m/v Nordic Odin and m/v Nordic Oasis, respectively. • Nordic Bulk Ventures Holding Company Ltd. (“BVH”) – a corporation that was duly organized under the laws of Bermuda. BVH was established in August 2013, together with a third-party, for the purpose of owning Bulk Nordic Five Ltd. (“Five”) and Bulk Nordic Six Ltd. (“Six”). Five and Six are corporations that were duly organized under the laws of Bermuda in November 2013 for the purpose of owning new ultramax newbuildings to be delivered in 2017. At December 31, 2015 and 2014 , the Company had a 50% ownership interest in BVH, the remainder of which is owned by a third-party. The operating results of BVH are 100% dependent on transactions with related parties and affiliates. Accordingly, the Company has consolidated BVH for the years ended December 31, 2015 and 2014 . |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES This summary of significant accounting policies of the Company and its subsidiaries is presented to assist in understanding the Company’s consolidated financial statements. These accounting policies conform to accounting principles generally accepted in the United States, and have been applied in the preparation of the consolidated financial statements. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include the establishment of the allowance for doubtful accounts and the estimate of salvage value used in determining vessel depreciation expense. Consolidation The purpose of consolidated financial statements is to present the financial position and results of operations of a company and its subsidiaries as if the group were a single company. The first step in the Company’s consolidation policy is to determine whether an entity is to be evaluated for potential consolidation based on its outstanding voting interests or its variable interests. Accordingly, the Company first determines whether the entity is a Variable Interest Entity (“VIE”) pursuant to the provisions of ASC 810-10. If the entity is a VIE, consolidation is based on the entity’s variable interests and not its outstanding voting shares. If the entity is not determined to be a VIE, the Company evaluates the entity based on its outstanding voting interests. Amounts pertaining to the non-controlling ownership interest held by third parties in the financial position and operating results of the Company’s subsidiaries and/or consolidated VIEs are reported as non-controlling interest in the accompanying consolidated balance sheets. As previously indicated, certain of the entities within the Company’s consolidated financial statements are heavily dependent on financing and operating activities with and among affiliates and/or related parties. Accordingly, as part of the Company’s consolidation process, intercompany transactions are eliminated in the consolidated financial statements. Business Combinations On April 30, 2014 the Company entered into the Merger Agreement. The Mergers were accounted for as a capital transaction in accordance with ASC 805-40-45-1, as described in Note 2. Revenue Recognition Voyage revenues represent revenues earned by the Company, principally from voyage charters. A voyage charter involves the carriage of a specific amount and type of cargo on a load port to discharge port basis, subject to various cargo handling terms. Under a voyage charter, the revenues are earned and recognized ratably over the duration of the voyage. Estimated losses under a voyage charter are provided for in full at the time such losses become probable. Demurrage, which is included in voyage revenues, represents payments by the charterer to the vessel owner when loading and discharging time exceed the stipulated time in the voyage charter. Demurrage is measured in accordance with the provisions of the respective charter agreements and the circumstances under which demurrage revenues arise, and is also earned and recognized ratably over the duration of the voyage to which it pertains. Voyage revenue recognized is presented net of address commissions. Charter revenues relate to a time charter arrangement under which the Company is paid charter hire on a per day basis for a specified period of time. Revenues from time charters are earned and recognized on a straight-line basis over the term of the charter, as the vessel operates under the charter. Revenue is not earned when vessels are offhire. Deferred Revenue Billings for services for which revenue is not recognized in the current period are recorded as deferred revenue. Deferred revenue recognized in the accompanying consolidated balance sheets is expected to be realized within 12 months of the balance sheet date. Voyage Expenses The Company incurs expenses for voyage charters that include bunkers (fuel), port charges, canal tolls, broker commissions and cargo handling operations, which are expensed as incurred. Charter Expenses The Company charters in vessels to supplement its owned fleet to support its voyage charter operations. The Company hires vessels under time charters with third party vessel owners, and recognizes the charter hire payments as an expense on a straight-line basis over the term of the charter. Charter hire payments are typically made in advance, and the unrecognized portion is reflected as advance hire in the accompanying consolidated balance sheets. Under the time charters, the vessel owner is responsible for the vessel operating costs such as crews, maintenance and repairs, insurance, and stores. Vessel Operating Expenses Vessel operating expenses (“VOE”) represent the cost to operate the Company’s owned vessels. VOE include crew wages and related costs, the cost of insurance, expenses relating to repairs and maintenance, the cost of spares and consumables, other miscellaneous expenses, and technical management fees. Technical management services include day-to-day vessel operations, performing general vessel maintenance, ensuring regulatory and classification society compliance, arranging the hire of crew and purchasing stores, supplies and spare parts. These expenses are recognized as incurred. Concentrations of Credit Risk The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash equivalents, trade receivables and derivative instruments. The Company maintains its cash accounts with various high-quality financial institutions in the United States, Germany, and Bermuda. The Company performs periodic evaluations of the relative credit standing of these financial institutions. The Company does not believe that significant concentration of credit risk exists with respect to these cash equivalents. Trade accounts receivable are recorded at the invoiced amount, and do not bear interest. The Company performs ongoing credit evaluations of its customers’ financial condition, but does not require collateral. Historically, credit risk with respect to trade accounts receivable has been considered minimal due to the long-standing relationships with significant customers, and their relative financial stability. However, current economic conditions could impact the collectibility of certain customers' trade receivables, which could have a material effect on the Company's results of operations. Derivative instruments are recorded at fair value. During the year ended December 31, 2014, the Company had losses relating to the bankruptcy of its counterparty to certain fuel swap contracts of approximately $2,146,000 , which is included in other (expense) income in the consolidated statements of operations. The Company does not have any off-balance sheet credit exposure related to its customers. At December 31, 2015 , two customers accounted for 59% of the Company’s trade accounts receivable. At December 31, 2014 , there were three customers that accounted for 35% of the Company’s trade accounts receivable. At December 31, 2015 , customers in each of the following countries accounted for at least 10% of accounts receivable; Canada ( 41% ) and the United States ( 35% ). At December 31, 2014 , customers in each of the following countries accounted for at least 10% of the Company’s accounts receivable; Canada ( 33% ), the United States ( 27% ), and Brazil ( 11% ). For the year ended December 31, 2015 , revenue from customers in each of the following countries accounted for at least 10% of total revenue; the United States ( 29% ), Canada ( 15% ) and Switzerland ( 13% ). For the year ended December 31, 2014 , revenue from customers in each of the following countries accounted for at least 10% of total revenue; the United States ( 21% ), Switzerland ( 18% ) and Canada ( 11% ). For the year ended December 31, 2015 one customer accounted for 13% of total revenue. On February 8, 2016, this customer filed for Chapter 11 bankruptcy protection. The Company continues to provide logistics services to the customer post-petition and has been compensated for services provided post-petition. The majority of pre-petition accounts receivable has been reserved for in accordance with the Company's allowance for doubtful accounts policy. The Company will continue to closely monitor the developments in the bankruptcy proceedings; however, we do not expect any disruption to services we provide under the contract as of the time of this filing. For the year ended December 31, 2014 , no single customer accounted for 10% or more of total revenue. Cash and Cash Equivalents Cash and cash equivalents include short-term deposits with an original maturity of less than three months. Cash and cash equivalents by type were as follows: December 31, 2015 2014 Money market accounts – cash equivalents $ 28,491,872 $ 24,238,756 Cash (1) 9,028,368 5,578,751 Total $ 37,520,240 $ 29,817,507 (1) Consists of cash deposits at various major banks. Restricted Cash Restricted cash at December 31, 2015 and 2014 consists of $0.5 million held by a facility agent as required by a letter of credit on behalf of PBC as security for a performance guarantee on a contract and $0.5 million held by a facility agent as required by the Bulk Atlantic Secured Note (See Note 12). At December 31, 2015, an additional $1.0 million is being held by a facility agent as required by the letter of credit issued as security for the appeal of a lawsuit brought by a shareholder. Allowance for Doubtful Accounts The Company provides a specific reserve for significant outstanding accounts that are considered potentially uncollectible in whole or in part. In addition, the Company’s policy based on experience is to establish a reserve equal to approximately 25% of accounts receivable balances that are 30-180 days past due and approximately 50% of accounts receivable balances that are 180 or more days past due, and which are not otherwise reserved. The reserve estimates are adjusted as additional information becomes available, or as payments are made. At December 31, 2015 and 2014 , the Company has provided an allowance for doubtful accounts of $5,067,194 and $4,029,669 respectively, for amounts that are not expected to be fully collected. The provision for doubtful accounts was approximately $975,000 in 2015 and $2,765,000 in 2014 . The Company wrote off approximately $157,000 and $398,000 during 2015 and 2014 , respectively, which amounts were previously included in the allowance, because these amounts were determined to be uncollectible. Bunker Inventory Inventory is primarily comprised of fuel oil purchased and stored onboard a vessel. Inventory is measured at the lower of cost under the first-in, first-out method or net realizable value. Advanced Hire, Prepaid Expenses and Other Current Assets Advance hire represents payment to ship owners under time-charters for days subsequent to the balance sheet date. Hire is typically paid in advance for the following fifteen days, but intervals vary by time-charter party. Prepaid expenses include advance funding to the technical manager for vessel operating expenses, lubricating oils and stores kept on board owned vessels, and for voyage expenses paid in advance. Other assets include deposits held by counterparties to various derivative instruments and the fair value of derivative instruments when it exceeds the settlement price of the instrument. At December 31, advance hire, prepaid expenses and other current assets were comprised of the following: 2015 2014 Advance hire $ 1,138,300 $ 4,345,959 Prepaid expenses 537,192 427,889 Other current assets 1,003,800 1,794,386 Total $ 2,679,292 $ 6,568,234 Vessels and Depreciation Vessels are stated at cost, which includes contract price and acquisition costs. Significant betterments to vessels are capitalized; maintenance and repairs that do not improve or extend the lives of the vessels are expensed as incurred. Depreciation is provided using the straight-line method over the remaining estimated useful lives of the vessels (excluding the time a vessel in is dry dock), based on cost less salvage value. Each vessel’s salvage value is equal to the product of its lightweight tonnage and an estimated scrap rate of $375 per ton, which was determined by reference to quoted rates and is reviewed annually. The Company estimates the useful life of its vessels to be 25 years to 30 years from the date of initial delivery from the shipyard. The remaining estimated useful lives of the current fleet are 4 - 25 years. The Company does not incur depreciation expense when vessels are taken out of service for dry docking. Vessels held for sale are carried at estimated fair value less cost to sell. No additional depreciation expense is recorded for vessels categorized as held for sale. The Company sold the m/v Bulk Cajun in February 2015. Accordingly, the vessel was written down to its fair value less cost to sell and classified as held for sale at December 31, 2014. The difference between the carrying amount of the m/v Bulk Cajun and the fair value less cost to sell of approximately $1,531,000 was included as a loss on impairment of vessels in the consolidated statements of operations. Dry Docking Expenses and Amortization Significant upgrades made to the vessels during dry docking are capitalized when incurred and amortized on a straight-line basis over the five year period until the next dry docking. Costs capitalized as part of the dry docking include direct costs incurred to meet regulatory requirements that add economic life to the vessel, that increase the vessel’s earnings capacity or which improve the vessel’s efficiency. Direct costs include the shipyard costs, parts, inspection fees, steel, blasting and painting. Expenditures for normal maintenance and repairs, whether incurred as part of the dry docking or not, are expensed as incurred. Unamortized dry-docking costs of vessels that are sold are written off and included in the calculation of the resulting gain or loss on sale. Long-lived Assets Impairment Considerations The carrying values of the Company’s vessels may not represent their fair market value or the amount that could be obtained by selling the vessel at any point in time, since the market prices of second-hand vessels tend to fluctuate with changes in charter rates and the cost of new vessels. Historically, both charter rates and vessel values tend to be cyclical. The carrying amounts of vessels held and used by the Company are reviewed for potential impairment when events or changes in circumstances indicate that the carrying amount of a particular vessel may not be fully recoverable. In such instances, an impairment charge would be recognized if the estimate of the undiscounted future cash flows expected to result from the use of the vessel and its eventual disposition is less than the vessel’s carrying amount. This assessment is made at the asset group level which represents the lowest level for which identifiable cash flows are largely independent of other groups of assets. The asset groups established by the Company are defined by vessel size, age and classification. At December 31, 2015 and 2014 , the Company identified a potential impairment indicator based on the estimated market value of its vessels. As a result, the Company evaluated each asset group for impairment by estimating the total undiscounted cash flows expected to result from the use of the asset group and its eventual disposal. The significant factors and assumptions used in the undiscounted projected net operating cash flow analysis include: the Company’s estimate of future time charter equivalent (“TCE”) rates based on current rates under existing charters and contracts. The Company applies a multiple to account for expected growth or decline in TCE rates due to market conditions for periods beyond those for which rates are available. Projected net operating cash flows are net of brokerage and address commissions and exclude revenue on scheduled off-hire days. The Company uses current vessel operating expense amounts, estimated costs of drydocking and historical general and administrative expenses as the basis for its expected outflows, and applies an inflation factor it considers appropriate. The net of these inflows and outflows, plus an estimated salvage value, constitutes the projected undiscounted future cash flows. At December 31, 2015, the carrying amounts of the m/v Nordic Barents and m/v Nordic Bothnia were determined to be higher than their estimated undiscounted future cash flows because estimated TCE rates anticipated in the analysis have declined. The decrease in TCE rates is due to the fact that these vessels are older and are not preferable in a weakening market where there is an oversupply of newer tonnage. As a result, a loss on impairment of these vessels totaling approximately $3.5 million , which is equal to the excess of the carrying amount of the assets over their fair value, is included in the consolidated statements of operations. At December 31, 2014, the carrying amount of the m/v Bulk Discovery was determined to be higher than its estimated undiscounted future cash flows because of the higher than expected estimate of upcoming drydocking costs. At December 31, 2014, the carrying amount of the m/v Nordic Barents and m/v Nordic Bothnia were determined to be higher than their estimated undiscounted future cash flows because the TCE rates anticipated in the Company’s annual budget for 2015, which were used to calculate such cash flows, were lower than the rates forecasted as of the third quarter due to deteriorated market conditions in the fourth quarter. Accordingly, a loss on impairment of approximately $10.0 million , which is equal to the excess of the carrying amount of the vessels over their fair value, is recorded in the consolidated statements of operations. In addition, the Company sold the m/v Bulk Cajun in February 2015. A loss on impairment of approximately $1.5 million is included in the consolidated statements of operations for the year ended December 31, 2014 because the vessel was sold for its scrap value, which was less than its carrying amount. Debt Issuance Costs, Bank Fees and Amortization Qualifying expenses associated with commercial financing and fees paid to financial institutions to obtain financing are carried as a reduction of the outstanding debt and amortized over the term of the arrangement using the effective interest method. The unamortized portion is included as a reduction of secured long-term debt on the consolidated balance sheets. In connection with the Company’s new and amended secured term loans executed in 2015, the Company incurred financing costs of approximately $378,000 . In connection with the Company’s two secured term loans obtained in 2014, the Company incurred financing costs of approximately $259,000 . Amortization of the debt issuance costs is included as a component of interest expense in the consolidated statements of income. Unamortized debt issuance costs of approximately $26,000 were written off in conjunction with the the repayment of the loan by Bulk Discovery in 2015. In 2014, unamortized debt issuance costs of Bulk Providence and Bulk Liberty totaling approximately $274,000 were written off in conjunction with the repayment of outstanding debt. Unamortized debt issuance costs of Bulk Cajun totaling approximately $36,000 were reclassified to other current assets in conjunction with the pending sale of this vessel and then written off when the loan was repaid in 2015. In connection with the new and amended secured term loans obtained in 2015, the Company paid bank fees of $800,000 . In connection with the Company’s secured term loans obtained in 2014, the Company paid bank fees of $225,000 . Amortization of bank fees is included as a component of interest expense in the consolidated statements of operations. Unamortized bank fees of Bulk Discovery totaling approximately $11,000 were written off in conjunction with the repayment of the loan in 2015. Unamortized bank fees of Bulk Providence and Bulk Liberty totaling approximately $198,000 were written off in conjunction with the repayment of outstanding debt in 2014. Unamortized bank fees of Bulk Cajun totaling $6,000 were reclassified to current portion of long-term debt in 2014 and written off in conjunction with the repayment of the loan in 2015. The components of net debt issuance costs and bank fees, which are included in secured long-term debt on the consolidated balance sheets are as follows: December 31, 2015 2014 Debt issuance costs and bank fees paid to financial institutions $ 5,275,238 $ 4,397,950 Less: accumulated amortization (3,129,972 ) (2,642,420 ) Unamortized debt issuance costs and bank fees $ 2,145,266 $ 1,755,530 Amortization included in interest expense $ 745,522 $ 954,604 Accounts Payable and Accrued Expenses The components of accounts payable and accrued expenses are as follows: December 31, 2015 2014 Accounts payable $ 14,064,870 $ 33,538,153 Accrued expenses 5,232,864 4,651,503 Accrued interest 455,818 540,862 Other accrued liabilities 2,402,650 1,471,276 Total $ 22,156,202 $ 40,201,794 Taxation The Company is not subject to corporate income taxes on its profits in Bermuda because Bermuda does not impose an income tax. NBC, an affiliated company consolidated pursuant to ASC 810-10, is subject to a Danish tonnage tax. NBC is not taxed on the basis of their actual income derived from their business but on an alternative income determination based on the net tons carrying capability of their fleet. As the tax is not determined based on taxable income, NBC’s tax expense of approximately $373,000 and $364,000 and is included within voyage expenses in the accompanying consolidated statements of operations as of December 31, 2015 and 2014 , respectively. Shipping income derived from sources outside the United States is not subject to any United States federal income tax. For periods prior to the Mergers, the Company was exempt from taxation on its U.S. source shipping income under Section 883 of the United States Internal Revenue Code of 1986, (the “Code”) or the related Treasury regulations because it was a Controlled Foreign Corporation, as defined in the Code. The Company is exempt from U.S. federal income taxation on its U.S. source shipping income if the Company’s Common Stock meets either the “Controlled Foreign Corporation Test” or the “Publicly-Traded Test” under Section 883 of the Code. To the extent the Company is unable to qualify for exemption from tax under Section 883, and the U.S. source shipping income is considered to be effectively connected with the conduct of a U.S. trade or business, as defined in the Code, the Company will be subject to U.S. federal income taxation of 4% of its U.S. source shipping income on a gross basis without the benefit of deductions. If certain other conditions are present, as defined in the Code, U.S. source shipping income, net of applicable deductions, may be subject to a U.S. federal corporate income tax of up to 35% and a 30% branch profits tax. The Company believes that none of its U.S. source shipping income will be effectively connected with the conduct of a U.S. trade or business. Since earnings from shipping operations of the Company are not subject to U.S. or foreign income taxation, the Company has not recorded income tax expense, deferred tax assets or liabilities for the years ending December 31, 2015 and 2014 . Under ASC 740-10, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by taxing authorities, based on the technical merits of the position. The Company has determined that it has no uncertain tax positions as of December 31, 2015 and 2014 . Additionally, the Company accrues interest and penalties, if any, related to unrecognized tax benefits as a component of income tax expense. Where required, the Company complies with income tax filings in its various jurisdictions of operations. With few exceptions, as of December 31, 2015 and 2014 , the Company is not subject to U.S. federal or foreign examinations by tax authorities for years before 2010. Restricted Common Share Awards Compensation cost of restricted share awards is measured using the grant date fair value of the Company's common shares, as quoted on the Nasdaq Capital Market, multiplied by the total number of shares granted. Compensation cost is amortized according to the vesting period indicated in the grant agreement. Total compensation cost recognized during the years ended December 31, 2015 and 2014 is $457,068 and $1,816 , respectively, which is included in general and administrative expenses in the consolidated statements of operations. Dividends Dividends on common stock are recorded when declared by the Board of Directors. Refer to Note 13 for a discussion regarding common stock dividends. Earnings (Loss) per Common Share In 2015, basic earnings per share ("EPS") is computed by dividing income available to common stockholders by the weighted-average number of common shares outstanding during the period. In 2014, loss per common share was calculated using the two-class method, which is an earnings allocation formula that determines net income (loss) per common share for the holders of the Company’s common shares and participating securities. The Company did not allocate the undistributed earnings for the pre-and post-transaction periods. There were no participating securities in 2015. EPS is computed using the weighted-average number of common shares outstanding during the period. In 2014, the weighted average number of common shares was calculated by adding the weighted average number of common shares of Bulk Partners from the beginning of the year to the date of the Mergers multiplied by the exchange ratio established in the Merger Agreement, to the actual number of common shares of the Company outstanding from the acquisition date to the end of the period. In 2015, diluted EPS is computed using the treasury stock method. Under this method, the amount of unrecognized compensation cost related to future services by employees who were awarded restricted shares is assumed to be used to repurchase common stock at the average market price during the period. The incremental shares (nonvested less repurchased) are considered to be outstanding for diluted EPS. In 2014, diluted EPS was computed using the more dilutive of (a) the two-class method, or (b) the if-converted method. The Company allocated net income first to convertible redeemable preferred stockholders based on dividend rights and then to common and convertible redeemable preferred stockholders based on ownership interests. The weighted-average number of common shares included in the computation of diluted net income gave effect to all potentially dilutive common equivalent shares, including the potential issuance of stock upon the conversion of the Company’s convertible redeemable preferred stock. Common equivalent shares are excluded from the computation of diluted net income per share if their effect is antidilutive. Foreign Exchange The Company conducts all of its business in U.S. dollars; accordingly, there are no foreign exchange transaction gains or losses reflected in the consolidated statements of income. Derivatives and Hedging Activities The Company accounts for derivatives in accordance with the provisions of ASC 815, Derivatives and Hedging. The Company uses interest rate swaps to reduce market risks associated with its operations, principally changes in variable interest rates on its bank debt. Additionally, the Company uses forward freight agreements to protect against changes in charter rates and bunker (fuel) swaps to protect against changes in fuel prices. Derivative instruments are measured at fair value and are recorded as assets or liabilities. The Company is exposed to credit loss in the event of nonperformance by the counterparty to the interest rate swaps, forward freight agreements and bunker hedges. During the year ended December 31, 2014, the Company had losses relating to the bankruptcy of its counterparty to certain fuel swap contracts of approximately $2,146,000 , which is included in other (expense) income in the consolidated statements of operations. See Note 9 for a description of the types of derivative instruments the Company utilizes. Segment Reporting Operating segments are components of a business that are evaluated regularly by the chief operating decision maker (CODM) for the purpose of assessing performance and allocating resources. Based on the information that the CODM uses, including consideration of whether discrete financial information is available for the business activities, the Company has identified multiple operating segments which have been aggregated based on considerations such as the nature of its services, customers and operations. The Company has determined that it operates under one reportable segment. Fair Value of Financial Instruments The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and short-term debt approximate fair value due to the short-term maturities of these instruments. The carrying amount of a portion of the Company’s long-term debt approximates fair value due to the variable interest rates associated with the related credit facilities. At December 31, 2015 the Company has six fixed rate debt facilities.At December 31, 2014 , the Company had eight fixed rate debt facilities. The aggregate carrying amounts and fair values of the long-term debt associated with the fixed rate borrowing arrangements are as follows: December 31, 2015 2014 Carrying amount of long-term debt $ 28,320,101 $ 42,044,477 Fair value of long-term debt $ 28,560,879 $ 45,960,663 Fair values of these debt obligations were estimated based on quoted market prices for the same or similar issues of debt with the same remaining maturities, which is considered Level 2 in the fair value hierarchy established by ASC 820. Reclassifications Certain prior year amounts in the consolidated financial statements have been reclassified to conform to the current year’s presentation. These reclassifications had no effect on the Company’s previously reported consolidated operations or shareholders’ equity. Recent Accounting Pronouncements In April 2015, the FASB issued an update Accounting Standards Update for Presentation of Debt Issuance Costs. The amendments are intended to simplify the presentation of debt issuance costs. These amendments require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this ASU. The new standard is effective for interim and annual reporting periods in fiscal years that begin after December 15, 2015 and earlier adoption is permitted. The Company adopted this guidance for the year ended December 31, 2015, and retroactively applied this guidance for the year ended December 31, 2014. Such application did not have a material impact on its consolidated financial statements. In May 2014, the FASB issued an update Accounting Standards Update for Revenue from Contracts with Customers. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new standard is effective for interim and annual reporting periods in fiscal years that begin after December 15, 2018. The Company is evaluating the impact of the adoption of this guidance to determine whether or not it has a material impact on its consolidated financial statements. In August 2014, the FASB issued an Accounting Standards Update for Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. Under this new guidance, if conditions or events raise su |
LOSS PER SHARE
LOSS PER SHARE | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share [Text Block] | EARNINGS (LOSS) PER SHARE The computation of basic earnings per common share and diluted earnings per common share was as follows: December 31, 2015 December 31, 2014 Numerator: Net income (loss) attributable to Pangaea Logistics Solutions Ltd. $ 11,276,193 $ (12,128,449 ) Less: dividends declared on convertible redeemable preferred stock (i) — (6,303,747 ) Less: beneficial conversion — (11,776,661 ) Total income (loss) allocated to common stock $ 11,276,193 $ (30,208,857 ) Denominator: Weighted-average number of shares of common stock outstanding - basic 34,784,733 18,726,308 Weighted-average number of shares of common stock outstanding - diluted 34,957,542 18,726,308 Basic EPS - common stock $ 0.32 $ (1.61 ) Diluted EPS - common stock $ 0.32 $ (1.61 ) (i) All convertible redeemable preferred stock was converted to common stock in conjunction with the Mergers. |
VARIABLE INTEREST ENTITIES
VARIABLE INTEREST ENTITIES | 12 Months Ended |
Dec. 31, 2015 | |
Variable Interest Entity, Measure of Activity [Abstract] | |
Variable Interest Entity Disclosure [Text Block] | VARIABLE INTEREST ENTITIES The Company has evaluated all of its wholly and partially-owned entities, as well as entities with common ownership or other relationships, pursuant to ASC 810. A summary of the Company’s consolidation policy is provided in Note 4. The Company has concluded that Bulk Pangaea, Bulk Discovery, Bulk Cajun, Bulk Patriot, Bulk Juliana, Bulk Atlantic, Bulk Trident, Bulk Phoenix, Bulk Barents, Bulk Bothnia, NBH, Long Wharf, NBHC and NBVH should be consolidated as VIEs at December 31, 2015 and 2014 . Bulk Pangaea, Bulk Discovery, Bulk Patriot, Bulk Juliana, Bulk Liberty, Bulk Atlantic, Bulk Trident, Bulk Phoenix, Bulk Barents and Bulk Bothnia are wholly-owned subsidiaries that were established for the purpose of acquiring bulk carriers. The Bulk Cajun is a majority owned subsidiary established for the purpose of acquiring bulk carriers. The Company has concluded that Bulk Pangaea, Bulk Cajun, Bulk Discovery, Bulk Patriot, Bulk Juliana, Bulk Atlantic, Bulk Trident, Bulk Phoenix, Bulk Barents and Bulk Bothnia are VIEs due to the existence of guarantees and cross-collateralization on their outstanding debt, which is indicative of an inability to finance the entities’ activities without additional subordinated financial support. Accordingly, the Company has consolidated these subsidiaries for the years ended December 31, 2015 and 2014 . The consolidation of all of these entities increased total assets by approximately $53.0 million and increased total liabilities by approximately $54.1 million at December 31, 2015 . Total shareholders’ equity decreased by approximately $1.1 million . The consolidation of all of these entities increased total assets by approximately $59.6 million and increased total liabilities by approximately $58.7 million at December 31, 2014 . Total shareholders’ equity increased by approximately $0.9 million . Bulk carriers owned by Bulk Cajun and Bulk Discovery were sold in 2015. The liquidation of Bulk Cajun resulted in a distribution to noncontrolling interest holders of approximately $0.5 million . NBH is a wholly-owned subsidiary of the Company following the conversion of debt to equity and acquisition of the remaining outstanding shares during 2015. On June 22, 2015, N.B.V. Nordic Bulk Ventures (Cyprus) Limited ("NBV"), a wholly-owned subsidiary of the Company, acquired 24.5% of NBH for $250,000 . Prior to the transaction, NBV owned 51% of NBH. This transaction follows the conversion of $4.0 million of intercompany debt held by NBV to additional share capital of NBC. On October 13, 2015, NBV acquired the remaining 24.5% of NBH in exchange for 400,000 shares of the Company. Prior to these transactions, NBC was a wholly-owned subsidiary of NBH. Following these transactions, the Company owns 100% of NBH and NBC. The Company had a 51% interest in NBH in 2014. The Company determined that NBH is a VIE due to the fact that NBH’s total equity investment at risk is not sufficient to permit it to finance its activities without additional subordinated financial support. Furthermore, the Company determined that it is NBH’s primary beneficiary, as it has a controlling financial interest in NBH, and has the power to direct the activities of the entity. Accordingly, the Company has consolidated NBH for the years ended December 31, 2015 and 2014 . The consolidation of NBH increased total assets by approximately $6.1 million and $11.1 million and increased total liabilities by approximately $7.6 million and $14.8 million at December 31, 2015 and 2014 , respectively. Total shareholders’ equity decreased by approximately $1.5 million and $1.8 million at December 31, 2015 and 2014 , respectively. Amounts pertaining to the non-controlling ownership interest held by third parties in the financial position and operating results of NBH are reported as non-controlling interest in the accompanying consolidated balance sheets. Long Wharf was established in 2009 for the purpose of buying a new office building. Ownership of Long Wharf was transferred to the Company on October 1, 2014. The Company determined that Long Wharf is a VIE as Long Wharf’s total equity investment at risk is not sufficient to permit it to finance its activities without additional subordinated financial support. The Company determined that the entities/individuals that had a variable interest in Long Wharf prior to the transfer were also related parties, and that none of those entities individually met the criteria to be the primary beneficiary, as none had the obligation to absorb the entity’s losses; therefore, since the Company represented the party within the related party group that was most closely associated with the VIE, the Company concluded it was the primary beneficiary. Accordingly, the Company has consolidated Long Wharf for the years ended December 31, 2015 and 2014 . The consolidation of Long Wharf increased total assets by approximately $0.8 million and $0.9 million and increased total liabilities by approximately $1.2 million and $1.2 million at December 31, 2015 and 2014 , respectively. Total shareholders’ equity decreased by approximately $0.3 million and $0.3 million at December 31, 2015 and 2014 , respectively. NBHC was established in March 2012, for the purpose of acquiring the m/v Nordic Odyssey, the m/v Nordic Orion and to invest in additional vessels, all through wholly-owned subsidiaries. Each of the ship owning companies owned by NBHC entered into a Head Charterparty Agreement to charter the owned vessel to ST Shipping and Transport Ltd. (“STST”), which in turn, entered into a Sub-Charterparty Agreement with NBC under a five year, fixed price, time charter arrangement. The Company determined that NBHC is a VIE and that it is the primary beneficiary of NBHC, as it has the power to direct its activities as a result of these time charter arrangements. Accordingly, the Company has consolidated NBHC for the years ended December 31, 2015 and 2014 . The consolidation of NBHC increased total assets by approximately $171.0 million and $102.8 million and increased total liabilities by approximately $112.0 million and $97.6 million at December 31, 2015 and 2014 , respectively. Total shareholders’ equity increased by approximately $1.9 million and $1.2 million at December 31, 2015 and 2014 . Amounts pertaining to the non-controlling ownership interest held by third parties in the financial position and operating results of NBHC are reported as non-controlling interest in the accompanying consolidated balance sheets. All related party long-term debt of NBHC was converted to equity during 2015, as discussed in NOTE 10. The non-controlling ownership interest attributable to NBHC amounts to approximately $57.1 million and $3.9 million at December 31, 2015 and 2014 . BVH was established in August 2013, together with a third-party, for the purpose of owning Five and Six. Five and Six were established for the purpose of owning new ultramax newbuildings to be delivered in 2017. The Company determined that BVH is a VIE and is the primary beneficiary of BVH, as it has the power to direct its activities. Accordingly, the Company has consolidated BVH and its wholly-owned subsidiaries for the years ended December 31, 2015 and 2014 . The consolidation of BVH increased total assets by approximately $4.4 million and $4.4 million and increased total liabilities by approximately $4.5 million and $4.4 million at December 31, 2015 and 2014 , respectively. Total shareholders’ equity decreased by approximately $33,000 and $23,000 at December 31, 2015 and 2014 , respectively. Amounts pertaining to the non-controlling ownership interest held by third parties in the financial position and operating results of BVH are reported as non-controlling interest in the accompanying consolidated balance sheets. The non-controlling ownership interest attributable to BVH amounts to accumulated deficits of approximately $28,000 and $18,000 at December 31, 2015 and 2014 , respectively. |
FIXED ASSETS
FIXED ASSETS | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment Disclosure [Text Block] | FIXED ASSETS At December 31, fixed assets consisted of the following: 2015 2014 Vessels and vessel upgrades $ 279,042,265 $ 221,409,122 Capitalized dry docking 7,238,119 5,963,331 286,280,384 227,372,453 Accumulated depreciation and amortization (33,963,405 ) (22,682,586 ) Vessels, vessel upgrades and capitalized dry docking, net 252,316,979 204,689,867 Land and building 2,541,085 2,541,085 Internal use software 268,313 268,313 Computers and equipment 934,178 846,910 3,743,576 3,656,308 Accumulated depreciation (914,748 ) (678,562 ) Other fixed assets, net 2,828,828 2,977,746 Total fixed assets, net $ 255,145,807 $ 207,667,613 The net carrying value of the Company’s fleet consists of the following: December 31, Vessel 2015 2014 m/v BULK PANGAEA $ 19,555,658 $ 21,176,498 m/v BULK DISCOVERY (1) — 3,741,375 m/v BULK PATRIOT 13,732,984 14,988,585 m/v BULK JULIANA 13,096,232 14,023,118 m/v NORDIC ODYSSEY 28,537,024 29,125,309 m/v NORDIC ORION 29,242,572 29,627,397 m/v BULK TRIDENT 15,696,689 16,430,154 m/v BULK BEOTHUK 12,653,475 13,228,238 m/v BULK NEWPORT 14,109,300 14,733,879 m/v NORDIC BOTHNIA 3,700,000 7,000,000 m/v NORDIC BARENTS 3,700,000 7,000,000 m/v NORDIC OSHIMA 32,540,468 33,615,314 m/v NORDIC OLYMPIC (2) 32,780,722 — m/v NORDIC ODIN (2) 32,971,855 — $ 252,316,979 $ 204,689,867 (1) The Company sold the m/v Bulk Discovery on August 17, 2015. (2) The m/v Nordic Olympic was delivered to the Company on February 6, 2015 and the m/v Nordic Odin was delivered to the Company on February 13, 2015. NBHC took delivery of two newbuildings (m/v Nordic Olympic and m/v Nordic Odin) for which it paid approximately $33,800,000 each (including deposits made during construction). At December 31, 2015, NBHC had deposits on the remaining 1A ice class panamax newbuilding of approximately $33,800,000 . This vessel was delivered to the Company in January 2016. At December 31, 2014, BVH had deposits of approximately $8,800,000 toward the construction of two ultramax vessels to be delivered in 2017. These deposits are included as deposits on newbuildings in-process on the consolidated balance sheets. The Company completed dry-docking on two vessels in 2015 and four vessels in 2014. The 5 years amortization period of the capitalized dry docking costs is within the remaining useful life of these vessels. |
