Royal Caribbean Enters Material Definitive Agreement

TL;DR

RCLL just signed a big deal, likely a new loan or financial pact.

AI Summary

On August 12, 2024, Royal Caribbean Cruises Ltd. entered into a material definitive agreement related to a direct financial obligation. The company, headquartered in Miami, Florida, filed this 8-K report to disclose the event.

Why It Matters

This filing indicates a significant financial commitment or obligation for Royal Caribbean, which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — Material definitive agreements can involve significant financial obligations or strategic shifts that carry inherent risks.

Key Players & Entities

• Royal Caribbean Cruises Ltd. (company) — Registrant
• August 12, 2024 (date) — Date of earliest event reported
• Miami, Florida (location) — Company Headquarters

FAQ

Key Financial Figures

• $0.01 — ich registered Common stock, par value $0.01 per share RCL New York Stock Exchan
• $2.0 billion — reviously announced private offering of $2.0 billion aggregate principal amount of 6.000% Se
• $1.98 billion — eeds from the offering of approximately $1.98 billion (after deducting fees, commissions and
• $1.0 billion — s, to redeem (i) all of the outstanding $1.0 billion aggregate principal amount of its 9.250

Filing Documents

• tm2421281d1_8k.htm (8-K) — 33KB
• tm2421281d1_ex4-1.htm (EX-4.1) — 598KB
• tm2421281d1_ex99-1.htm (EX-99.1) — 11KB
• tm24212814d1_ex99-1img001.jpg (GRAPHIC) — 6KB
• 0001104659-24-088389.txt ( ) — 940KB
• rcl-20240812.xsd (EX-101.SCH) — 3KB
• rcl-20240812_lab.xml (EX-101.LAB) — 33KB
• rcl-20240812_pre.xml (EX-101.PRE) — 22KB
• tm2421281d1_8k_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On August 12, 2024, Royal Caribbean Cruises Ltd. (the "Company") completed its previously announced private offering of $2.0 billion aggregate principal amount of 6.000% Senior Notes due 2033 (the "Notes"). The Company received net proceeds from the offering of approximately $1.98 billion (after deducting fees, commissions and expenses), which it intends to use, together with borrowings under its revolving credit facilities, to redeem (i) all of the outstanding $1.0 billion aggregate principal amount of its 9.250% Senior Notes due 2029 and (ii) all of the outstanding $1.0 billion aggregate principal amount of its 8.250% Senior Secured Notes due 2029 (including, in each case, to pay fees and expenses in connection with such redemption), in each case, on August 13, 2024. The Notes were issued by the Company pursuant to an indenture, dated August 12, 2024 (the "Indenture"), between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee. Interest on the Notes accrues from August 12, 2024 at a rate of 6.000% per annum, and is payable semi-annually in arrears on February 1 and August 1 of each year, beginning February 1, 2025. The Notes will mature on February 1, 2033, unless earlier redeemed or repurchased. The Company may, at its option, redeem, at any time and from time to time prior to August 1, 2027, some or all of the Notes at a redemption price equal to 100% of the principal amount thereof plus accrued and unpaid interest, if any, to, but excluding, the date of redemption plus a "make-whole premium" described in the Indenture. On or after August 1, 2027, the Company may, at its option, redeem, at any time and from time to time, some or all of the Notes at the applicable redemption prices set forth in the Indenture. In addition, at any time and from time to time prior to August 1, 2027, the Company may, at its option, redeem up to 40% of the aggregate principal amount of the Notes with t

03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under Item 1.01 above is incorporated into this Item 2.03 by reference.

01 Other Events

Item 8.01 Other Events. On August 12, 2024, the Company issued a press release announcing the completion of a private offering of the Notes. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 4.1 Indenture, dated as of August 12, 2024, between Royal Caribbean Cruises Ltd. and The Bank of New York Mellon Trust Company, N.A., as trustee. 4.2 Form of 6.000% Senior Notes due 2033 (included in Exhibit 4.1). 99.1 Press Release, dated August 12, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ROYAL CARIBBEAN CRUISES LTD. Date: August 12, 2024 By: /s/ Naftali Holtz Name: Naftali Holtz Title: Chief Financial Officer