Royal Caribbean Cruises Ltd., operator of four global cruise lines and 62 cruise ships, has raised over $2 billion in additional liquidity this week with the closing of two notes.
Royal Caribbean announced that it has closed its concurrent private offerings of $1.0 billion aggregate principal amount of 9.125% Senior Guaranteed Notes due 2023 (the “Senior Notes”) and $1.15 billion aggregate principal amount of 4.250% of Convertible Senior Notes due 2023 (the “Convertible Notes” and, collectively with the Senior Notes, the “Notes”).
The Senior Notes will mature on June 15, 2023 unless earlier redeemed or repurchased and the Convertible Notes will mature on June 15, 2023, unless earlier converted, redeemed pursuant to a tax redemption or repurchased.
The Senior Notes are fully and unconditionally guaranteed on a senior unsecured basis by RCI Holdings LLC, a limited liability company formed and existing under the laws of Liberia and a direct, wholly-owned subsidiary of the Company that owns 100% of the equity interest of certain of the Company’s wholly-owned vessel-owning subsidiaries. The Convertible Notes will not be guaranteed by any of the Company’s subsidiaries.
Royal Caribbean expects to use the combined net proceeds from the offerings of the Notes for general corporate purposes, which may include the repayment of indebtedness.
Nothing contained herein shall constitute an offer to sell or the solicitation of an offer to buy any security. 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.