MARGIN ACCOUNTS
MARGIN ACCOUNTS | 12 Months Ended |
Dec. 31, 2015 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Margin Deposit Disclosure [Text Block] | MARGIN ACCOUNTS During December 31, 2015 and 2014 , the Company was party to forward freight agreements and fuel swap contracts in order to mitigate the risk associated with volatile freight rates and fuel prices. Under the terms of these contracts, the Company is required to deposit funds in margin accounts if the market value of the hedged item declines. See Note 9 for a complete discussion of these and other derivatives. The Company had approximately $433,000 on deposit in one margin account at December 31, 2015 due to the decline in market value of its fuel swaps. The Company had $440,000 on deposit in one margin account at December 31, 2014 , also due to the decline in the market value of its fuel swaps. The funds are required to remain in margin accounts as collateral until the market value of the items being hedged return to preset limits. The margin accounts are included in advance hire, prepaid expenses and other current assets in the consolidated balance sheets at December 31, 2015 and 2014 . |
DERIVATIVES AND FAIR VALUE MEAS
DERIVATIVES AND FAIR VALUE MEASUREMENT | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Fair Value [Text Block] | DERIVATIVES AND FAIR VALUE MEASURES Interest Rate Swaps From time to time, the Company enters into interest rate swap agreements to mitigate the risk of interest rate fluctuations on its variable rate debt. At December 31, 2015 and 2014 , the Company was party to one interest rate swap, which was entered into in February 2011, as required by the 109 Long Wharf Construction Loan agreement. Under the terms of the swap agreement, the interest rate on this note is fixed at 6.63% . The Company did not elect to designate the swap as a hedge at inception, pursuant to ASC 815, Derivatives and Hedging. Accordingly, changes in the fair value are recorded in current earnings in the accompanying consolidated statements of operations. Derivative instruments are as follows: December 31, 2015 2014 Interest rate swap agreement on: Long Wharf Construction to Term Loan: Notional amount $ 976,500 $ 996,600 Effective dates 2/1/11-1/24/21 2/1/11-1/24/21 Fair value at year-end (103,783 ) (112,299 ) The fair value of the interest rate swap agreement at December 31, 2015 and 2014 are liabilities of $103,783 and $112,299 , which are included in other non-current liabilities on the consolidated balance sheets based on the instrument’s maturity date. The aggregate change in the fair value of the interest rate swap agreement for the years ended December 31, 2015 and 2014 was a gain of approximately $8,500 and a loss of approximately $17,000 , respectively, which are reflected in unrealized loss on derivative instruments in the accompanying consolidated statements of income. Fuel Swap Contracts The Company continuously monitors the market volatility associated with bunker prices and seeks to reduce the risk of such volatility through a bunker hedging program. In 2015 and 2014 , the Company entered into various fuel swap contracts that were not designated for hedge accounting. The aggregate fair value of these fuel swaps at December 31, 2015 and 2014 are liabilities of approximately $1,777,000 and $1,391,000 , respectively, which are included in other current liabilities on the consolidated balance sheets. The change in the aggregate fair value of the fuel swaps during the years ended December 31, 2015 and 2014 resulted in losses of approximately $386,000 and $1,182,000 , respectively, which are included in unrealized (loss) gain on derivative instruments in the accompanying consolidated statements of income. Fair Value Hierarchy The three levels of the fair value hierarchy established by ASC 820, in order of priority, are as follows: Level 1 – quoted prices in active markets for identical assets or liabilities Level 2 – observable inputs other than quoted prices in active markets for identical assets and liabilities Level 3 – unobservable inputs in which there is little or no market data available, which require the reporting entity to develop its own assumptions Balance at December 31, 2015 Level 1 Level 2 Level 3 Margin accounts $ 433,000 $ 433,000 $ — $ — Interest rate swaps $ (103,783 ) — $ (103,783 ) — Fuel swap contracts $ (1,776,975 ) — $ (1,776,975 ) — Balance at December 31, 2014 Level 1 Level 2 Level 3 Margin accounts $ 439,578 $ 439,578 $ — $ — Interest rate swaps $ (112,299 ) — $ (112,299 ) — Fuel swap contracts $ (1,391,195 ) — $ (1,391,195 ) — The estimated fair values of the Company’s interest rate swap instruments and fuel swap contracts are based on market prices obtained from an independent third-party valuation specialist. Such quotes represent the estimated amounts the Company would receive to terminate the contracts. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | RELATED PARTY TRANSACTIONS Amounts and notes payable to related parties consist of the following: December 31, 2014 Activity December 31, 2015 Included in accounts payable and accrued expenses on the consolidated balance sheets: Affiliated companies (trade payables) $ 4,037,850 $ (2,782,865 ) $ 1,254,985 Included in current related party debt on the consolidated balance sheets: Loan payable – 2011 Founders Note $ 4,325,000 $ — $ 4,325,000 Interest payable in-kind – 2011 Founders Note (i) 334,605 219,314 553,919 Promissory Note 5,000,000 (1,000,000 ) 4,000,000 Loan payable – BVH shareholder (STST) (ii) 4,442,500 — 4,442,500 Loan payable to NBHC shareholder (STST) 22,500,000 (22,500,000 ) — Loan payable to NBHC shareholder (ASO2020) (iii) 22,499,972 (22,499,972 ) — Total current related party debt $ 59,102,077 $ (45,780,658 ) $ 13,321,419 i. Paid in cash ii. ST Shipping and Transport Pte. Ltd. ("STST") iii. ASO2020 Maritime S.A. ("ASO2020") In November 2014, the Company entered into a $5 million Promissory Note (the “Note”) with Bulk Invest Ltd., a company controlled by the Founders. The Note was amended in 2015 and is payable on demand. Interest on the Note is 5% . BVH entered into an agreement for the construction of two new ultramax newbuildings in 2013. STST has provided loans totaling of $4,442,500 used to make deposits on the contracts. The loans are payable on demand and do not bear interest. Loans provided by NBHC shareholders to purchase four 1A ice-class panamax newbuildings were converted to ordinary shares of NBHC on December 15, 2015. The conversion was made by discharging all of NBHC obligations pursuant to the shareholder loans, through the issuance of ordinary shares of NBHC at par value. The number of additional shares issued was equal to the outstanding principal of the shareholders' loans (the "Equity Conversion"). Following the Equity Conversion, the shareholders' loans were terminated. Following the Equity Conversion, the shareholders' loans were terminated and the equity ownership percentage of each partner remained unchanged. On October 1, 2011, the Company entered into a $10,000,000 loan agreement with the Founders, which was payable on demand at the request of the lenders (the 2011 Founders Note). The note bears interest at a rate of 5% . On January 1, 2012 the Company issued 5,675 shares of convertible redeemable preferred stock to the Founders, representing a partial repayment of the note (see Note 12). The outstanding balance of the note was $4,325,000 at December 31, 2015 and 2014 . Under the terms of a technical management agreement between the Company and Seamar Management S.A. (Seamar), an equity method investee, Seamar is responsible for the day-to-day operation of some of the Company’s owned vessels. During the years ended December 31, 2015 and 2014 , the Company incurred technical management fees of $2,262,000 and $2,356,500 under this arrangement, which is included in vessel operating expenses in the consolidated statements of income. The total amounts payable to Seamar at December 31, 2015 and 2014 , (including amounts due for vessel operating expenses), were $ 1,254,985 and $4,037,850 , respectively. |
LINE OF CREDIT
LINE OF CREDIT | 12 Months Ended |
Dec. 31, 2015 | |
Line of Credit Facility [Abstract] | |
Line Of Credit Facility Disclosure [Text Block] | LINE OF CREDIT During the year ended December 2012, the Company entered into a revolving line of credit with a maximum capacity of $3,000,000 . |
SECURED LONG-TERM DEBT
SECURED LONG-TERM DEBT | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Long-term Debt [Text Block] | SECURED LONG-TERM DEBT Long-term debt consists of the following: December 31, 2015 December 31, 2014 Bulk Pangaea Secured Note (1) $ 1,734,375 $ 3,121,875 Bulk Discovery Secured Note (2) — 3,780,000 Bulk Patriot Secured Note (1) 2,312,500 4,762,500 Bulk Cajun Secured Note (2) — 853,125 Bulk Trident Secured Note (1) 6,375,000 7,650,000 Bulk Juliana Secured Note (1) 3,718,229 5,070,312 Bulk Nordic Odin Ltd., Bulk Nordic Olympic Ltd. Bulk Nordic Odyssey Ltd., Bulk Nordic Orion Ltd. and Bulk Nordic Oshima Ltd. - Amended and Restated Loan Agreement 89,625,000 — Bulk Nordic Odyssey Ltd., Bulk Nordic Orion Ltd and Bulk Nordic Oshima Ltd. Loan Agreement — 51,125,000 Bulk Atlantic Secured Note (2) 6,530,000 7,890,000 Bulk Phoenix Secured Note (1) 7,649,997 8,916,665 Term Loan Facility of USD 13,000,000 (Nordic Bulk Barents Ltd. and Nordic Bulk Bothnia Ltd.) 10,717,370 12,021,730 Bulk Nordic Oasis Ltd. Loan Agreement 21,500,000 — Long Wharf Construction to Term Loan 978,210 998,148 Total 151,140,681 106,189,355 Less: current portion (19,499,262 ) (17,807,674 ) Less: unamortized bank fees (2,145,266 ) (1,755,530 ) Secured long-term debt $ 129,496,153 $ 86,626,151 (1) The Bulk Pangaea Secured Note, the Bulk Patriot Secured Note, the Bulk Trident Secured Note, the Bulk Juliana Secured Note, and the Bulk Phoenix Secured Note are cross-collateralized by the vessels m/v Bulk Pangaea, m/v Bulk Patriot, m/v Bulk Trident, m/v Bulk Juliana, and m/v Bulk Newport and are guaranteed by the Company. (2) The Bulk Atlantic Secured Note collateralized by the vessel m/v Bulk Beothuk and is guaranteed by the Company. The Bulk Discovery Secured Note and the Bulk Cajun Secured Note were repaid in conjunction with the sale of the m/v Bulk Discovery and the m/v Bulk Cajun during 2015. The Senior Secured Post-Delivery Term Loan Facility On April 15, 2013, the Company, through its wholly-owned subsidiaries, Bulk Pangaea, Bulk Patriot, Bulk Juliana and Bulk Trident, entered into a $30.3 million Senior Secured Post-Delivery Term Loan Facility (the “Post-Delivery Facility”) to refinance the Bulk Pangaea Secured Term Loan Facility dated December 15, 2009, the Bulk Patriot Secured Term Loan Facility dated September 29, 2011, the Bulk Juliana Secured Term Loan Facility dated April 18, 2012, and the Bulk Trident Secured Term Loan Facility dated August 28, 2012, the proceeds of which were used to finance the acquisitions of the m/v Bulk Pangaea , the m/v Bulk Patriot , the m/v Bulk Juliana and the m/v Bulk Trident , respectively. The Post-Delivery Facility was subsequently amended on May 16, 2013 by the First Amendatory Agreement, to increase the facility by $8.0 million to finance the acquisition of the m/v Bulk Providence and again on August 28, 2013, by the Second Amendatory Facility, to increase the facility by $10.0 million to finance the acquisition of the m/v Bulk Newport. The Bulk Providence was sold on May 27, 2014. The Post-Delivery Facility contains financial covenants that require the Company to maintain a minimum consolidated net worth, and requires the Company to maintain a consolidated debt service coverage ratio, tested annually, as defined. In addition, the facility contains other Company and vessel related covenants that, among other things, restricts changes in management and ownership of the vessel, declaration of dividends, further indebtedness and mortgaging of a vessel without the bank’s prior consent. It also requires minimum collateral maintenance, which is tested at the discretion of the lender. As of December 31, 2014 , the Company was not in compliance with the consolidated debt service coverage ratio. Accordingly, the Company obtained a waiver from the Facility Agent through December 31, 2015. As a result, the Company is not required to test and is therefore in compliance with the consolidated debt service ratio at December 31, 2015. The Post-Delivery Facility is divided into five tranches, as follows: Bulk Pangaea Secured Note Initial amount of $12,250,000 , entered into in December 2009, for the acquisition of m/v Bulk Pangaea. The interest rate was fixed at 3.96% in April 2013, in conjunction with the post-delivery amendment discussed above. The amendment also modified the repayment schedule to 15 equal quarterly payments of $346,875 ending in January 2017. Bulk Patriot Secured Note Initial amount of $12,000,000 , entered into in September 2011, for the acquisition of the m/v Bulk Patriot. Loan requires repayment in 24 equal quarterly installments of $500,000 beginning in January 2012. The interest rate was fixed at 4.01% in April 2013 in conjunction with the post-delivery amendment discussed above. Bulk Trident Secured Note Initial amount of $10,200,000 , entered into in April 2012, for the acquisition of the m/v Bulk Trident. Loan requires repayment in 24 equal quarterly installments of $318,750 beginning in December 2012 with a balloon payment of $2,550,000 together with the last quarterly installment. Interest was fixed at 4.29% in April 2013 in conjunction with the post-delivery amendment discussed above. Bulk Juliana Secured Note Initial amount of $8,112,500 , entered into in April 2012, for the acquisition of the m/v Bulk Juliana. Loan requires repayment in 24 equal quarterly installments of $338,021 beginning in October 2012. Interest was fixed at 4.38% in April 2013 in conjunction with the post-delivery amendment discussed above. Bulk Phoenix Secured Note Initial amount of $10,000,000 , entered into in May 2013, for the acquisition of m/v Bulk Newport. Loan requires repayment in 7 equal quarterly installments of $216,667 and 16 equal quarterly installments of $416,667 with a balloon payment of $1,816,659 due in July 2019. Interest is fixed at 5.09% . Other secured debt: Bulk Cajun Secured Note Initial amount of $4,550,000 , entered into in October 2011, for the acquisition of the m/v Bulk Cajun. Loan required repayment in 16 equal quarterly installments of $284,375 beginning in January 2012 with a balloon payment of $2,000,000 together the last quarterly installment. Interest was fixed at 6.51% . This note was repaid in February 2015 in conjunction with the sale of the m/v Bulk Cajun. Bulk Discovery Secured Note Initial amount of $9,120,000 , entered into in February 2011, for the acquisition of the m/v Bulk Discovery. Loan required repayment in 20 equal quarterly installments of $356,000 beginning in June 2011 with a balloon payment of $2,000,000 together with the last quarterly installment. Interest was fixed at a rate of 8.16% . This note was repaid in July 2015. Bulk Atlantic Secured Note Initial amount of $8,520,000 , entered into on February 18, 2013, for the acquisition of m/v Bulk Beothuk. Loan requires repayment in 8 equal quarterly installments of $90,000 beginning in May 2013, 12 equal quarterly installments of $295,000 and a balloon payment of $4,260,000 due in February 2018. Interest is fixed at 6.46% . In November 2015, the Company paid an additional $385,000 of the note to remain in compliance with the collateral maintenance clause. The other secured debt, as outlined above, contains a ratio of EBITDA to fixed charges clause and a collateral maintenance ratio clause. If the Company encountered a change in financial condition which, in the opinion of the lender, is likely to affect the Company’s ability to perform its obligations under the loan facility, the Company’s credit agreement could be cancelled at the lender’s sole discretion. The lender could then elect to declare the indebtedness, together with accrued interest and other fees, to be immediately due and payable, and proceed against any collateral securing such indebtedness. As of December 31, 2015 , the Company is in compliance with these clauses. As December 31, 2014 , the Company was not in compliance with the EBITDA to fixed charges ratio. Accordingly, the Company obtained a waiver from the Facility Agent. The Bulk Nordic Odyssey and Bulk Nordic Orion Loan Agreement dated August 6, 2012 Initial amount of $40,000,000 , was entered into in order to fund the acquisition of the m/v Nordic Odyssey and the m/v Nordic Orion. The loan was amended on September 17, 2014 in conjunction with the delivery of the m/v Nordic Oshima and repaid in conjunction with the Amended and Restated Loan Agreement dated September 18, 2015, which is discussed below. Senior Secured Term Loan Facility of USD 45,000,000 (Bulk Nordic Odin Ltd. and Bulk Nordic Olympic Ltd.) On January 28, 2015, Bulk Nordic Odin Ltd. and Bulk Nordic Olympic Ltd. entered into a senior secured term loan facility to finance the acquisition of the m/v Nordic Odin and the m/v Nordic Olympic. This agreement was amended and restated on September 18, 2015 as discussed below. The Bulk Nordic Odin Ltd., Bulk Nordic Olympic Ltd., Bulk Nordic Odyssey Ltd., Bulk Nordic Orion Ltd. and Bulk Nordic Oshima Ltd. - Amended and Restated Loan Agreement dated September 18, 2015. The amended agreement advanced $21,750,000 in respect of each the m/v Nordic Odin and the m/v Nordic Olympic, $13,500,000 in respect of each the m/v Nordic Odyssey and the m/v Nordic Orion and $21,000,000 in respect of the m/v Nordic Oshima. The agreement requires repayment of the advances as follows: In respect of the Odin and Olympic advances of $21,750,000 each, repayment to be made in 28 equal quarterly installments of $375,000 per borrower (one of which was paid prior to the amendment by each borrower) and balloon payments of $12,000,000 due with each of the final installments. Interest on these advances is floating at LIBOR plus 2.00% ( 2.61% at December 31, 2015 ). In respect of the Odyssey and Orion advances of $13,500,000 each, repayment to be made in 20 equal quarterly installments of $375,000 and balloon payments of $6,000,000 due with each of the final installments. Interest on these advances is floating at LIBOR plus 2.40% ( 3.01% at December 31, 2015 ). In respect of the Oshima advance of $21,000,000 , 28 equal quarterly installments of $375,000 (four of which were paid prior to the amendment) and a balloon payment of $12,000,000 due with the final installment. Interest on this advance is floating at LIBOR plus 2.25% ( 2.86% at December 31, 2015 ). The amended loan is secured by first preferred mortgages on the m/v Nordic Odin, the m/v Nordic Olympic, the m/v Nordic Odyssey, the m/v Nordic Orion and m/v Nordic Oshima, the assignment of earnings, insurances and requisite compensation of the five entities, and by guarantees of their shareholders. Additionally, the agreement contains a collateral maintenance ratio clause which requires the aggregate fair market value of the vessel plus the net realizable value of any additional collateral previously provided to remain above defined ratios. As of December 31, 2015 , the Company was in compliance with this covenant. The Bulk Nordic Oasis Ltd. - Loan Agreement -- Dated December 11, 2015 The agreement advanced $21,500,000 in respect of the m/v Nordic Oasis. The agreement requires repayment of the advance in 24 equal quarterly installments of $375,000 beginning on March 28, 2016 and a balloon payment of $12,500,000 due with the final installment. Interest on this advance is floating at LIBOR plus 2.30% ( 2.91% at December 31, 2015 ). The loan is secured by a first preferred mortgage on the m/v Nordic Oasis, the assignment of earnings, insurances and requisite compensation of the entity, and by guarantees of its shareholders. Additionally, the agreement contains a collateral maintenance ratio clause which requires the aggregate fair market value of the vessel plus the net realizable value of any additional collateral previously provided to remain above defined ratios. As of December 31, 2015 , the Company was in compliance with this covenant. Term Loan Facility of USD 13,000,000 (Nordic Bulk Barents Ltd. and Nordic Bulk Bothnia Ltd.) Nordic Bulk Barents and Nordic Bulk Bothnia entered into a secured Term Loan Facility of $13,000,000 in two tranches of $6,500,000 which were drawn in conjunction with the delivery of the m/v Nordic Bothnia on January 23, 2014 and the m/v Nordic Barents on March 7, 2014. The loan is secured by mortgages on these two vessels. The facility bears interest at LIBOR plus 2.5% ( 3.11% at December 31, 2015 ). The loan requires repayment in 22 equal quarterly installments of $163,045 (per borrower) beginning in September 2014, one installment of $163,010 (per borrower) and a balloon payment of $2,750,000 (per borrower) due in December 2019. In addition, any cash in excess of $750,000 per borrower on any repayment date shall be applied toward prepayment of the relevant loan in inverse order, so the balloon payment is prepaid first. The agreement also contains a profit split in respect of the proceeds from the sale of either vessel, a minimum value clause ("MVC") of not less than 100% of the indebtedness and a minimum liquidity clause. The Company deposited additional cash collateral to cure MVC breaches of approximately $309,000 per vessel on August 4, 2015 and approximately $299,000 per vessel on December 22, 2015. As of December 31, 2015 and 2014 , the Company was in compliance with all required covenants. On February 22, 2016, the Company was notified by the facility agent of the need to deposit cash collateral totaling $3.3 million to cure an MVC breach. The Company anticipates making this deposit on or about March 25, 2016. Long Wharf Construction to Term Loan Initial amount of $1,048,000 entered into in January 2011. The loan is payable monthly based on a 25 year amortization schedule with a final balloon payment of all unpaid principal and accrued interest due January 2021. Interest is floating at LIBOR plus 2.85% . The Company entered into an interest rate swap which matures January 2021 and fixes the interest rate at 6.63% . The loan is collateralized by all real estate located at 109 Long Wharf, Newport, RI, as well as personal guarantees from the Founders and a corporate guarantee of the Company. The loan contains one financial covenant that requires the Company to maintain a minimum debt service coverage ratio. As of December 31, 2015 , the Company was in compliance with this covenant. As of December 31, 2014 the Company was not in compliance with this covenant. Accordingly, the Company obtained a waiver from the lender. The future minimum annual payments under the debt agreements are as follows: Years ending December 31, 2016 $ 19,499,262 2017 16,147,613 2018 21,004,294 2019 18,480,107 2020 20,277,444 Thereafter 55,731,961 $ 151,140,681 |
