8-KMaterial AgreementsExhibits & Filings

ROYAL CARIBBEAN CRUISES LTD 8-K Report, Material Agreement (Feb 13, 2026)

Filed February 13, 2026For Securities:RCL

Summary

Royal Caribbean Cruises Ltd. (RCL) has announced a significant debt financing initiative through an underwritten public offering of $2.5 billion in senior notes. This offering comprises $1.25 billion in 4.750% Senior Notes due 2033 and $1.25 billion in 5.250% Senior Notes due 2038. The primary purpose of this capital raise is to proactively refinance the company's maturing senior notes in 2026 and to address other existing indebtedness, including potential term loans. This move by RCL signals a strategic approach to managing its capital structure and debt obligations. By securing new, longer-term debt, the company aims to improve its maturity profile, potentially reduce future interest expenses, and maintain financial flexibility. Investors should note the expected closing date of February 27, 2026, and that the transaction is subject to standard closing conditions. The involvement of prominent underwriters like J.P. Morgan, Morgan Stanley, and PNC Capital Markets indicates a well-structured offering.

Key Highlights

  • 1RCL is raising $2.5 billion through an underwritten public offering of senior notes.
  • 2The offering includes $1.25 billion of 4.750% Senior Notes due 2033.
  • 3The offering also includes $1.25 billion of 5.250% Senior Notes due 2038.
  • 4Proceeds will be used to refinance senior notes maturing in 2026.
  • 5Any remaining proceeds will be used to repay existing indebtedness, potentially including term loans.
  • 6The offering is expected to close on February 27, 2026, subject to customary conditions.
  • 7Key underwriters include J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, and PNC Capital Markets LLC.

Frequently Asked Questions

Royal Caribbean is raising a total of $2.5 billion through the issuance of senior notes. The proceeds are intended to refinance its senior notes maturing in 2026 and to repay other existing indebtedness.

The company is issuing $1.25 billion of 4.750% Senior Notes due 2033 and $1.25 billion of 5.250% Senior Notes due 2038.

The offering is expected to close on February 27, 2026, provided that customary closing conditions are met.

This debt issuance allows RCL to proactively manage its balance sheet by refinancing upcoming maturities and potentially improving its debt maturity profile. It demonstrates the company's ability to access capital markets to manage its financial obligations and maintain flexibility.