8-KRegulation FDOther EventsExhibits & Filings

ROYAL CARIBBEAN CRUISES LTD 8-K Report, Regulation FD Disclosure (Aug 11, 2021)

Filed August 11, 2021For Securities:RCL

Summary

Royal Caribbean Cruises Ltd. (RCL) filed an 8-K on August 11, 2021, primarily to disclose details regarding a private offering of senior unsecured notes due 2026. The company announced the commencement of this offering, which is targeted at qualified institutional buyers and certain non-U.S. investors. The proceeds from this offering are intended for general corporate purposes, including replenishing capital following a planned partial redemption of its 11.500% Senior Secured Notes due 2025 and refinancing future debt maturities. This filing also serves to provide context for the planned redemption of up to 40% of its 2025 Senior Secured Notes, which is contingent on the successful consummation of the new note offering at a minimum of $1 billion. The redemption price for these notes is set at 111.500% of the principal amount plus accrued interest. Investors should note that this 8-K does not constitute a redemption notice and the offering is not conditioned on the redemption occurring.

Key Highlights

  • 1Commenced private offering of senior unsecured notes due 2026 to qualified institutional buyers and certain non-U.S. investors.
  • 2Intends to use proceeds for general corporate purposes, including replenishing capital after a partial redemption of 2025 Senior Secured Notes.
  • 3Plans to redeem up to 40% of its 11.500% Senior Secured Notes Due 2025 using proceeds from a March 2021 stock sale, contingent on the new note offering.
  • 4Redemption price for the 2025 Secured Notes is 111.500% of the principal amount plus accrued interest.
  • 5The offering is not conditioned on the redemption of the 2025 Secured Notes.
  • 6The 8-K includes a cautionary statement regarding forward-looking statements, highlighting risks such as the impact of COVID-19, travel restrictions, and operational challenges.
  • 7The press release announcing the senior notes offering is attached as Exhibit 99.1.

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