COMMON STOCK AND NON-CONTROLLIN
COMMON STOCK AND NON-CONTROLLING INTEREST | 12 Months Ended |
Dec. 31, 2015 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interest Disclosure [Text Block] | COMMON STOCK AND NON-CONTROLLING INTEREST Common stock The Company has 100,000,000 shares of common stock ( $0.0001 par value) authorized, of which 36,503,837 were issued at December 31, 2015 . During 2014, the Company adopted the 2014 Share Incentive Plan (the “2014 Plan”). The purpose of the 2014 Plan is to assist in attracting, retaining, motivating, and rewarding certain key employees, officers, directors, and consultants of the Company and its affiliates and promoting the creation of long-term value for our shareholders by closely aligning the interests of such individuals with those of such shareholders. The 2014 Plan authorizes the award of share-based incentives to encourage eligible employees, officers, directors, and consultants to expend maximum effort in the creation of shareholder value. Shares authorized for awards under the 2014 Plan were 1.5 million . On September 22, 2015, the Company's shareholders approved an amendment and restatement of the 2014 Plan that was adopted by the Board on August 7, 2015. The PANGAEA LOGISTICS SOLUTIONS LTD. 2014 SHARE INCENTIVE PLAN (as amended and restated by the Board of Directors on August 7, 2015), (the "Amended Plan"), limits the value of awards that may be granted to non-employee directors in any calendar year to $150,000 (calculating the value of any award based in shares to be determined based on the grant date fair value of such awards for financial reporting purposes), which limitation under the 2014 Plan was 10,000 shares. Members of our board of directors who are not our employees each received 28,696 restricted shares of our common stock pursuant to the Amended Plan and $25,000 cash as payment for services rendered for the annual period ending September 30, 2015. These restricted shares vest at the rate of 50% after one year and the remaining 50% after two years. At December 31, 2015 , shares issued to employees under the Amended Plan totaled 1,234,681 . These restricted shares vest at the rate of one-third of the total granted on each of the third, fourth and fifth anniversaries of the vesting commencement date. Total non-cash compensation cost recognized during the years ended December 31, 2015 and 2014 is approximately $457,000 and $1,900 , respectively, which is included in general and administrative expenses in the consolidated statements of operations. The weighted average grant date fair value of shares granted during the year ended December 31, 2015 and 2014 was $2.45 per share and $4.75 per share, respectively. Restricted share awards pursuant to the Amended Plan Shares Weighted-Average Grant-Date Fair Value Per Share Non-vested shares at December 31, 2014 60,000 $ 4.75 Granted 1,346,857 2.45 Vested (30,000 ) 4.75 Non-vested at December 31, 2015 1,376,857 $ 2.45 Fiscal Years Ended December 31, 2015 2014 Fair value of restricted shares vested $ 142,500 $ — Unrecognized compensation cost for restricted shares $ 3,120,082 $ 283,150 Weighted average remaining period to expense for restricted shares (years) 3.33 1.5 Dividends Dividends on common stock are recorded when declared by the Board of Directors. Dividends payable consist of the following: 2008 common stock dividend 2012 common stock special dividend 2013 common stock dividend 2013 Odyssey and Orion dividend 2014 preferred stock dividend Total Balance at December 31, 2013 $ 2,674,125 $ 6,898,575 $ 12,700,000 $ 904,803 $ — $ 23,177,503 Gross amount of dividend accrued — — — — 6,303,747 6,303,747 Paid in kind — (3,964,218 ) (6,288,460 ) — (6,303,747 ) (16,556,425 ) Paid in cash (100,000 ) — — — — (100,000 ) Balance at December 31, 2014 2,574,125 2,934,357 6,411,540 904,803 — 12,824,825 Paid in cash (100,000 ) — — — — (100,000 ) Balance at December 31, 2015 $ 2,474,125 $ 2,934,357 $ 6,411,540 $ 904,803 $ — $ 12,724,825 Non-controlling interest Amounts pertaining to the non-controlling ownership interest held by third parties in the financial position and operating results of the Company’s subsidiaries and/or consolidated VIEs are reported as non-controlling interest in the accompanying consolidated balance sheets. The non-controlling ownership interest attributable to NBHC and its wholly-owned shipowning subsidiaries amounts to approximately $57,133,000 and $3,920,000 at December 31, 2015 and 2014 , respectively. The non-controlling interest attributable to Bulk Cajun was approximately $524,000 at December 31, 2014. Bulk Cajun was liquidated in 2015 after the m/v Bulk Cajun was sold. Non-controlling interest attributable to BVH was approximately ($28,000) and ($18,000) , respectively at December 31, 2015 and 2014 . The non-controlling ownership interest attributable to NBH was approximately $1,895,000 at December 31, 2014. NBH is a wholly-owned subsidiary of the Company at December 31, 2015 , as discussed in Note 6. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | COMMITMENTS AND CONTINGENCIES In December 2013, the Company entered into shipbuilding contracts for the construction of two ultramax vessels for $28,950,000 each, at which time deposits of $2,895,000 were placed by each of two wholly-owned subsidiaries of the newly formed Nordic Bulk Ventures Holding Company Ltd. (“BVH”). The second installments of 5% ( $1,447,500 for each vessel) were paid on December 2, 2014. The third installments of 5% are due and payable upon keel laying of the vessels. The fourth installments of 10% are due and payable upon launching of the vessels and the balance is due upon delivery of the vessels. The Company expects to finance the final payments with commercial facilities. The total purchase obligations under the shipbuilding contracts discussed above are approximately $49,215,000 in 2016 and early 2017. The Company is subject to certain asserted claims arising in the ordinary course of business. The Company intends to vigorously assert its rights and defend itself in any litigation that may arise from such claims. While the ultimate outcome of these matters could affect the results of operations of any one year, and while there can be no assurance with respect thereto, management believes that after final disposition, any financial impact to the Company would not be material to its consolidated financial position, results of operations, or cash flows. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | SUBSEQUENT EVENTS The Company evaluated subsequent events or transactions through March 23, 2016, which is the date these financial statements were available to be issued. |
Quarterly Data (Notes)
Quarterly Data (Notes) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information [Text Block] | (Unaudited) 2015 2014 (Dollars in millions, except per share amounts) Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Revenues: Voyage revenue $ 90.6 $ 60.9 $ 64.6 $ 50.6 $ 91.6 $ 79.9 $ 80.6 $ 93.2 Charter revenue 4.5 4.2 6.6 5.3 22.7 9.9 10.6 9.9 95.1 65.1 71.2 55.9 114.2 89.8 91.2 103.1 Expenses: Voyage expense 45.3 28.1 30.4 21.8 48.1 41.9 46.6 52.8 Charter hire expense 24.7 15.2 20.6 15.5 44.0 34.0 34.3 37.4 Vessel operating expenses 7.8 7.1 8.5 8.2 6.9 7.7 7.9 7.0 General and administrative 4.3 3.9 3.6 3.1 2.6 2.4 2.8 5.1 Depreciation and amortization 3.0 3.3 3.2 3.3 2.6 2.7 3.1 3.3 Loss on impairment of vessels — — — 5.4 — — — 11.5 Loss (gain) on sale of vessels 0.1 0.5 0.1 — — (2.3 ) (1.7 ) — Total expenses 85.2 58.1 66.3 57.2 104.2 86.4 93.1 117.1 (Loss) income from operations 9.9 7.0 4.9 (1.3 ) 10.1 3.4 (1.9 ) (14.0 ) Other income (expense): Interest expense, net (1.4 ) (1.3 ) (1.5 ) (1.2 ) (1.5 ) (1.5 ) (1.3 ) (1.3 ) Interest expense related party debt (0.1 ) (0.1 ) (0.1 ) (0.1 ) — — (0.1 ) (0.1 ) Imputed interest on related party long-term debt — — — — (0.3 ) — — — Unrealized (loss) gain on derivative instruments 0.8 0.4 (0.5 ) (1.1 ) (0.4 ) (1.2 ) (0.6 ) 0.9 Other (expense) income 0.1 0.1 — (1.1 ) (0.2 ) 0.1 0.1 (3.7 ) Total other expense, net (0.6 ) (1.0 ) (2.1 ) (3.5 ) (2.4 ) (2.6 ) (1.9 ) (4.2 ) Net income (loss) 9.3 6.0 2.8 (4.8 ) 7.7 0.7 (3.8 ) (18.2 ) (Income) loss attributable to noncontrolling interests (1.7 ) (0.6 ) 0.2 — (1.1 ) 0.5 0.9 1.2 Net income (loss) attributable to Pangaea Logistics Solutions Ltd. $ 7.6 $ 5.5 $ 3.0 $ (4.8 ) $ 6.6 $ 1.2 $ (2.9 ) $ (17.0 ) Earnings (loss) per common share: Basic $ 0.22 $ 0.16 $ 0.09 $ (0.14 ) $ 0.17 $ (0.04 ) $ (0.42 ) $ (0.86 ) Diluted $ 0.22 $ 0.16 $ 0.09 $ (0.14 ) $ 0.17 $ (0.04 ) $ (0.42 ) $ (0.86 ) Quarterly Data (continued) Weighted average shares used to compute earnings (loss) per common share (Note 5) Basic 34,696,980 34,696,980 34,696,980 35,045,132 13,421,955 13,421,955 13,421,955 34,756,980 Diluted 34,695,930 34,887,177 35,004,808 35,382,734 13,421,955 13,421,955 13,421,955 34,756,980 Common Stock Information: Price Range: High 4.70 3.77 3.68 3.65 n/a n/a n/a 10.09 Low 2.70 2.22 2.72 2.57 n/a n/a n/a 4.51 (the Company's common stock began trading on October 1, 2014) |
SUMMARY OF SIGNIFICANT ACCOUN23
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Restricted Common Share Awards Compensation cost of restricted share awards is measured using the grant date fair value of the Company's common shares, as quoted on the Nasdaq Capital Market, multiplied by the total number of shares granted. Compensation cost is amortized according to the vesting period indicated in the grant agreement. Total compensation cost recognized during the years ended December 31, 2015 and 2014 is $457,068 and $1,816 , respectively, which is included in general and administrative expenses in the consolidated statements of operations. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include the establishment of the allowance for doubtful accounts and the estimate of salvage value used in determining vessel depreciation expense. |
Consolidation, Policy [Policy Text Block] | Consolidation The purpose of consolidated financial statements is to present the financial position and results of operations of a company and its subsidiaries as if the group were a single company. The first step in the Company’s consolidation policy is to determine whether an entity is to be evaluated for potential consolidation based on its outstanding voting interests or its variable interests. Accordingly, the Company first determines whether the entity is a Variable Interest Entity (“VIE”) pursuant to the provisions of ASC 810-10. If the entity is a VIE, consolidation is based on the entity’s variable interests and not its outstanding voting shares. If the entity is not determined to be a VIE, the Company evaluates the entity based on its outstanding voting interests. Amounts pertaining to the non-controlling ownership interest held by third parties in the financial position and operating results of the Company’s subsidiaries and/or consolidated VIEs are reported as non-controlling interest in the accompanying consolidated balance sheets. As previously indicated, certain of the entities within the Company’s consolidated financial statements are heavily dependent on financing and operating activities with and among affiliates and/or related parties. Accordingly, as part of the Company’s consolidation process, intercompany transactions are eliminated in the consolidated financial statements. |
Business Combinations Policy [Policy Text Block] | Business Combinations On April 30, 2014 the Company entered into the Merger Agreement. The Mergers were accounted for as a capital transaction in accordance with ASC 805-40-45-1, as described in Note 2. |
Revenue Recognition, Cargo and Freight, Policy [Policy Text Block] | Revenue Recognition Voyage revenues represent revenues earned by the Company, principally from voyage charters. A voyage charter involves the carriage of a specific amount and type of cargo on a load port to discharge port basis, subject to various cargo handling terms. Under a voyage charter, the revenues are earned and recognized ratably over the duration of the voyage. Estimated losses under a voyage charter are provided for in full at the time such losses become probable. Demurrage, which is included in voyage revenues, represents payments by the charterer to the vessel owner when loading and discharging time exceed the stipulated time in the voyage charter. Demurrage is measured in accordance with the provisions of the respective charter agreements and the circumstances under which demurrage revenues arise, and is also earned and recognized ratably over the duration of the voyage to which it pertains. Voyage revenue recognized is presented net of address commissions. Charter revenues relate to a time charter arrangement under which the Company is paid charter hire on a per day basis for a specified period of time. Revenues from time charters are earned and recognized on a straight-line basis over the term of the charter, as the vessel operates under the charter. Revenue is not earned when vessels are offhire. |
Revenue Recognition, Deferred Revenue [Policy Text Block] | Deferred Revenue Billings for services for which revenue is not recognized in the current period are recorded as deferred revenue. Deferred revenue recognized in the accompanying consolidated balance sheets is expected to be realized within 12 months of the balance sheet date. |
Voyage Expenses [Policy Text Block] | Voyage Expenses The Company incurs expenses for voyage charters that include bunkers (fuel), port charges, canal tolls, broker commissions and cargo handling operations, which are expensed as incurred. |
Charter Expenses [Policy Text Block] | Charter Expenses The Company charters in vessels to supplement its owned fleet to support its voyage charter operations. The Company hires vessels under time charters with third party vessel owners, and recognizes the charter hire payments as an expense on a straight-line basis over the term of the charter. Charter hire payments are typically made in advance, and the unrecognized portion is reflected as advance hire in the accompanying consolidated balance sheets. Under the time charters, the vessel owner is responsible for the vessel operating costs such as crews, maintenance and repairs, insurance, and stores. |
Shipping and Handling Cost, Policy [Policy Text Block] | Vessel Operating Expenses Vessel operating expenses (“VOE”) represent the cost to operate the Company’s owned vessels. VOE include crew wages and related costs, the cost of insurance, expenses relating to repairs and maintenance, the cost of spares and consumables, other miscellaneous expenses, and technical management fees. Technical management services include day-to-day vessel operations, performing general vessel maintenance, ensuring regulatory and classification society compliance, arranging the hire of crew and purchasing stores, supplies and spare parts. These expenses are recognized as incurred. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentrations of Credit Risk The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash equivalents, trade receivables and derivative instruments. The Company maintains its cash accounts with various high-quality financial institutions in the United States, Germany, and Bermuda. The Company performs periodic evaluations of the relative credit standing of these financial institutions. The Company does not believe that significant concentration of credit risk exists with respect to these cash equivalents. Trade accounts receivable are recorded at the invoiced amount, and do not bear interest. The Company performs ongoing credit evaluations of its customers’ financial condition, but does not require collateral. Historically, credit risk with respect to trade accounts receivable has been considered minimal due to the long-standing relationships with significant customers, and their relative financial stability. However, current economic conditions could impact the collectibility of certain customers' trade receivables, which could have a material effect on the Company's results of operations. Derivative instruments are recorded at fair value. During the year ended December 31, 2014, the Company had losses relating to the bankruptcy of its counterparty to certain fuel swap contracts of approximately $2,146,000 , which is included in other (expense) income in the consolidated statements of operations. The Company does not have any off-balance sheet credit exposure related to its customers. At December 31, 2015 , two customers accounted for 59% of the Company’s trade accounts receivable. At December 31, 2014 , there were three customers that accounted for 35% of the Company’s trade accounts receivable. At December 31, 2015 , customers in each of the following countries accounted for at least 10% of accounts receivable; Canada ( 41% ) and the United States ( 35% ). At December 31, 2014 , customers in each of the following countries accounted for at least 10% of the Company’s accounts receivable; Canada ( 33% ), the United States ( 27% ), and Brazil ( 11% ). For the year ended December 31, 2015 , revenue from customers in each of the following countries accounted for at least 10% of total revenue; the United States ( 29% ), Canada ( 15% ) and Switzerland ( 13% ). For the year ended December 31, 2014 , revenue from customers in each of the following countries accounted for at least 10% of total revenue; the United States ( 21% ), Switzerland ( 18% ) and Canada ( 11% ). For the year ended December 31, 2015 one customer accounted for 13% of total revenue. On February 8, 2016, this customer filed for Chapter 11 bankruptcy protection. The Company continues to provide logistics services to the customer post-petition and has been compensated for services provided post-petition. The majority of pre-petition accounts receivable has been reserved for in accordance with the Company's allowance for doubtful accounts policy. The Company will continue to closely monitor the developments in the bankruptcy proceedings; however, we do not expect any disruption to services we provide under the contract as of the time of this filing. For the year ended December 31, 2014 , no single customer accounted for 10% or more of total revenue. |
Cash and Cash Equivalents, Unrestricted Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents Cash and cash equivalents include short-term deposits with an original maturity of less than three months. Cash and cash equivalents by type were as follows: December 31, 2015 2014 Money market accounts – cash equivalents $ 28,491,872 $ 24,238,756 Cash (1) 9,028,368 5,578,751 Total $ 37,520,240 $ 29,817,507 (1) Consists of cash deposits at various major banks. |
