8-KMaterial AgreementsFinancial EventsExhibits & Filings

ROYAL CARIBBEAN CRUISES LTD 8-K Report, Material Agreement (Apr 10, 2019)

Filed April 10, 2019For Securities:RCL

Summary

Royal Caribbean Cruises Ltd. (RCL) announced significant updates to its financing structure on April 4, 2019. The company amended and restated its unsecured revolving credit facility, extending its termination date to April 2024, increasing the total capacity from $1.4 billion to $1.7 billion, and reducing associated pricing. This move enhances RCL's financial flexibility and likely lowers its cost of borrowing, subject to its senior debt rating. Furthermore, RCL entered into a new $1.0 billion unsecured three-year term loan agreement, with the option to increase it by an additional $350 million. The proceeds from this term loan were primarily used to refinance existing debt, including a recent loan for the Silversea acquisition and a portion of the financing for the Allure of the Seas. These actions indicate prudent balance sheet management and a strategic approach to optimizing debt maturity and cost.

Key Highlights

  • 1Amended and restated $1.4 billion unsecured revolving credit facility to $1.7 billion, extending maturity to April 2024.
  • 2Reduced pricing on the revolving credit facility, with current rates at LIBOR plus 1.0% interest and 0.125% facility fee.
  • 3Entered into a new $1.0 billion unsecured three-year term loan agreement.
  • 4Option to increase the term loan facility by an additional $350 million.
  • 5Proceeds from the term loan used to refinance existing debt, including the Silversea acquisition financing.
  • 6Financial covenants, including fixed charge coverage ratio and net debt-to-capital ratio, remain substantially similar.
  • 7Both facilities contain customary clauses regarding conditions, covenants, representations, warranties, and events of default.

Frequently Asked Questions

The amendment increases the revolving credit facility size to $1.7 billion and extends the termination date to April 2024. This provides RCL with greater financial flexibility, access to a larger pool of capital, and a longer runway for its short-term financing needs, while also potentially lowering borrowing costs due to reduced pricing.

The new $1.0 billion term loan was primarily used to refinance existing debt. Specifically, it refinanced a $700 million loan taken out in Q3 2018 for the Silversea acquisition and the remaining balance of a facility used to purchase the Allure of the Seas. This is a strategic move to consolidate and potentially lower the interest expense on these obligations.

No, the filing indicates that the amended revolving credit facility and the new term loan agreement contain conditions, covenants, representations, warranties, and events of default that are substantially similar to those that existed prior to the amendments. This includes maintaining a fixed charge coverage ratio and limiting the net debt-to-capital ratio.

The filing states that the interest rate and facility fee vary with RCL's senior debt rating. While pricing has been reduced, the exact rate will fluctuate based on the company's creditworthiness. However, the current stated rates (LIBOR plus 1.0% for interest and 0.125% for the facility fee) reflect a favorable pricing structure at the time of the amendment.