MIAMI, Feb. 22,
2024 /PRNewswire/ -- Royal Caribbean Cruises Ltd.
(NYSE: RCL) (the "Company") today announced that it has priced
its private offering of $1.25 billion
aggregate principal amount of 6.25% senior unsecured notes due 2032
(the "Notes"). The aggregate principal amount of Notes to be issued
was increased to $1.25 billion.
The Notes will mature on March 15,
2032. The Notes are expected to be issued on or around
March 7, 2024, subject to customary
closing conditions.
The Company intends to use the proceeds from the sale of the
Notes, together with cash on hand and/or borrowings under the
Company's revolving credit facilities, to redeem all of the
outstanding 11.625% Senior Notes due 2027 (including to pay fees
and expenses in connection with such redemption).
The Notes are being offered only to persons reasonably believed
to be qualified institutional buyers in reliance on Rule 144A under
the Securities Act of 1933, as amended (the "Securities Act"), and
outside the United States, only to
certain non-U.S. investors pursuant to Regulation S. The Notes will
not be registered under the Securities Act or any state securities
laws and may not be offered or sold in the United States absent registration or an
applicable exemption from the registration requirements of the
Securities Act and applicable state laws.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy the Notes or any other securities
and shall not constitute an offer, solicitation or sale in any
jurisdiction in which such offer, solicitation or sale would be
unlawful. This press release shall not constitute a notice of
redemption with respect to the 11.625% Senior Notes due 2027. This
press release is being issued pursuant to and in accordance with
Rule 135c under the Securities Act.
Special Note Regarding Forward-Looking Statements
Certain statements in this press release relating to, among
other things, the offering and sale of the Notes constitute
forward-looking statements under the Private Securities Litigation
Reform Act of 1995. These statements include, but are not limited,
to: statements regarding the expected timing for the closing of the
offering and the intended use of proceeds. Words such as
"anticipate," "believe," "could," "driving," "estimate," "expect,"
"goal," "intend," "may," "plan," "project," "seek," "should,"
"will," "would," "considering," and similar expressions are
intended to help identify forward-looking statements.
Forward-looking statements reflect management's current
expectations, are based on judgments, are inherently uncertain and
are subject to risks, uncertainties and other factors, which could
cause the Company's actual results, performance or achievements to
differ materially from the future results, performance or
achievements expressed or implied in those forward-looking
statements. Examples of these risks, uncertainties and other
factors include, but are not limited to, the following: the impact
of contagious illnesses on economic conditions and the travel
industry in general and the financial position and operating
results of the Company in particular, such as governmental and
self-imposed travel restrictions and guest cancellations; the
Company's ability to obtain sufficient financing, capital or
revenues to satisfy liquidity needs, capital expenditures, debt
repayments and other financing needs; the impact of the economic
and geopolitical environment on key aspects of the Company's
business, such as the demand for cruises, passenger spending, and
operating costs; incidents or adverse publicity concerning the
Company's ships, port facilities, land destinations and/or
passengers or the cruise vacation industry in general; concerns
over safety, health and security of guests and crew; further
impairments of the Company's goodwill, long-lived assets, equity
investments and notes receivable; an inability to source crew or
provisions and supplies from certain places; an increase in concern
about the risk of illness on the Company's ships or when traveling
to or from the Company's ships, all of which reduces demand;
unavailability of ports of call; growing anti-tourism sentiments
and environmental concerns; changes in U.S. foreign travel policy;
the uncertainties of conducting business internationally and
expanding into new markets and new ventures; the Company's ability
to recruit, develop and retain high quality personnel; changes in
operating and financing costs; the Company's indebtedness, any
additional indebtedness the Company may incur and restrictions in
the agreements governing the Company's indebtedness that limit its
flexibility in operating its business; the impact of foreign
currency exchange rates, the impact of higher interest rate and
food and fuel prices; vacation industry competition and changes in
industry capacity and overcapacity; the risks and costs related to
cyber security attacks, data breaches, protecting the Company's
systems and maintaining integrity and security of its business
information, as well as personal data of the Company's guests,
employees and others; the impact of new or changing legislation and
regulations (including environmental regulations) or governmental
orders on the Company's business; pending or threatened litigation,
investigations and enforcement actions; the effects of weather,
natural disasters and seasonality on the Company's business; the
impact of issues at shipyards, including ship delivery delays, ship
cancellations or ship construction cost increases; shipyard
unavailability; the unavailability or cost of air service; and
uncertainties of a foreign legal system as the Company is not
incorporated in the United
States.
Forward-looking statements should not be relied upon as
predictions of actual results. Undue reliance should not be placed
on the forward-looking statements in this release, which are based
on information available to the Company on the date hereof. The
Company undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise.
About Royal Caribbean Group
Royal Caribbean Group (NYSE: RCL) is one of the leading cruise
companies in the world with a global fleet of 65 ships traveling to
approximately 1,000 destinations around the world. Royal Caribbean
Group is the owner and operator of three award winning cruise
brands: Royal Caribbean International, Celebrity Cruises, and
Silversea Cruises and it is also a 50% owner of a joint venture
that operates TUI Cruises and Hapag-Lloyd Cruises. Together, the
brands have an additional 8 ships on order as of December 31, 2023.
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SOURCE Royal Caribbean Group