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block] | Restricted Cash Restricted cash at December 31, 2015 and 2014 consists of $0.5 million held by a facility agent as required by a letter of credit on behalf of PBC as security for a performance guarantee on a contract and $0.5 million held by a facility agent as required by the Bulk Atlantic Secured Note (See Note 12). At December 31, 2015, an additional $1.0 million is being held by a facility agent as required by the letter of credit issued as security for the appeal of a lawsuit brought by a shareholder. |
Allowance for Doubtful Accounts [Policy Text Block] | Allowance for Doubtful Accounts The Company provides a specific reserve for significant outstanding accounts that are considered potentially uncollectible in whole or in part. In addition, the Company’s policy based on experience is to establish a reserve equal to approximately 25% of accounts receivable balances that are 30-180 days past due and approximately 50% of accounts receivable balances that are 180 or more days past due, and which are not otherwise reserved. The reserve estimates are adjusted as additional information becomes available, or as payments are made. At December 31, 2015 and 2014 , the Company has provided an allowance for doubtful accounts of $5,067,194 and $4,029,669 respectively, for amounts that are not expected to be fully collected. The provision for doubtful accounts was approximately $975,000 in 2015 and $2,765,000 in 2014 . The Company wrote off approximately $157,000 and $398,000 during 2015 and 2014 , respectively, which amounts were previously included in the allowance, because these amounts were determined to be uncollectible. |
Inventory, Policy [Policy Text Block] | Bunker Inventory Inventory is primarily comprised of fuel oil purchased and stored onboard a vessel. Inventory is measured at the lower of cost under the first-in, first-out method or net realizable value. |
Advanced Hire, Prepaid Expenses and Other Current Assets [Policy Text Block] | Advanced Hire, Prepaid Expenses and Other Current Assets Advance hire represents payment to ship owners under time-charters for days subsequent to the balance sheet date. Hire is typically paid in advance for the following fifteen days, but intervals vary by time-charter party. Prepaid expenses include advance funding to the technical manager for vessel operating expenses, lubricating oils and stores kept on board owned vessels, and for voyage expenses paid in advance. Other assets include deposits held by counterparties to various derivative instruments and the fair value of derivative instruments when it exceeds the settlement price of the instrument. At December 31, advance hire, prepaid expenses and other current assets were comprised of the following: 2015 2014 Advance hire $ 1,138,300 $ 4,345,959 Prepaid expenses 537,192 427,889 Other current assets 1,003,800 1,794,386 Total $ 2,679,292 $ 6,568,234 |
Depreciation, Depletion, and Amortization [Policy Text Block] | Vessels and Depreciation Vessels are stated at cost, which includes contract price and acquisition costs. Significant betterments to vessels are capitalized; maintenance and repairs that do not improve or extend the lives of the vessels are expensed as incurred. Depreciation is provided using the straight-line method over the remaining estimated useful lives of the vessels (excluding the time a vessel in is dry dock), based on cost less salvage value. Each vessel’s salvage value is equal to the product of its lightweight tonnage and an estimated scrap rate of $375 per ton, which was determined by reference to quoted rates and is reviewed annually. The Company estimates the useful life of its vessels to be 25 years to 30 years from the date of initial delivery from the shipyard. The remaining estimated useful lives of the current fleet are 4 - 25 years. The Company does not incur depreciation expense when vessels are taken out of service for dry docking. Vessels held for sale are carried at estimated fair value less cost to sell. No additional depreciation expense is recorded for vessels categorized as held for sale. The Company sold the m/v Bulk Cajun in February 2015. Accordingly, the vessel was written down to its fair value less cost to sell and classified as held for sale at December 31, 2014. The difference between the carrying amount of the m/v Bulk Cajun and the fair value less cost to sell of approximately $1,531,000 was included as a loss on impairment of vessels in the consolidated statements of operations. |
Dry Docking Expenses and Amortization [Policy Text Block] | Dry Docking Expenses and Amortization Significant upgrades made to the vessels during dry docking are capitalized when incurred and amortized on a straight-line basis over the five year period until the next dry docking. Costs capitalized as part of the dry docking include direct costs incurred to meet regulatory requirements that add economic life to the vessel, that increase the vessel’s earnings capacity or which improve the vessel’s efficiency. Direct costs include the shipyard costs, parts, inspection fees, steel, blasting and painting. Expenditures for normal maintenance and repairs, whether incurred as part of the dry docking or not, are expensed as incurred. Unamortized dry-docking costs of vessels that are sold are written off and included in the calculation of the resulting gain or loss on sale. |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Long-lived Assets Impairment Considerations The carrying values of the Company’s vessels may not represent their fair market value or the amount that could be obtained by selling the vessel at any point in time, since the market prices of second-hand vessels tend to fluctuate with changes in charter rates and the cost of new vessels. Historically, both charter rates and vessel values tend to be cyclical. The carrying amounts of vessels held and used by the Company are reviewed for potential impairment when events or changes in circumstances indicate that the carrying amount of a particular vessel may not be fully recoverable. In such instances, an impairment charge would be recognized if the estimate of the undiscounted future cash flows expected to result from the use of the vessel and its eventual disposition is less than the vessel’s carrying amount. This assessment is made at the asset group level which represents the lowest level for which identifiable cash flows are largely independent of other groups of assets. The asset groups established by the Company are defined by vessel size, age and classification. At December 31, 2015 and 2014 , the Company identified a potential impairment indicator based on the estimated market value of its vessels. As a result, the Company evaluated each asset group for impairment by estimating the total undiscounted cash flows expected to result from the use of the asset group and its eventual disposal. The significant factors and assumptions used in the undiscounted projected net operating cash flow analysis include: the Company’s estimate of future time charter equivalent (“TCE”) rates based on current rates under existing charters and contracts. The Company applies a multiple to account for expected growth or decline in TCE rates due to market conditions for periods beyond those for which rates are available. Projected net operating cash flows are net of brokerage and address commissions and exclude revenue on scheduled off-hire days. The Company uses current vessel operating expense amounts, estimated costs of drydocking and historical general and administrative expenses as the basis for its expected outflows, and applies an inflation factor it considers appropriate. The net of these inflows and outflows, plus an estimated salvage value, constitutes the projected undiscounted future cash flows. At December 31, 2015, the carrying amounts of the m/v Nordic Barents and m/v Nordic Bothnia were determined to be higher than their estimated undiscounted future cash flows because estimated TCE rates anticipated in the analysis have declined. The decrease in TCE rates is due to the fact that these vessels are older and are not preferable in a weakening market where there is an oversupply of newer tonnage. As a result, a loss on impairment of these vessels totaling approximately $3.5 million , which is equal to the excess of the carrying amount of the assets over their fair value, is included in the consolidated statements of operations. At December 31, 2014, the carrying amount of the m/v Bulk Discovery was determined to be higher than its estimated undiscounted future cash flows because of the higher than expected estimate of upcoming drydocking costs. At December 31, 2014, the carrying amount of the m/v Nordic Barents and m/v Nordic Bothnia were determined to be higher than their estimated undiscounted future cash flows because the TCE rates anticipated in the Company’s annual budget for 2015, which were used to calculate such cash flows, were lower than the rates forecasted as of the third quarter due to deteriorated market conditions in the fourth quarter. Accordingly, a loss on impairment of approximately $10.0 million , which is equal to the excess of the carrying amount of the vessels over their fair value, is recorded in the consolidated statements of operations. In addition, the Company sold the m/v Bulk Cajun in February 2015. A loss on impairment of approximately $1.5 million is included in the consolidated statements of operations for the year ended December 31, 2014 because the vessel was sold for its scrap value, which was less than its carrying amount. |
Deferred Charges, Policy [Policy Text Block] | Debt Issuance Costs, Bank Fees and Amortization Qualifying expenses associated with commercial financing and fees paid to financial institutions to obtain financing are carried as a reduction of the outstanding debt and amortized over the term of the arrangement using the effective interest method. The unamortized portion is included as a reduction of secured long-term debt on the consolidated balance sheets. In connection with the Company’s new and amended secured term loans executed in 2015, the Company incurred financing costs of approximately $378,000 . In connection with the Company’s two secured term loans obtained in 2014, the Company incurred financing costs of approximately $259,000 . Amortization of the debt issuance costs is included as a component of interest expense in the consolidated statements of income. Unamortized debt issuance costs of approximately $26,000 were written off in conjunction with the the repayment of the loan by Bulk Discovery in 2015. In 2014, unamortized debt issuance costs of Bulk Providence and Bulk Liberty totaling approximately $274,000 were written off in conjunction with the repayment of outstanding debt. Unamortized debt issuance costs of Bulk Cajun totaling approximately $36,000 were reclassified to other current assets in conjunction with the pending sale of this vessel and then written off when the loan was repaid in 2015. In connection with the new and amended secured term loans obtained in 2015, the Company paid bank fees of $800,000 . In connection with the Company’s secured term loans obtained in 2014, the Company paid bank fees of $225,000 . Amortization of bank fees is included as a component of interest expense in the consolidated statements of operations. Unamortized bank fees of Bulk Discovery totaling approximately $11,000 were written off in conjunction with the repayment of the loan in 2015. Unamortized bank fees of Bulk Providence and Bulk Liberty totaling approximately $198,000 were written off in conjunction with the repayment of outstanding debt in 2014. Unamortized bank fees of Bulk Cajun totaling $6,000 were reclassified to current portion of long-term debt in 2014 and written off in conjunction with the repayment of the loan in 2015. The components of net debt issuance costs and bank fees, which are included in secured long-term debt on the consolidated balance sheets are as follows: December 31, 2015 2014 Debt issuance costs and bank fees paid to financial institutions $ 5,275,238 $ 4,397,950 Less: accumulated amortization (3,129,972 ) (2,642,420 ) Unamortized debt issuance costs and bank fees $ 2,145,266 $ 1,755,530 Amortization included in interest expense $ 745,522 $ 954,604 |
Accounts Payable and Accrued Expenses [Policy Text Block] | Accounts Payable and Accrued Expenses The components of accounts payable and accrued expenses are as follows: December 31, 2015 2014 Accounts payable $ 14,064,870 $ 33,538,153 Accrued expenses 5,232,864 4,651,503 Accrued interest 455,818 540,862 Other accrued liabilities 2,402,650 1,471,276 Total $ 22,156,202 $ 40,201,794 |
Income Tax, Policy [Policy Text Block] | Taxation The Company is not subject to corporate income taxes on its profits in Bermuda because Bermuda does not impose an income tax. NBC, an affiliated company consolidated pursuant to ASC 810-10, is subject to a Danish tonnage tax. NBC is not taxed on the basis of their actual income derived from their business but on an alternative income determination based on the net tons carrying capability of their fleet. As the tax is not determined based on taxable income, NBC’s tax expense of approximately $373,000 and $364,000 and is included within voyage expenses in the accompanying consolidated statements of operations as of December 31, 2015 and 2014 , respectively. Shipping income derived from sources outside the United States is not subject to any United States federal income tax. For periods prior to the Mergers, the Company was exempt from taxation on its U.S. source shipping income under Section 883 of the United States Internal Revenue Code of 1986, (the “Code”) or the related Treasury regulations because it was a Controlled Foreign Corporation, as defined in the Code. The Company is exempt from U.S. federal income taxation on its U.S. source shipping income if the Company’s Common Stock meets either the “Controlled Foreign Corporation Test” or the “Publicly-Traded Test” under Section 883 of the Code. To the extent the Company is unable to qualify for exemption from tax under Section 883, and the U.S. source shipping income is considered to be effectively connected with the conduct of a U.S. trade or business, as defined in the Code, the Company will be subject to U.S. federal income taxation of 4% of its U.S. source shipping income on a gross basis without the benefit of deductions. If certain other conditions are present, as defined in the Code, U.S. source shipping income, net of applicable deductions, may be subject to a U.S. federal corporate income tax of up to 35% and a 30% branch profits tax. The Company believes that none of its U.S. source shipping income will be effectively connected with the conduct of a U.S. trade or business. Since earnings from shipping operations of the Company are not subject to U.S. or foreign income taxation, the Company has not recorded income tax expense, deferred tax assets or liabilities for the years ending December 31, 2015 and 2014 . Under ASC 740-10, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by taxing authorities, based on the technical merits of the position. The Company has determined that it has no uncertain tax positions as of December 31, 2015 and 2014 . Additionally, the Company accrues interest and penalties, if any, related to unrecognized tax benefits as a component of income tax expense. Where required, the Company complies with income tax filings in its various jurisdictions of operations. With few exceptions, as of December 31, 2015 and 2014 , the Company is not subject to U.S. federal or foreign examinations by tax authorities for years before 2010. |
Dividends on Stock [Policy Text Block] | Dividends Dividends on common stock are recorded when declared by the Board of Directors. Refer to Note 13 for a discussion regarding common stock dividends. |
Earnings Per Share, Policy [Policy Text Block] | Loss) per Common Share In 2015, basic earnings per share ("EPS") is computed by dividing income available to common stockholders by the weighted-average number of common shares outstanding during the period. In 2014, loss per common share was calculated using the two-class method, which is an earnings allocation formula that determines net income (loss) per common share for the holders of the Company’s common shares and participating securities. The Company did not allocate the undistributed earnings for the pre-and post-transaction periods. There were no participating securities in 2015. EPS is computed using the weighted-average number of common shares outstanding during the period. In 2014, the weighted average number of common shares was calculated by adding the weighted average number of common shares of Bulk Partners from the beginning of the year to the date of the Mergers multiplied by the exchange ratio established in the Merger Agreement, to the actual number of common shares of the Company outstanding from the acquisition date to the end of the period. In 2015, diluted EPS is computed using the treasury stock method. Under this method, the amount of unrecognized compensation cost related to future services by employees who were awarded restricted shares is assumed to be used to repurchase common stock at the average market price during the period. The incremental shares (nonvested less repurchased) are considered to be outstanding for diluted EPS. In 2014, diluted EPS was computed using the more dilutive of (a) the two-class method, or (b) the if-converted method. The Company allocated net income first to convertible redeemable preferred stockholders based on dividend rights and then to common and convertible redeemable preferred stockholders based on ownership interests. The weighted-average number of common shares included in the computation of diluted net income gave effect to all potentially dilutive common equivalent shares, including the potential issuance of stock upon the conversion of the Company’s convertible redeemable preferred stock. Common equivalent shares are excluded from the computation of diluted net income per share if their effect is antidilutive. |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign Exchange The Company conducts all of its business in U.S. dollars; accordingly, there are no foreign exchange transaction gains or losses reflected in the consolidated statements of income. |
Derivatives, Policy [Policy Text Block] | Derivatives and Hedging Activities The Company accounts for derivatives in accordance with the provisions of ASC 815, Derivatives and Hedging. The Company uses interest rate swaps to reduce market risks associated with its operations, principally changes in variable interest rates on its bank debt. Additionally, the Company uses forward freight agreements to protect against changes in charter rates and bunker (fuel) swaps to protect against changes in fuel prices. Derivative instruments are measured at fair value and are recorded as assets or liabilities. The Company is exposed to credit loss in the event of nonperformance by the counterparty to the interest rate swaps, forward freight agreements and bunker hedges. During the year ended December 31, 2014, the Company had losses relating to the bankruptcy of its counterparty to certain fuel swap contracts of approximately $2,146,000 , which is included in other (expense) income in the consolidated statements of operations. See Note 9 for a description of the types of derivative instruments the Company utilizes. |
Segment Reporting, Policy [Policy Text Block] | Segment Reporting Operating segments are components of a business that are evaluated regularly by the chief operating decision maker (CODM) for the purpose of assessing performance and allocating resources. Based on the information that the CODM uses, including consideration of whether discrete financial information is available for the business activities, the Company has identified multiple operating segments which have been aggregated based on considerations such as the nature of its services, customers and operations. The Company has determined that it operates under one reportable segment. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and short-term debt approximate fair value due to the short-term maturities of these instruments. The carrying amount of a portion of the Company’s long-term debt approximates fair value due to the variable interest rates associated with the related credit facilities. At December 31, 2015 the Company has six fixed rate debt facilities.At December 31, 2014 , the Company had eight fixed rate debt facilities. The aggregate carrying amounts and fair values of the long-term debt associated with the fixed rate borrowing arrangements are as follows: December 31, 2015 2014 Carrying amount of long-term debt $ 28,320,101 $ 42,044,477 Fair value of long-term debt $ 28,560,879 $ 45,960,663 Fair values of these debt obligations were estimated based on quoted market prices for the same or similar issues of debt with the same remaining maturities, which is considered Level 2 in the fair value hierarchy established by ASC 820. |
Reclassification, Policy [Policy Text Block] | Reclassifications Certain prior year amounts in the consolidated financial statements have been reclassified to conform to the current year’s presentation. These reclassifications had no effect on the Company’s previously reported consolidated operations or shareholders’ equity. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In April 2015, the FASB issued an update Accounting Standards Update for Presentation of Debt Issuance Costs. The amendments are intended to simplify the presentation of debt issuance costs. These amendments require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this ASU. The new standard is effective for interim and annual reporting periods in fiscal years that begin after December 15, 2015 and earlier adoption is permitted. The Company adopted this guidance for the year ended December 31, 2015, and retroactively applied this guidance for the year ended December 31, 2014. Such application did not have a material impact on its consolidated financial statements. In May 2014, the FASB issued an update Accounting Standards Update for Revenue from Contracts with Customers. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new standard is effective for interim and annual reporting periods in fiscal years that begin after December 15, 2018. The Company is evaluating the impact of the adoption of this guidance to determine whether or not it has a material impact on its consolidated financial statements. In August 2014, the FASB issued an Accounting Standards Update for Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. Under this new guidance, if conditions or events raise substantial doubt about an entity’s ability to continue as a going concern, but the substantial doubt is alleviated as a result of consideration of management’s plans, the entity should disclose information that enables users of the financial statements to understand all of the following: a. Principal conditions or events that raised substantial doubt about the entity’s ability to continue as a going concern (before consideration of management’s plans) b. Management’s evaluation of the significance of those conditions or events in relation to the entity’s ability to meet its obligations c. Management’s plans that alleviated substantial doubt about the entity’s ability to continue as a going concern. The new standard is effective for annual periods ending after December 15, 2016. The Company does not expect a material impact on its consolidated financial statements as a result of the adoption of this standard. |
SUMMARY OF SIGNIFICANT ACCOUN24
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Schedule of Cash and Cash Equivalents [Table Text Block] | Cash and cash equivalents include short-term deposits with an original maturity of less than three months. Cash and cash equivalents by type were as follows: December 31, 2015 2014 Money market accounts – cash equivalents $ 28,491,872 $ 24,238,756 Cash (1) 9,028,368 5,578,751 Total $ 37,520,240 $ 29,817,507 (1) Consists of cash deposits at various major banks. |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Table Text Block] | At December 31, advance hire, prepaid expenses and other current assets were comprised of the following: 2015 2014 Advance hire $ 1,138,300 $ 4,345,959 Prepaid expenses 537,192 427,889 Other current assets 1,003,800 1,794,386 Total $ 2,679,292 $ 6,568,234 |
Schedule Of Bank Fees [Table Text Block] | The components of net debt issuance costs and bank fees, which are included in secured long-term debt on the consolidated balance sheets are as follows: December 31, 2015 2014 Debt issuance costs and bank fees paid to financial institutions $ 5,275,238 $ 4,397,950 Less: accumulated amortization (3,129,972 ) (2,642,420 ) Unamortized debt issuance costs and bank fees $ 2,145,266 $ 1,755,530 Amortization included in interest expense $ 745,522 $ 954,604 |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | The components of accounts payable and accrued expenses are as follows: December 31, 2015 2014 Accounts payable $ 14,064,870 $ 33,538,153 Accrued expenses 5,232,864 4,651,503 Accrued interest 455,818 540,862 Other accrued liabilities 2,402,650 1,471,276 Total $ 22,156,202 $ 40,201,794 |
Fair Value, by Balance Sheet Grouping [Table Text Block] | At December 31, 2015 the Company has six fixed rate debt facilities.At December 31, 2014 , the Company had eight fixed rate debt facilities. The aggregate carrying amounts and fair values of the long-term debt associated with the fixed rate borrowing arrangements are as follows: December 31, 2015 2014 Carrying amount of long-term debt $ 28,320,101 $ 42,044,477 Fair value of long-term debt $ 28,560,879 $ 45,960,663 |
LOSS PER SHARE (Tables)
LOSS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | The computation of basic earnings per common share and diluted earnings per common share was as follows: December 31, 2015 December 31, 2014 Numerator: Net income (loss) attributable to Pangaea Logistics Solutions Ltd. $ 11,276,193 $ (12,128,449 ) Less: dividends declared on convertible redeemable preferred stock (i) — (6,303,747 ) Less: beneficial conversion — (11,776,661 ) Total income (loss) allocated to common stock $ 11,276,193 $ (30,208,857 ) Denominator: Weighted-average number of shares of common stock outstanding - basic 34,784,733 18,726,308 Weighted-average number of shares of common stock outstanding - diluted 34,957,542 18,726,308 Basic EPS - common stock $ 0.32 $ (1.61 ) Diluted EPS - common stock $ 0.32 $ (1.61 ) (i) All convertible redeemable preferred stock was converted to common stock in conjunction with the Mergers. |
FIXED ASSETS (Tables)
FIXED ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | At December 31, fixed assets consisted of the following: 2015 2014 Vessels and vessel upgrades $ 279,042,265 $ 221,409,122 Capitalized dry docking 7,238,119 5,963,331 286,280,384 227,372,453 Accumulated depreciation and amortization (33,963,405 ) (22,682,586 ) Vessels, vessel upgrades and capitalized dry docking, net 252,316,979 204,689,867 Land and building 2,541,085 2,541,085 Internal use software 268,313 268,313 Computers and equipment 934,178 846,910 3,743,576 3,656,308 Accumulated depreciation (914,748 ) (678,562 ) Other fixed assets, net 2,828,828 2,977,746 Total fixed assets, net $ 255,145,807 $ 207,667,613 |
Property Plant and Equipment Schedule of Significant Acquisitions [Table Text Block] | The net carrying value of the Company’s fleet consists of the following: December 31, Vessel 2015 2014 m/v BULK PANGAEA $ 19,555,658 $ 21,176,498 m/v BULK DISCOVERY (1) — 3,741,375 m/v BULK PATRIOT 13,732,984 14,988,585 m/v BULK JULIANA 13,096,232 14,023,118 m/v NORDIC ODYSSEY 28,537,024 29,125,309 m/v NORDIC ORION 29,242,572 29,627,397 m/v BULK TRIDENT 15,696,689 16,430,154 m/v BULK BEOTHUK 12,653,475 13,228,238 m/v BULK NEWPORT 14,109,300 14,733,879 m/v NORDIC BOTHNIA 3,700,000 7,000,000 m/v NORDIC BARENTS 3,700,000 7,000,000 m/v NORDIC OSHIMA 32,540,468 33,615,314 m/v NORDIC OLYMPIC (2) 32,780,722 — m/v NORDIC ODIN (2) 32,971,855 — $ 252,316,979 $ 204,689,867 (1) The Company sold the m/v Bulk Discovery on August 17, 2015. (2) The m/v Nordic Olympic was delivered to the Company on February 6, 2015 and the m/v Nordic Odin was delivered to the Company on February 13, 2015. |
DERIVATIVES AND FAIR VALUE ME27
DERIVATIVES AND FAIR VALUE MEASUREMENT (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments, Gain (Loss) [Table Text Block] | Derivative instruments are as follows: December 31, 2015 2014 Interest rate swap agreement on: Long Wharf Construction to Term Loan: Notional amount $ 976,500 $ 996,600 Effective dates 2/1/11-1/24/21 2/1/11-1/24/21 Fair value at year-end (103,783 ) (112,299 ) |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | Balance at December 31, 2015 Level 1 Level 2 Level 3 Margin accounts $ 433,000 $ 433,000 $ — $ — Interest rate swaps $ (103,783 ) — $ (103,783 ) — Fuel swap contracts $ (1,776,975 ) — $ (1,776,975 ) — Balance at December 31, 2014 Level 1 Level 2 Level 3 Margin accounts $ 439,578 $ 439,578 $ — $ — Interest rate swaps $ (112,299 ) — $ (112,299 ) — Fuel swap contracts $ (1,391,195 ) — $ (1,391,195 ) — |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions [Table Text Block] | Amounts and notes payable to related parties consist of the following: December 31, 2014 Activity December 31, 2015 Included in accounts payable and accrued expenses on the consolidated balance sheets: Affiliated companies (trade payables) $ 4,037,850 $ (2,782,865 ) $ 1,254,985 Included in current related party debt on the consolidated balance sheets: Loan payable – 2011 Founders Note $ 4,325,000 $ — $ 4,325,000 Interest payable in-kind – 2011 Founders Note (i) 334,605 219,314 553,919 Promissory Note 5,000,000 (1,000,000 ) 4,000,000 Loan payable – BVH shareholder (STST) (ii) 4,442,500 — 4,442,500 Loan payable to NBHC shareholder (STST) 22,500,000 (22,500,000 ) — Loan payable to NBHC shareholder (ASO2020) (iii) 22,499,972 (22,499,972 ) — Total current related party debt $ 59,102,077 $ (45,780,658 ) $ 13,321,419 i. Paid in cash ii. ST Shipping and Transport Pte. Ltd. ("STST") iii. ASO2020 Maritime S.A. ("ASO2020") |
SECURED LONG-TERM DEBT (Tables)
SECURED LONG-TERM DEBT (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments [Table Text Block] | Long-term debt consists of the following: December 31, 2015 December 31, 2014 Bulk Pangaea Secured Note (1) $ 1,734,375 $ 3,121,875 Bulk Discovery Secured Note (2) — 3,780,000 Bulk Patriot Secured Note (1) 2,312,500 4,762,500 Bulk Cajun Secured Note (2) — 853,125 Bulk Trident Secured Note (1) 6,375,000 7,650,000 Bulk Juliana Secured Note (1) 3,718,229 5,070,312 Bulk Nordic Odin Ltd., Bulk Nordic Olympic Ltd. Bulk Nordic Odyssey Ltd., Bulk Nordic Orion Ltd. and Bulk Nordic Oshima Ltd. - Amended and Restated Loan Agreement 89,625,000 — Bulk Nordic Odyssey Ltd., Bulk Nordic Orion Ltd and Bulk Nordic Oshima Ltd. Loan Agreement — 51,125,000 Bulk Atlantic Secured Note (2) 6,530,000 7,890,000 Bulk Phoenix Secured Note (1) 7,649,997 8,916,665 Term Loan Facility of USD 13,000,000 (Nordic Bulk Barents Ltd. and Nordic Bulk Bothnia Ltd.) 10,717,370 12,021,730 Bulk Nordic Oasis Ltd. Loan Agreement 21,500,000 — Long Wharf Construction to Term Loan 978,210 998,148 Total 151,140,681 106,189,355 Less: current portion (19,499,262 ) (17,807,674 ) Less: unamortized bank fees (2,145,266 ) (1,755,530 ) Secured long-term debt $ 129,496,153 $ 86,626,151 (1) The Bulk Pangaea Secured Note, the Bulk Patriot Secured Note, the Bulk Trident Secured Note, the Bulk Juliana Secured Note, and the Bulk Phoenix Secured Note are cross-collateralized by the vessels m/v Bulk Pangaea, m/v Bulk Patriot, m/v Bulk Trident, m/v Bulk Juliana, and m/v Bulk Newport and are guaranteed by the Company. (2) The Bulk Atlantic Secured Note collateralized by the vessel m/v Bulk Beothuk and is guaranteed by the Company. The Bulk Discovery Secured Note and the Bulk Cajun Secured Note were repaid in conjunction with the sale of the m/v Bulk Discovery and the m/v Bulk Cajun during 2015. |
Schedule of Maturities of Long-term Debt [Table Text Block] | The future minimum annual payments under the debt agreements are as follows: Years ending December 31, 2016 $ 19,499,262 2017 16,147,613 2018 21,004,294 2019 18,480,107 2020 20,277,444 Thereafter 55,731,961 $ 151,140,681 |
COMMON STOCK AND NON-CONTROLL30
COMMON STOCK AND NON-CONTROLLING INTEREST (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Noncontrolling Interest [Abstract] | |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | Restricted share awards pursuant to the Amended Plan Shares Weighted-Average Grant-Date Fair Value Per Share Non-vested shares at December 31, 2014 60,000 $ 4.75 Granted 1,346,857 2.45 Vested (30,000 ) 4.75 Non-vested at December 31, 2015 1,376,857 $ 2.45 |
Schedule of Dividends Payable [Table Text Block] | Dividends payable consist of the following: 2008 common stock dividend 2012 common stock special dividend 2013 common stock dividend 2013 Odyssey and Orion dividend 2014 preferred stock dividend Total Balance at December 31, 2013 $ 2,674,125 $ 6,898,575 $ 12,700,000 $ 904,803 $ — $ 23,177,503 Gross amount of dividend accrued — — — — 6,303,747 6,303,747 Paid in kind — (3,964,218 ) (6,288,460 ) — (6,303,747 ) (16,556,425 ) Paid in cash (100,000 ) — — — — (100,000 ) Balance at December 31, 2014 2,574,125 2,934,357 6,411,540 904,803 — 12,824,825 Paid in cash (100,000 ) — — — — (100,000 ) Balance at December 31, 2015 $ 2,474,125 $ 2,934,357 $ 6,411,540 $ 904,803 $ — $ 12,724,825 |
Quarterly Data Quarterly Data (
Quarterly Data Quarterly Data (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information [Table Text Block] | (Unaudited) 2015 2014 (Dollars in millions, except per share amounts) Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Revenues: Voyage revenue $ 90.6 $ 60.9 $ 64.6 $ 50.6 $ 91.6 $ 79.9 $ 80.6 $ 93.2 Charter revenue 4.5 4.2 6.6 5.3 22.7 9.9 10.6 9.9 95.1 65.1 71.2 55.9 114.2 89.8 91.2 103.1 Expenses: Voyage expense 45.3 28.1 30.4 21.8 48.1 41.9 46.6 52.8 Charter hire expense 24.7 15.2 20.6 15.5 44.0 34.0 34.3 37.4 Vessel operating expenses 7.8 7.1 8.5 8.2 6.9 7.7 7.9 7.0 General and administrative 4.3 3.9 3.6 3.1 2.6 2.4 2.8 5.1 Depreciation and amortization 3.0 3.3 3.2 3.3 2.6 2.7 3.1 3.3 Loss on impairment of vessels — — — 5.4 — — — 11.5 Loss (gain) on sale of vessels 0.1 0.5 0.1 — — (2.3 ) (1.7 ) — Total expenses 85.2 58.1 66.3 57.2 104.2 86.4 93.1 117.1 (Loss) income from operations 9.9 7.0 4.9 (1.3 ) 10.1 3.4 (1.9 ) (14.0 ) Other income (expense): Interest expense, net (1.4 ) (1.3 ) (1.5 ) (1.2 ) (1.5 ) (1.5 ) (1.3 ) (1.3 ) Interest expense related party debt (0.1 ) (0.1 ) (0.1 ) (0.1 ) — — (0.1 ) (0.1 ) Imputed interest on related party long-term debt — — — — (0.3 ) — — — Unrealized (loss) gain on derivative instruments 0.8 0.4 (0.5 ) (1.1 ) (0.4 ) (1.2 ) (0.6 ) 0.9 Other (expense) income 0.1 0.1 — (1.1 ) (0.2 ) 0.1 0.1 (3.7 ) Total other expense, net (0.6 ) (1.0 ) (2.1 ) (3.5 ) (2.4 ) (2.6 ) (1.9 ) (4.2 ) Net income (loss) 9.3 6.0 2.8 (4.8 ) 7.7 0.7 (3.8 ) (18.2 ) (Income) loss attributable to noncontrolling interests (1.7 ) (0.6 ) 0.2 — (1.1 ) 0.5 0.9 1.2 Net income (loss) attributable to Pangaea Logistics Solutions Ltd. $ 7.6 $ 5.5 $ 3.0 $ (4.8 ) $ 6.6 $ 1.2 $ (2.9 ) $ (17.0 ) Earnings (loss) per common share: Basic $ 0.22 $ 0.16 $ 0.09 $ (0.14 ) $ 0.17 $ (0.04 ) $ (0.42 ) $ (0.86 ) Diluted $ 0.22 $ 0.16 $ 0.09 $ (0.14 ) $ 0.17 $ (0.04 ) $ (0.42 ) $ (0.86 ) Quarterly Data (continued) Weighted average shares used to compute earnings (loss) per common share (Note 5) Basic 34,696,980 34,696,980 34,696,980 35,045,132 13,421,955 13,421,955 13,421,955 34,756,980 Diluted 34,695,930 34,887,177 35,004,808 35,382,734 13,421,955 13,421,955 13,421,955 34,756,980 Common Stock Information: Price Range: High 4.70 3.77 3.68 3.65 n/a n/a n/a 10.09 Low 2.70 2.22 2.72 2.57 n/a n/a n/a 4.51 (the Company's common stock began trading on October 1, 2014) |
COMPLETED MERGERS (Details Text
COMPLETED MERGERS (Details Textual) - USD ($) $ / shares in Units, $ in Millions | Apr. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2015 |
Business Acquisition [Line Items] | |||
Preferred Stock, Shares Outstanding | 0 | 0 | |
Common Stock, Shares, Issued | 34,756,980 | 36,503,837 | |
Common Stock, Shares, Outstanding | 34,756,980 | 36,503,837 | |
Signing Holders [Member] | |||
Business Acquisition [Line Items] | |||
Percentage Of Shares Holding | 85.40% | ||
Common Stock [Member] | |||
Business Acquisition [Line Items] | |||
Development Stage Entities, Stock Issued, Shares, Issued for Noncash Consideration | 415,309 | ||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 115,352 | ||
Common Stock [Member] | Bulk Partners [Member] | |||
Business Acquisition [Line Items] | |||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 31,150,827 | ||
Common Stock, Registrant [Member] | |||
Business Acquisition [Line Items] | |||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 1,026,812 | ||
Redeemable Convertible Preferred Stock [Member] | |||
Business Acquisition [Line Items] | |||
Stock Issued During Period, Shares, Conversion of Convertible Securities | (105,670) | ||
Merger Agreement [Member] | |||
Business Acquisition [Line Items] | |||
Business Acquisition, Date of Acquisition Agreement | Apr. 30, 2014 | ||
Business Acquisition, Name of Acquired Entity | Quartet Merger Corp. | ||
Business Acquisition, Description of Acquired Entity | Quartet Merger Corp. (''Quartet''), Quartet Merger Sub Ltd. (''Merger Sub''), Bulk Partners' (at the time, Pangaea Logistics Solutions Ltd.), and the security holders of Bulk Partners (''Signing Holders''), which contemplated (i) Quartet merging with and into the Company, with the Company surviving such merger as the publicly-traded entity and (ii) Merger Sub merging with and into Bulk Partners with Bulk Partners surviving such merger as a wholly-owned subsidiary of the Company (collectively, the ''Merger''). | ||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 3,130,844 | ||
Conversion of Stock, Shares Converted | 420,000 | ||
Common Stock, Shares, Issued | 123,356 | ||
Merger Agreement [Member] | Third Parties [Member] | |||
Business Acquisition [Line Items] | |||
Stock Issued During Period, Shares, Acquisitions | 291,953 | ||
Merger Agreement [Member] | Signing Holders [Member] | |||
Business Acquisition [Line Items] | |||
Forfeiture Of Shares | 1,739,062 | ||
Merger Agreement [Member] | Common Stock [Member] | Bulk Partners [Member] | |||
Business Acquisition [Line Items] | |||
Convertible Preferred Stock, Shares Issued upon Conversion | 115,352 | ||
Merger Agreement [Member] | Common Stock [Member] | Signing Holders [Member] | |||
Business Acquisition [Line Items] | |||
Stock Issued During Period, Shares, Acquisitions | 29,411,765 | ||
Merger Agreement [Member] | Redeemable Convertible Preferred Stock [Member] | Bulk Partners [Member] | |||
Business Acquisition [Line Items] | |||
Stock Issued During Period, Shares, Acquisitions | 105,670 | ||
Merger Agreement [Member] | IPO [Member] | |||
Business Acquisition [Line Items] | |||
Conversion of Stock, Shares Issued | 8,840,014 | ||
Shares Issued, Price Per Share | $ 10.20 | ||
Conversion of Stock, Amount Issued | $ 90.1 | ||
Forfeiture Of Shares | 1,739,062 |
NATURE OF ORGANIZATION (Details
NATURE OF ORGANIZATION (Details Textual) | Dec. 31, 2015 | Dec. 31, 2014 |
Nordic Bulk Holding ApS [Member] | ||
Nature Of Organization [Line Items] | ||
Equity Method Investment, Ownership Percentage | 100.00% | 51.00% |
BVH [Member] | ||
Nature Of Organization [Line Items] | ||
Equity Method Investment, Ownership Percentage | 50.00% | 50.00% |
SUMMARY OF SIGNIFICANT ACCOUN34
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Accounting Policies [Abstract] | |||
Money market accounts - cash equivalents | $ 28,491,872 | $ 24,238,756 | |
Cash | 9,028,368 | 5,578,751 | |
Total | $ 37,520,240 | $ 29,817,507 | $ 18,927,927 |
SUMMARY OF SIGNIFICANT ACCOUN35
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Basis Of Presentation And General Information [Line Items] | ||
Advance hire | $ 1,138,300 | $ 4,345,959 |
Prepaid expenses | 537,192 | 427,889 |
Other current assets | 1,003,800 | 1,794,386 |
Total | $ 2,679,292 | $ 6,568,234 |
SUMMARY OF SIGNIFICANT ACCOUN36
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | ||
Deferred financing costs | $ 5,275,238 | $ 4,397,950 |
Less: accumulated amortization | (3,129,972) | (2,642,420) |
Unamortized bank fees | 2,145,266 | 1,755,530 |
Amortization of deferred financing costs | $ 745,522 | $ 954,604 |
SUMMARY OF SIGNIFICANT ACCOUN37
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 4) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Accounting Policies [Line Items] | ||
Accounts payable | $ 14,064,870 | $ 33,538,153 |
Accrued expenses | 5,232,864 | 4,651,503 |
Accrued interest | 455,818 | 540,862 |
Other accrued liabilities | 2,402,650 | 1,471,276 |
Total | $ 22,156,202 | $ 40,201,794 |
SUMMARY OF SIGNIFICANT ACCOUN38
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 5) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Accounting Policies [Line Items] | ||
Carrying amount of long-term debt | $ 28,320,101 | $ 42,044,477 |
Fair value of long-term debt | $ 28,560,879 | $ 45,960,663 |
SUMMARY OF SIGNIFICANT ACCOUN39
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accounting Policies [Line Items] | ||||||||||
Share-based Compensation | $ 457,068 | $ 1,816 | ||||||||
Vessels Salvage Value Per Lightweight Ton | $ 375 | 375 | ||||||||
Allowance for Doubtful Accounts Receivable | 5,067,194 | $ 4,029,669 | 5,067,194 | 4,029,669 | ||||||
Provision for Doubtful Accounts | 974,952 | 2,764,836 | ||||||||
Allowance for Doubtful Accounts Receivable, Write-offs | $ 157,000 | 398,000 | ||||||||
Property, Plant and Equipment, Useful Life | 5 years | |||||||||
Deferred Finance Costs, Net | 2,145,266 | 1,755,530 | $ 2,145,266 | 1,755,530 | ||||||
Income Tax Expense (Benefit) | 373,000 | 364,000 | ||||||||
Nonoperating Income (Expense) | (1,100,843) | $ 30,000 | $ 60,935 | $ 83,149 | (3,701,148) | $ 83,803 | $ 74,227 | $ (150,000) | (926,759) | (3,693,118) |
Loss on impairment of vessels | 5,354,023 | $ 0 | $ 0 | $ 0 | 11,506,631 | $ 0 | $ 0 | $ 0 | 5,354,023 | 11,506,631 |
Extinguishment of Debt, Amount | 11,000 | 198,000 | ||||||||
Write off of Deferred Debt Issuance Cost | 26,000 | 274,000 | ||||||||
Other Assets, Current | 1,003,800 | 1,794,386 | 1,003,800 | 1,794,386 | ||||||
Restricted Cash and Cash Equivalents, Current | 2,003,341 | 1,000,000 | 2,003,341 | 1,000,000 | ||||||
Bank of America Letter of Credit [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Restricted Cash and Cash Equivalents, Current | 500,000 | 500,000 | 500,000 | 500,000 | ||||||
Swap [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Nonoperating Income (Expense) | 2,146,000 | |||||||||
Secured Term Loan Obtained In 2014 [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Deferred Finance Costs, Net | 259,000 | 259,000 | ||||||||
Debt Issuance Cost | 225,000 | |||||||||
Bulk Atlantic Secured Note [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Restricted Cash and Cash Equivalents, Current | 500,000 | 500,000 | 500,000 | 500,000 | ||||||
Secured Term Loan Obtained In 2015 [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Deferred Finance Costs, Net | $ 378,000 | 378,000 | ||||||||
Debt Issuance Cost | 800,000 | |||||||||
Vessels [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Impairment of Long-Lived Assets to be Disposed of | 1,531,000 | |||||||||
Long Lived Assets To Be Disposed [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Loss on impairment of vessels | $ 10,000,000 | |||||||||
Nordic Bothnia And Nordic Barents [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Loss on impairment of vessels | $ 3,500,000 | |||||||||
Maximum [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
U.S. Federal Corporate Income Tax Rate Gross | 35.00% | 35.00% | ||||||||
Maximum [Member] | Vessels [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Property, Plant and Equipment, Useful Life | 30 years | |||||||||
Maximum [Member] | Current Fleet [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Property, Plant and Equipment, Useful Life | 25 years | |||||||||
Minimum [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
U.S. Federal Corporate Income Tax Rate Gross | 30.00% | 30.00% | ||||||||
Minimum [Member] | Vessels [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Property, Plant and Equipment, Useful Life | 25 years | |||||||||
Minimum [Member] | Current Fleet [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Property, Plant and Equipment, Useful Life | 4 years | |||||||||
Sales Revenue, Net [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Concentration Risk, Percentage | 13.00% | |||||||||
Concentration Risk, Geographic | 0.1 | 0.1 | ||||||||
Concentration Risk, Customer | 1 | |||||||||
Sales Revenue, Net [Member] | UNITED STATES | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Concentration Risk, Percentage | 29.00% | 21.00% | ||||||||
Sales Revenue, Net [Member] | SWITZERLAND | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Concentration Risk, Percentage | 13.00% | 18.00% | ||||||||
Sales Revenue, Net [Member] | CANADA | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Concentration Risk, Percentage | 15.00% | 11.00% | ||||||||
Trade Accounts Receivable [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Concentration Risk, Percentage | 59.00% | 35.00% | ||||||||
Concentration Risk, Customer | 2 | 3 | ||||||||
Accounts Receivable [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Concentration Risk, Geographic | 0.1 | 0.1 | ||||||||
Accounts Receivable [Member] | UNITED STATES | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Concentration Risk, Percentage | 35.00% | 27.00% | ||||||||
Accounts Receivable [Member] | CANADA | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Concentration Risk, Percentage | 41.00% | 33.00% | ||||||||
Accounts Receivable [Member] | BRAZIL | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Concentration Risk, Percentage | 11.00% | |||||||||
Three Customer [Member] | Sales Revenue, Net [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Concentration Risk, Percentage | 0.00% | 0.00% | ||||||||
Bulk Cajun [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Loss on impairment of vessels | $ 1,500,000 | |||||||||
Long-term Debt, Current Maturities | 6,000 | $ 6,000 | ||||||||
Other Assets, Current | $ 36,000 | $ 36,000 | ||||||||
shareholder lawsuit [Member] | ||||||||||
Accounting Policies [Line Items] | ||||||||||
Restricted Cash and Cash Equivalents, Current | $ 1,000,000 | $ 1,000,000 |
LOSS PER SHARE (Details)
LOSS PER SHARE (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Numerator: | ||||||||||
Net loss attributable to Pangaea Logistics Solutions Ltd. | $ (4,787,042) | $ 3,002,669 | $ 5,460,637 | $ 7,599,929 | $ (17,042,053) | $ (2,909,607) | $ 1,229,925 | $ 6,593,285 | $ 11,276,193 | $ (12,128,449) |
Less: dividends declared on convertible redeemable preferred stock | 0 | (6,303,747) | ||||||||
Less: beneficial conversion | 0 | (11,776,661) | ||||||||
Total (losses) allocated to common stock | $ 11,276,193 | $ (30,208,857) | ||||||||
Denominator: | ||||||||||
Weighted Average Number of Shares Outstanding, Basic | 35,045,132 | 34,696,980 | 34,696,980 | 34,696,980 | 34,756,980 | 13,421,955 | 13,421,955 | 13,421,955 | 34,784,733 | 18,726,308 |
Weighted Average Number of Shares Outstanding, Diluted | 35,382,734 | 35,004,808 | 34,887,177 | 34,695,930 | 34,756,980 | 13,421,955 | 13,421,955 | 13,421,955 | 34,957,542 | 18,726,308 |
Earnings Per Share, Basic | $ (0.14) | $ 0.09 | $ 0.16 | $ 0.22 | $ (0.86) | $ (0.42) | $ (0.04) | $ 0.17 | $ 0.32 | $ (1.61) |
Earnings Per Share, Diluted | $ (0.14) | $ 0.09 | $ 0.16 | $ 0.22 | $ (0.86) | $ (0.42) | $ (0.04) | $ 0.17 | $ 0.32 | $ (1.61) |
VARIABLE INTEREST ENTITIES (Det
VARIABLE INTEREST ENTITIES (Details Textual) - USD ($) | Oct. 13, 2015 | Jun. 22, 2015 | Dec. 31, 2015 | Dec. 31, 2014 |
Variable Interest Entity [Line Items] | ||||
Retained Earnings (Accumulated Deficit), Total | $ (24,866,534) | $ (36,142,727) | ||
Long Wharf [Member] | ||||
Variable Interest Entity [Line Items] | ||||
Variable Interest Entity, Consolidated, Carrying Amount, Assets | 800,000 | 925,000 | ||
Variable Interest Entity, Consolidated, Carrying Amount, Liabilities | 1,200,000 | 1,189,000 | ||
Variable Interest Entity Consolidated Carrying Amount Stockholders Equity | 300,000 | 264,000 | ||
Nordic Bulk Ventures Holding Company Ltd and ST Shipping and Transport Ltd [Member] | ||||
Variable Interest Entity [Line Items] | ||||
Variable Interest Entity, Consolidated, Carrying Amount, Assets | 171,000,000 | 102,759,000 | ||
Variable Interest Entity, Consolidated, Carrying Amount, Liabilities | 112,000,000 | 97,612,000 | ||
Variable Interest Entity Consolidated Carrying Amount Stockholders Equity | 1,900,000 | 1,227,000 | ||
Noncontrolling Interest in Variable Interest Entity | 57,100,000 | 3,920,000 | ||
Nordic Bulk Ventures Holding Company Ltd, Bulk Nordic Five Ltd and Bulk Nordic Six Ltd [Member] | ||||
Variable Interest Entity [Line Items] | ||||
Variable Interest Entity, Consolidated, Carrying Amount, Assets | 4,400,000 | 4,402,000 | ||
Variable Interest Entity, Consolidated, Carrying Amount, Liabilities | 4,500,000 | 4,443,000 | ||
Variable Interest Entity Consolidated Carrying Amount Stockholders Equity | 33,000 | 23,000 | ||
Retained Earnings (Accumulated Deficit), Total | 28,000 | 18,000 | ||
Nordic Bulk Holding [Member] | ||||
Variable Interest Entity [Line Items] | ||||
Variable Interest Entity, Consolidated, Carrying Amount, Assets | 6,100,000 | 11,116,000 | ||
Variable Interest Entity, Consolidated, Carrying Amount, Liabilities | 7,600,000 | 14,816,000 | ||
Variable Interest Entity Consolidated Carrying Amount Stockholders Equity | 1,500,000 | $ 1,805,000 | ||
Noncontrolling Interest, Ownership Percentage by Parent | 51.00% | |||
mv BULK CAJUN [Member] | ||||
Variable Interest Entity [Line Items] | ||||
Variable Interest Entity, Consolidated, Carrying Amount, Assets | 53,000,000 | $ 59,641,000 | ||
Variable Interest Entity, Consolidated, Carrying Amount, Liabilities | 54,100,000 | 58,710,000 | ||
Variable Interest Entity Consolidated Carrying Amount Stockholders Equity | $ 1,100,000 | $ 931,000 | ||
Nordic Bulk Ventures (Cyprus) Limited (NBV) [Member] | Nordic Bulk Holdings ApS (NBH) [Member] | ||||
Variable Interest Entity [Line Items] | ||||
Business Acquisition, Percentage of Voting Interests Acquired | 24.50% | 24.50% | ||
Business Combination, Consideration Transferred | $ 400,000 | $ 250,000 | ||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Percentage | 51.00% | |||
Conversion of Intercompany Debt to Additional Shares in Subsidiary of Acquiree [Member] | Nordic Bulk Ventures (Cyprus) Limited (NBV) [Member] | Nordic Bulk Holdings ApS (NBH) [Member] | ||||
Variable Interest Entity [Line Items] | ||||
Debt Conversion, Original Debt, Amount | $ 4,000,000 | |||
Nordic Bulk Carriers AS (NBC) [Member] | Nordic Bulk Holdings ApS (NBH) [Member] | ||||
Variable Interest Entity [Line Items] | ||||
Noncontrolling Interest, Ownership Percentage by Parent | 100.00% |
FIXED ASSETS (Details)
FIXED ASSETS (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Vessels And Vessel Improvements Property Plant And Equipment Gross | $ 286,280,384 | $ 227,372,453 |
Accumulated depreciation and amortization | (33,963,405) | (22,682,586) |
Vessels, vessel upgrades and capitalized dry docking, net | 252,316,979 | 204,689,867 |
Property, Plant and Equipment, Gross | 3,743,576 | 3,656,308 |
Accumulated depreciation | (914,748) | (678,562) |
Other fixed assets, net | 2,828,828 | 2,977,746 |
Total fixed assets, net | 255,145,807 | 207,667,613 |
Vessels and Vessel upgrades [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Vessels And Vessel Improvements Property Plant And Equipment Gross | 279,042,265 | 221,409,122 |
Capitalized Dry Docking [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Vessels And Vessel Improvements Property Plant And Equipment Gross | 7,238,119 | 5,963,331 |
Land and Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 2,541,085 | 2,541,085 |
Internal Use Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 268,313 | 268,313 |
Computers and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 934,178 | $ 846,910 |
FIXED ASSETS (Details 1)
FIXED ASSETS (Details 1) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Vessels And Vessel Improvements Property Plant And Equipment Net | $ 252,316,979 | $ 204,689,867 |
mv BULK PANGAEA [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Vessels And Vessel Improvements Property Plant And Equipment Net | 19,555,658 | 21,176,498 |
mv BULK DISCOVERY [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Vessels And Vessel Improvements Property Plant And Equipment Net | 0 | 3,741,375 |
mv BULK PATRIOT [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Vessels And Vessel Improvements Property Plant And Equipment Net | 13,732,984 | 14,988,585 |
mv BULK JULIANA [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Vessels And Vessel Improvements Property Plant And Equipment Net | 13,096,232 | 14,023,118 |
mv NORDIC ODYSSEY [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Vessels And Vessel Improvements Property Plant And Equipment Net | 28,537,024 | 29,125,309 |
mv NORDIC ORION [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Vessels And Vessel Improvements Property Plant And Equipment Net | 29,242,572 | 29,627,397 |
mv BULK TRIDENT [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Vessels And Vessel Improvements Property Plant And Equipment Net | 15,696,689 | 16,430,154 |
mv BULK BEOTHUK [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Vessels And Vessel Improvements Property Plant And Equipment Net | 12,653,475 | 13,228,238 |
mv BULK NEWPORT [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Vessels And Vessel Improvements Property Plant And Equipment Net | 14,109,300 | 14,733,879 |
mv NORDIC BOTHNIA [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Vessels And Vessel Improvements Property Plant And Equipment Net | 3,700,000 | 7,000,000 |
mv NORDIC BARENTS [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Vessels And Vessel Improvements Property Plant And Equipment Net | 3,700,000 | 7,000,000 |
mv NORDIC OSHIMA [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Vessels And Vessel Improvements Property Plant And Equipment Net | 32,540,468 | 33,615,314 |
mv NORDIC OLYMPIC [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Vessels And Vessel Improvements Property Plant And Equipment Net | 32,780,722 | 0 |
mv NORDIC ODIN [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Vessels And Vessel Improvements Property Plant And Equipment Net | $ 32,971,855 | $ 0 |
FIXED ASSETS (Details Textual)
FIXED ASSETS (Details Textual) | 12 Months Ended | |
Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($)vessel | |
Property, Plant and Equipment [Line Items] | ||
Purchase of vessels | $ 44,799,563 | $ 43,914,439 |
Payments to Acquire Buildings | $ 27,209,306 | 13,101,430 |
Property, Plant and Equipment, Useful Life | 5 years | |
mv NORDIC ODIN [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Purchase of vessels | $ 33,800,000 | |
Panamax Vessels [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Payments to Acquire Buildings | $ 33,800,000 | |
Ultramax Vessels [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Payments to Acquire Buildings | $ 8,800,000 | |
Number of Vessels | vessel | 2 |
MARGIN ACCOUNTS (Details Textua
MARGIN ACCOUNTS (Details Textual) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Forward Contracts [Member] | ||
Margin Accounts [Line Items] | ||
Margin Deposit Assets | $ 433 | $ 440 |
DERIVATIVES AND FAIR VALUE ME46
DERIVATIVES AND FAIR VALUE MEASUREMENT (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative, Inception Date | Feb. 1, 2011 | Feb. 1, 2011 |
Derivative, Maturity Date | Jan. 24, 2021 | Jan. 24, 2021 |
Interest Rate Swap [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Notional amount | $ 976,500 | $ 996,600 |
Fair Value, Net Asset (Liability) | $ 112,299 |
DERIVATIVES AND FAIR VALUE ME47
DERIVATIVES AND FAIR VALUE MEASUREMENT (Details 1) - Fair Value, Measurements, Recurring [Member] - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Margin Accounts [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value, Net Asset (Liability) | $ (433,000) | $ (439,578) |
Margin Accounts [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value, Net Asset (Liability) | (433,000) | 439,578 |
Interest Rate Swap [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value, Net Asset (Liability) | (103,783) | 112,299 |
Interest Rate Swap [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value, Net Asset (Liability) | 103,783 | (112,299) |
Fuel Swap Contracts [Member] | Fuel [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value, Net Asset (Liability) | 1,776,975 | 1,391,195 |
Fuel Swap Contracts [Member] | Fuel [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value, Net Asset (Liability) | $ 1,776,975 | $ 1,391,195 |
DERIVATIVES AND FAIR VALUE ME48
DERIVATIVES AND FAIR VALUE MEASUREMENT (Details Textual) | 12 Months Ended | |
Dec. 31, 2015USD ($)swap | Dec. 31, 2014USD ($) | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative, Number of Instruments Held | 1 | 1 |
Swap [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative, Gain (Loss) on Derivative, Net | $ 386,000 | $ 1,182,000 |
Interest Rate Swap [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative, Fixed Interest Rate | 6.63% | 6.63% |
Derivative, Gain (Loss) on Derivative, Net | $ 8,500 | $ (17,000) |
Fair Value, Measurements, Recurring [Member] | Swap [Member] | Fuel [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Fair Value, Net Asset (Liability) | 1,776,975 | 1,391,195 |
Fair Value, Measurements, Recurring [Member] | Interest Rate Swap [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Fair Value, Net Asset (Liability) | $ (103,783) | 112,299 |
Interest Rate Swap [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Fair Value, Net Asset (Liability) | $ 112,299 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Related Party Transaction [Line Items] | ||
Related party debt | $ 13,321,419 | $ 59,102,077 |
Notes Payable, Related Parties, Current | 1,254,985 | 4,037,850 |
Related Party Debt Current [Member] | ||
Related Party Transaction [Line Items] | ||
Related party debt | 13,321,419 | 59,102,077 |
Proceeds from (Repayments of) Related Party Debt | (45,780,658) | |
Loan Payable 2011 Founders Note [Member] | Related Party Debt Current [Member] | Loans Payable [Member] | ||
Related Party Transaction [Line Items] | ||
Related party debt | 4,325,000 | 4,325,000 |
Proceeds from (Repayments of) Related Party Debt | 0 | |
Interest Payable 2011 Founders Note [Member] | Related Party Debt Current [Member] | Loans Payable [Member] | ||
Related Party Transaction [Line Items] | ||
Related party debt | 553,919 | 334,605 |
Proceeds from (Repayments of) Related Party Debt | 219,314 | |
Loan Payable BVH shareholder STST [Member] | Related Party Debt Current [Member] | Loans Payable [Member] | ||
Related Party Transaction [Line Items] | ||
Related party debt | 4,442,500 | 4,442,500 |
Proceeds from (Repayments of) Related Party Debt | 0 | |
Affiliated Companies [Member] | Accounts Payable and Accrued Liabilities [Member] | ||
Related Party Transaction [Line Items] | ||
Related party debt | 4,037,850 | |
Proceeds from (Repayments of) Related Party Debt | (2,782,865) | |
Loan Payable To Founders [Member] | Related Party Debt Current [Member] | Loans Payable [Member] | ||
Related Party Transaction [Line Items] | ||
Related party debt | 4,000,000 | 5,000,000 |
Proceeds from (Repayments of) Related Party Debt | (1,000,000) | |
Loan payable to NBHC shareholder STST 1 [Member] | Related Party Debt Current [Member] | Loans Payable [Member] | ||
Related Party Transaction [Line Items] | ||
Related party debt | 0 | 22,500,000 |
Proceeds from (Repayments of) Related Party Debt | (22,500,000) | |
Loan payable to NBHC shareholder ASO2020 1 [Member] | Related Party Debt Current [Member] | Loans Payable [Member] | ||
Related Party Transaction [Line Items] | ||
Related party debt | 0 | $ 22,499,972 |
Proceeds from (Repayments of) Related Party Debt | $ (22,499,972) |
RELATED PARTY TRANSACTIONS (D50
RELATED PARTY TRANSACTIONS (Details Textual) - USD ($) | Jan. 01, 2012 | Oct. 01, 2011 | Dec. 31, 2015 | Dec. 31, 2014 | Nov. 30, 2014 |
Related Party Transaction [Line Items] | |||||
Repayments of Related Party Debt | $ 1,216,250 | $ 225,291 | |||
Proceeds from Related Party Debt | 6,853,336 | 17,651,149 | |||
Notes Payable, Related Parties, Current | 1,254,985 | 4,037,850 | |||
Technical management fees | 2,262,000 | 2,356,500 | |||
Amortization Of Discount And Imputed Interest On Related Party Long Term Debt | 0 | 322,946 | |||
Amortization Of Discount On Related Party Long-Term Debt | 0 | $ 322,946 | |||
Founder [Member] | |||||
Related Party Transaction [Line Items] | |||||
Proceeds from Related Party Debt | $ 10,000,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | ||||
Notes Payable, Related Parties, Current | 4,325,000 | ||||
Redeemable Convertible Preferred Stock [Member] | Founder [Member] | |||||
Related Party Transaction [Line Items] | |||||
Stock Issued During Period, Shares, New Issues | 5,675 | ||||
Bulk Invest, Ltd. [Member] | |||||
Related Party Transaction [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | ||||
Debt Instrument, Face Amount | $ 5,000,000 | ||||
STST [Member] | |||||
Related Party Transaction [Line Items] | |||||
Proceeds from Related Party Debt | $ 4,442,500 |
LINE OF CREDIT (Details Textual
LINE OF CREDIT (Details Textual) - Revolving Credit Facility [Member] - USD ($) | Apr. 13, 2015 | Dec. 31, 2015 | Dec. 31, 2012 |
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 3,000,000 | ||
Line of Credit Facility, Expiration Date | Aug. 19, 2015 | ||
Repayments of Lines of Credit | $ 3,000,000 |
SECURED LONG-TERM DEBT (Details
SECURED LONG-TERM DEBT (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Long-term Debt [Line Items] | ||
Secured Debt | $ 151,140,681 | $ 106,189,355 |
Less: current portion | (19,499,262) | (17,807,674) |
Less: unamortized bank fees | (2,145,266) | (1,755,530) |
Secured long-term debt, net | 129,496,153 | 86,626,151 |
Bulk Pangaea Secured Note [Member] | ||
Long-term Debt [Line Items] | ||
Secured Debt | 1,734,375 | 3,121,875 |
Bulk Discovery Secured Note [Member] | ||
Long-term Debt [Line Items] | ||
Secured Debt | 0 | 3,780,000 |
Bulk Patriot Secured Note [Member] | ||
Long-term Debt [Line Items] | ||
Secured Debt | 2,312,500 | 4,762,500 |
Bulk Cajun Secured Note [Member] | ||
Long-term Debt [Line Items] | ||
Secured Debt | 0 | 853,125 |
Bulk Trident Secured Note [Member] | ||
Long-term Debt [Line Items] | ||
Secured Debt | 6,375,000 | 7,650,000 |
Bulk Juliana Secured Note [Member] | ||
Long-term Debt [Line Items] | ||
Secured Debt | 3,718,229 | 5,070,312 |
Bulk Nordic Odin, Bulk Nordic Olympic, Bulk Nordic Odyssey, Bulk Nordic Orion and Bulk Nordic Oshima Loan Agreement [Member] [Domain] | ||
Long-term Debt [Line Items] | ||
Secured Debt | 89,625,000 | 0 |
Bulk Nordic Odyssey, Bulk Nordic Orion and Bulk Nordic Oshima Loan Agreement [Member] | ||
Long-term Debt [Line Items] | ||
Secured Debt | 0 | 51,125,000 |
Bulk Atlantic Secured Note [Member] | ||
Long-term Debt [Line Items] | ||
Secured Debt | 6,530,000 | 7,890,000 |
Bulk Phoenix Secured Note [Member] | ||
Long-term Debt [Line Items] | ||
Secured Debt | 7,649,997 | 8,916,665 |
Nordic Bulk Barents Ltd. and Nordic Bulk Bothnia Ltd. [Member] | ||
Long-term Debt [Line Items] | ||
Secured Debt | 10,717,370 | 12,021,730 |
Bulk Nordic Oasis Ltd. Loan Agreement [Member] | ||
Long-term Debt [Line Items] | ||
Secured Debt | 21,500,000 | 0 |
Long Wharf Construction to Term Loan [Member] | ||
Long-term Debt [Line Items] | ||
Secured Debt | $ 978,210 | $ 998,148 |
SECURED LONG-TERM DEBT (Detai53
SECURED LONG-TERM DEBT (Details 1) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Long-term Debt [Line Items] | ||
Secured Debt | $ 151,140,681 | $ 106,189,355 |
2,015 | 19,499,262 | |
2,016 | 16,147,613 | |
2,017 | 21,004,294 | |
2,018 | 18,480,107 | |
2,019 | 20,277,444 | |
Thereafter | 55,731,961 | |
Long-term Debt | $ 151,140,681 |
SECURED LONG-TERM DEBT (Detai54
SECURED LONG-TERM DEBT (Details Textual) | Feb. 22, 2016USD ($) | Dec. 22, 2015USD ($) | Dec. 11, 2015USD ($)installment | Sep. 18, 2015USD ($)installment | Aug. 04, 2015USD ($) | Aug. 28, 2013USD ($) | May. 31, 2013USD ($)installment | May. 16, 2013USD ($) | Apr. 30, 2013USD ($)installment | Feb. 18, 2013USD ($)installment | Apr. 30, 2012USD ($)installment | Oct. 31, 2011USD ($)installment | Sep. 30, 2011USD ($)installment | Feb. 28, 2011USD ($)installment | Nov. 30, 2015USD ($) | Dec. 31, 2012 | Dec. 31, 2015USD ($)trancheinstallment | Feb. 18, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 07, 2014USD ($) | Jan. 23, 2014USD ($) | Apr. 15, 2013USD ($) | Aug. 06, 2012USD ($) | Jan. 31, 2011USD ($) | Dec. 31, 2009USD ($) |
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Minimum Value Clause, Percent of Outstanding Indebtedness | 100.00% | ||||||||||||||||||||||||
Secured Debt [Member] | Senior Secured Post-Delivery Term Loan Facility [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 30,300,000 | ||||||||||||||||||||||||
Proceeds from Issuance of Debt | $ 10,000,000 | $ 8,000,000 | |||||||||||||||||||||||
Secured Debt [Member] | Bulk Pangaea Secured Note [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 12,250,000 | ||||||||||||||||||||||||
Debt Instrument, Number of Periodic Payments | installment | 15 | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 346,875 | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.96% | ||||||||||||||||||||||||
Secured Debt [Member] | Bulk Patriot Secured Note [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 12,000,000 | ||||||||||||||||||||||||
Debt Instrument, Number of Periodic Payments | installment | 24 | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 500,000 | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.01% | ||||||||||||||||||||||||
Secured Debt [Member] | Bulk Trident Secured Note [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 10,200,000 | ||||||||||||||||||||||||
Debt Instrument, Number of Periodic Payments | installment | 24 | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 318,750 | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.29% | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | 2,550,000 | ||||||||||||||||||||||||
Secured Debt [Member] | Bulk Juliana Secured Note [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 8,112,500 | ||||||||||||||||||||||||
Debt Instrument, Number of Periodic Payments | installment | 24 | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 338,021 | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.38% | ||||||||||||||||||||||||
Secured Debt [Member] | Bulk Phoenix Secured Note [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 10,000,000 | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.09% | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | $ 1,816,659 | ||||||||||||||||||||||||
Secured Debt [Member] | Bulk Cajun Secured Note [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 4,550,000 | ||||||||||||||||||||||||
Debt Instrument, Number of Periodic Payments | installment | 16 | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 284,375 | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.51% | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | $ 2,000,000 | ||||||||||||||||||||||||
Secured Debt [Member] | Bulk Discovery Secured Note [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 9,120,000 | ||||||||||||||||||||||||
Debt Instrument, Number of Periodic Payments | installment | 20 | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 356,000 | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.16% | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | $ 2,000,000 | ||||||||||||||||||||||||
Secured Debt [Member] | Bulk Atlantic Secured Note [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 8,520,000 | ||||||||||||||||||||||||
Debt Instrument, Number of Periodic Payments | installment | 8 | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 90,000 | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.46% | ||||||||||||||||||||||||
Debt Instrument, Cash Collateral Posted | $ 385,000 | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | $ 4,260,000 | ||||||||||||||||||||||||
Secured Debt [Member] | Bulk Atlantic Secured Note [Member] | Twelve Equal Quarterly Installments [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Number of Periodic Payments | installment | 12 | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 295,000 | ||||||||||||||||||||||||
Secured Debt [Member] | Bulk Nordic Odyssey and Bulk Nordic Orion Loan Agreement [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 40,000,000 | ||||||||||||||||||||||||
Secured Debt [Member] | Bulk Nordic Odin Ltd And Bulk Nordic Olympic Ltd [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 45,000,000 | ||||||||||||||||||||||||
Secured Debt [Member] | Bulk Nordic Oasis Ltd. Loan Agreement [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 21,500,000 | ||||||||||||||||||||||||
Debt Instrument, Number of Periodic Payments | installment | 24 | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 375,000 | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | $ 12,500,000 | ||||||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.30% | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 2.91% | ||||||||||||||||||||||||
Secured Debt [Member] | Long Wharf Construction to Term Debt [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 1,048,000 | ||||||||||||||||||||||||
Debt Instrument, Number of Periodic Payments | 25 | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.63% | ||||||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.85% | ||||||||||||||||||||||||
Secured Debt [Member] | Nordic Bulk Barents Ltd. and Nordic Bulk Bothnia Ltd [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 13,000,000 | ||||||||||||||||||||||||
Debt Instrument, Cash Collateral Posted | $ 299,000 | $ 309,000 | |||||||||||||||||||||||
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | $ 2,750,000 | ||||||||||||||||||||||||
Debt Instrument, Payment Terms | In addition, any cash in excess of $750,000 per borrower on any repayment date shall be applied toward prepayment of the relevant loan in inverse order, so the balloon payment is prepaid first. | ||||||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | ||||||||||||||||||||||||
Debt Instrument, Number of Tranches | tranche | 2 | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.11% | ||||||||||||||||||||||||
Secured Debt [Member] | Nordic Bulk Barents Ltd. and Nordic Bulk Bothnia Ltd [Member] | Twenty Two Equal Quarterly Installments Per Borrower [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Number of Periodic Payments | installment | 22 | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 163,045 | ||||||||||||||||||||||||
Secured Debt [Member] | Nordic Bulk Barents Ltd. and Nordic Bulk Bothnia Ltd [Member] | One Installment Per Borrower [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 163,010 | ||||||||||||||||||||||||
Secured Debt [Member] | Nordic Bulk BothnIa Ltd. [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Long-term Line of Credit | $ 6,500,000 | ||||||||||||||||||||||||
Secured Debt [Member] | Nordic Bulk Barents Ltd. [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Long-term Line of Credit | $ 6,500,000 | ||||||||||||||||||||||||
Odyssey And Orion [Member] | Secured Debt [Member] | Bulk Nordic Odin, Bulk Nordic Olympic, Bulk Nordic Odyssey, Bulk Nordic Orion and Bulk Nordic Oshima Loan Agreement [Member] [Domain] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 13,500,000 | ||||||||||||||||||||||||
Debt Instrument, Number of Periodic Payments | installment | 20 | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 6,000,000 | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | 375,000 | ||||||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.40% | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.01% | ||||||||||||||||||||||||
Bulk Nordic Odin Ltd And Bulk Nordic Olympic Ltd [Member] | Secured Debt [Member] | Bulk Nordic Odin, Bulk Nordic Olympic, Bulk Nordic Odyssey, Bulk Nordic Orion and Bulk Nordic Oshima Loan Agreement [Member] [Domain] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 21,750,000 | ||||||||||||||||||||||||
Debt Instrument, Number of Periodic Payments | installment | 28 | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 12,000,000 | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | 375,000 | ||||||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 2.61% | ||||||||||||||||||||||||
Nordic Bulk Oshima [Member] | Secured Debt [Member] | Bulk Nordic Odin, Bulk Nordic Olympic, Bulk Nordic Odyssey, Bulk Nordic Orion and Bulk Nordic Oshima Loan Agreement [Member] [Domain] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 21,000,000 | ||||||||||||||||||||||||
Debt Instrument, Number of Periodic Payments | installment | 28 | ||||||||||||||||||||||||
Nordic Bulk Oshima [Member] | Secured Debt [Member] | Bulk Nordic Odyssey, Bulk Nordic Orion and Bulk Nordic Oshima Debt Agreement [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 375,000 | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | $ 12,000,000 | ||||||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | ||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 2.86% | ||||||||||||||||||||||||
Subsequent Event [Member] | Secured Debt [Member] | Nordic Bulk Barents Ltd. and Nordic Bulk Bothnia Ltd [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Cash Collateral Posted | $ 3,300,000 | ||||||||||||||||||||||||
Seven Equal Quarterly Installments [Member] | Secured Debt [Member] | Bulk Phoenix Secured Note [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Number of Periodic Payments | installment | 7 | ||||||||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 216,667 | ||||||||||||||||||||||||
Sixteen Equal Quarterly Installments [Member] | Bulk Phoenix Secured Note [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Number of Periodic Payments | installment | 16 | ||||||||||||||||||||||||
Sixteen Equal Quarterly Installments [Member] | Secured Debt [Member] | Bulk Phoenix Secured Note [Member] | |||||||||||||||||||||||||
Long-term Debt [Line Items] | |||||||||||||||||||||||||
Debt Instrument, Periodic Payment, Principal | $ 416,667 |
COMMON STOCK AND NON-CONTROLL55
COMMON STOCK AND NON-CONTROLLING INTEREST RESTRICTED STOCK AWARDS (SCHEDULE OF ACTIVITY) (Details) - Restricted Stock [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 1,376,857 | 60,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 2.45 | $ 4.75 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 1,346,857 | |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 2.45 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | (30,000) | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 4.75 |
COMMON STOCK AND NON-CONTROLL56
COMMON STOCK AND NON-CONTROLLING INTEREST COMMON STOCK AND NON-CONTROLLING INTEREST (SCHEDULE OF FAIR VALUE OF RESTRICTED STOCK) (Details) - Restricted Stock [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 142,500 | $ 0 |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 3,120,082 | $ 283,150 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms | 3 years 3 months 29 days | 1 year 6 months |
COMMON STOCK AND NON-CONTROLL57
COMMON STOCK AND NON-CONTROLLING INTEREST (DIVIDENDS) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Noncontrolling Interest [Line Items] | ||
Beginning balance | $ 12,824,825 | $ 23,177,503 |
Gross amount of dividend accrued | 6,303,747 | |
Paid in kind | (16,556,425) | |
Paid in cash | (100,000) | (100,000) |
Ending balance | 12,724,825 | 12,824,825 |
Common Stock Dividend 2008 [Member] | ||
Noncontrolling Interest [Line Items] | ||
Beginning balance | 2,574,125 | 2,674,125 |
Gross amount of dividend accrued | 0 | |
Paid in kind | 0 | |
Paid in cash | (100,000) | (100,000) |
Ending balance | 2,474,125 | 2,574,125 |
Common Stock Special Dividend 2012 [Member] | ||
Noncontrolling Interest [Line Items] | ||
Beginning balance | 2,934,357 | 6,898,575 |
Gross amount of dividend accrued | 0 | |
Paid in kind | (3,964,218) | |
Paid in cash | 0 | 0 |
Ending balance | 2,934,357 | 2,934,357 |
Common Stock Dividend 2013 [Member] | ||
Noncontrolling Interest [Line Items] | ||
Beginning balance | 6,411,540 | 12,700,000 |
Gross amount of dividend accrued | 0 | |
Paid in kind | (6,288,460) | |
Paid in cash | 0 | 0 |
Ending balance | 6,411,540 | 6,411,540 |
Odyssey And Orion Dividend 2013 [Member] | ||
Noncontrolling Interest [Line Items] | ||
Beginning balance | 904,803 | 904,803 |
Gross amount of dividend accrued | 0 | |
Paid in kind | 0 | |
Paid in cash | 0 | 0 |
Ending balance | 904,803 | 904,803 |
Preferred Stock Dividend 2014 [Member] | ||
Noncontrolling Interest [Line Items] | ||
Beginning balance | 0 | 0 |
Gross amount of dividend accrued | 6,303,747 | |
Paid in kind | (6,303,747) | |
Paid in cash | 0 | 0 |
Ending balance | $ 0 | $ 0 |
COMMON STOCK AND NON-CONTROLL58
COMMON STOCK AND NON-CONTROLLING INTEREST(Details Textual) - USD ($) | 12 Months Ended | |||
Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Noncontrolling Interest [Line Items] | ||||
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 | ||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | ||
Common Stock, Shares, Issued | 36,503,837 | 34,756,980 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 1,500,000 | |||
Dividends Accrued, Gross | $ 6,303,747 | |||
Dividends Payable | $ 12,724,825 | 12,824,825 | $ 23,177,503 | |
Dividends | 0 | 6,303,747 | ||
Retained Earnings (Accumulated Deficit), Total | (24,866,534) | (36,142,727) | ||
Allocated Share-based Compensation Expense | $ 457,000 | $ 1,900 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value | $ 2.45 | $ 4.75 | ||
NBH [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Noncontrolling Interest in Variable Interest Entity | $ 1,895,000 | |||
NBHC [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Noncontrolling Interest in Variable Interest Entity | 57,133,000 | $ 3,920,000 | ||
Bulk Cajun [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Variable Interest Entity Cost Of Acquired Entity | 524,000 | |||
Nordic Bulk Ventures Holding Company Ltd, Bulk Nordic Five Ltd and Bulk Nordic Six Ltd [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Retained Earnings (Accumulated Deficit), Total | (28,000) | (18,000) | ||
Retained Earnings [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Dividends | 6,303,747 | |||
Odyssey And Orion Dividend 2013 [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Dividends Accrued, Gross | 0 | |||
Dividends Payable | $ 904,803 | $ 904,803 | $ 904,803 | |
Restricted Stock [Member] | 2014 Share Incentive Plan [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Restricted Stock Units, Vesting Percentage, Year 4 | 33.30% | |||
Stock Issued During Period, Shares, Issued for Services | 1,234,681 | |||
Restricted stock units, vesting year 3 | 33.30% | |||
Restricted Stock Units, Vesting Percentage, Year 5 | 33.30% | |||
Director [Member] | 2014 Share Incentive Plan [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Stock Issued During Period, Value, Issued for Services | $ 25,000 | |||
Director [Member] | Restricted Stock [Member] | Share-based Compensation Award, Tranche One [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 50.00% | |||
Director [Member] | Restricted Stock [Member] | Share-based Compensation Award, Tranche Two [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 50.00% | |||
Director [Member] | Restricted Stock [Member] | 2014 Share Incentive Plan [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Stock Issued During Period, Shares, Issued for Services | 28,696 | |||
Maximum [Member] | Director [Member] | 2014 Share Incentive Plan [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award | 150,000 | 10,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Textual) - USD ($) | Dec. 02, 2014 | Dec. 31, 2015 | Dec. 31, 2013 |
Second Installement [Member] | |||
Commitments and Contingencies [Line Items] | |||
Purchase Price Due And Payable Percentage Of Vessels | 5.00% | ||
Third Installement [Member] | |||
Commitments and Contingencies [Line Items] | |||
Purchase Price Due And Payable Percentage Of Vessels | 5.00% | ||
Fourth Installement [Member] | |||
Commitments and Contingencies [Line Items] | |||
Purchase Price Due And Payable Percentage Of Vessels | 10.00% | ||
Shipbuilding Contracts [Member] | |||
Commitments and Contingencies [Line Items] | |||
Purchase Obligation, Due in Next Twelve Months | $ 49,215,000 | ||
Two Ultramax Vessels [Member] | |||
Commitments and Contingencies [Line Items] | |||
Contractual Obligation | $ 28,950,000 | ||
Bulk Ventures Holding Company Ltd [Member] | |||
Commitments and Contingencies [Line Items] | |||
Time Deposits | $ 1,448,000 | $ 2,895,000 |
Quarterly Data Quarterly Data60
Quarterly Data Quarterly Data (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
quarterly financial data [Line Items] | ||||||||||
Voyage Revenue | $ 50,591,815 | $ 64,599,552 | $ 60,902,796 | $ 90,578,942 | $ 93,150,987 | $ 80,604,263 | $ 79,921,090 | $ 91,559,529 | $ 266,673,105 | $ 345,235,869 |
Charter Revenue | 5,334,701 | 6,588,613 | 4,199,976 | 4,536,846 | 9,927,880 | 10,600,956 | 9,858,151 | 22,653,349 | 20,660,136 | 53,040,336 |
Revenues | 55,926,516 | 71,188,165 | 65,102,772 | 95,115,788 | 103,078,867 | 91,205,219 | 89,779,241 | 114,212,878 | 287,333,241 | 398,276,205 |
Voyage Expense | 21,788,872 | 30,392,418 | 28,129,297 | 45,324,119 | 52,849,833 | 46,598,184 | 41,891,955 | 48,134,606 | 125,634,706 | 189,474,578 |
Charter Hire Expense | 15,465,945 | 20,601,908 | 15,195,199 | 24,659,395 | 37,382,209 | 34,315,719 | 33,984,808 | 43,971,061 | 75,922,447 | 149,653,797 |
Vessel Operating Expense | 8,195,462 | 8,462,370 | 7,116,502 | 7,785,328 | 6,996,072 | 7,935,565 | 7,732,252 | 6,919,497 | 31,559,662 | 29,583,386 |
General and Administrative Expense | 3,136,254 | 3,595,398 | 3,916,119 | 4,318,692 | 5,112,104 | 2,790,350 | 2,352,591 | 2,576,285 | 14,966,463 | 12,831,330 |
Cost of Services, Depreciation and Amortization | 3,273,603 | 3,195,437 | 3,271,238 | 2,990,594 | 3,252,954 | 3,118,973 | 2,744,576 | 2,551,625 | 12,730,872 | 11,668,128 |
Loss on impairment of vessels | 5,354,023 | 0 | 0 | 0 | 11,506,631 | 0 | 0 | 0 | 5,354,023 | 11,506,631 |
Gain (Loss) on Sale of Properties | 0 | 71,882 | 477,888 | 88,868 | 0 | (1,661,368) | (2,286,232) | 0 | (638,638) | 3,947,600 |
Operating Expenses | 57,214,159 | 66,319,413 | 58,106,243 | 85,166,996 | 117,099,803 | 93,097,423 | 86,419,950 | 104,153,074 | 266,806,811 | 400,770,250 |
Operating Income (Loss) | (1,287,643) | 4,868,752 | 6,996,529 | 9,948,792 | (14,020,936) | (1,892,204) | 3,359,291 | 10,059,804 | 20,526,430 | (2,494,045) |
Interest Expense | (1,235,515) | (1,493,536) | (1,279,933) | (1,410,771) | (1,305,153) | (1,348,252) | (1,474,773) | (1,515,879) | (5,419,755) | (5,644,057) |
Interest Expense, Related Party | (99,072) | (110,764) | (110,763) | (114,966) | (92,864) | (108,422) | (20,234) | (42,128) | (435,565) | (263,648) |
Imputed Interest On Related Party Long Term Debt | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (322,947) | 0 | (322,946) |
Unrealized Gain (Loss) on Derivatives | (1,050,137) | (513,678) | 363,096 | 823,455 | 893,114 | (551,354) | (1,200,334) | (371,558) | (377,264) | (1,230,132) |
Nonoperating Income (Expense) | (1,100,843) | 30,000 | 60,935 | 83,149 | (3,701,148) | 83,803 | 74,227 | (150,000) | (926,759) | (3,693,118) |
Other Nonoperating Income (Expense) | (3,485,567) | (2,087,978) | (966,665) | (619,133) | (4,206,051) | (1,924,225) | (2,621,114) | (2,402,512) | (7,159,343) | (11,153,901) |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (4,773,210) | 2,780,774 | 6,029,864 | 9,329,659 | (18,226,987) | (3,816,429) | 738,177 | 7,657,292 | 13,367,087 | (13,647,946) |
Net Income (Loss) Attributable to Noncontrolling Interest | (13,832) | 221,895 | (569,227) | (1,729,730) | 1,184,934 | 906,822 | 491,748 | (1,064,007) | 2,090,894 | (1,519,497) |
Net Income (Loss) Attributable to Parent | $ (4,787,042) | $ 3,002,669 | $ 5,460,637 | $ 7,599,929 | $ (17,042,053) | $ (2,909,607) | $ 1,229,925 | $ 6,593,285 | $ 11,276,193 | $ (12,128,449) |
Earnings Per Share, Basic | $ (0.14) | $ 0.09 | $ 0.16 | $ 0.22 | $ (0.86) | $ (0.42) | $ (0.04) | $ 0.17 | $ 0.32 | $ (1.61) |
Earnings Per Share, Diluted | $ (0.14) | $ 0.09 | $ 0.16 | $ 0.22 | $ (0.86) | $ (0.42) | $ (0.04) | $ 0.17 | $ 0.32 | $ (1.61) |
Weighted Average Number of Shares Outstanding, Basic | 35,045,132 | 34,696,980 | 34,696,980 | 34,696,980 | 34,756,980 | 13,421,955 | 13,421,955 | 13,421,955 | 34,784,733 | 18,726,308 |
Weighted Average Number of Shares Outstanding, Diluted | 35,382,734 | 35,004,808 | 34,887,177 | 34,695,930 | 34,756,980 | 13,421,955 | 13,421,955 | 13,421,955 | 34,957,542 | 18,726,308 |
Common Stock Price Range High | $ 3.65 | $ 3.68 | $ 3.77 | $ 4.70 | $ 10.09 | |||||
Common Stock Price Range Low | $ 2.57 | $ 2.72 | $ 2.22 | $ 2.70 | $ 4.51 |