UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On May 14, 2025, Royal Caribbean Cruises Ltd. (the “Company”) entered into amendments (collectively, the “Amendments”) to the Company’s unsecured revolving credit facilities, due October 2026 and October 2028 (collectively, the “Revolving Credit Facilities”).
The Amendments, among other things:
| · | increase revolving credit commitments in each Revolving Credit Facility by $1.14 billion, resulting in aggregate credit commitments of $6.35 billion; and |
| · | extend the termination date of one of the Revolving Credit Facilities from October 2026 to October 2030 while maintaining the October 2028 termination date for the other Revolving Credit Facility. |
The Amendments also provide the Company with the ability to increase from time to time the aggregate capacity of the facilities to an amount (including all existing advances and commitments under the Revolving Credit Facilities) up to $8.35 billion under certain conditions, including the receipt of additional or increased lender commitments.
The amended Revolving Credit Facilities contain conditions, covenants, representations and warranties and events of default (with customary grace periods, as applicable) substantially similar to the conditions, covenants, representations and warranties and events of default that existed prior to their respective Amendment.
Certain of the lenders participating in the amended Revolving Credit Facilities, and affiliates of those parties, provide banking, investment banking and other financial services to the Company from time to time for which they have received, and will in the future receive, customary fees.
The foregoing description of the provisions of the Amendments is summary in nature and is qualified in its entirety by reference to the full and complete terms of the Amendments, which are filed herewith as Exhibit 10.1 and Exhibit 10.2.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The disclosure required by this item is included in Item 1.01 of this Current Report on Form 8-K and is incorporated herein by reference.
| Item 7.01 | Regulation FD Disclosure |
On May 14, 2025, the Company issued a press release regarding the execution of the Amendments. A copy of the press release is furnished hereto as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ROYAL CARIBBEAN CRUISES LTD. | ||
| Date: May 15, 2025 | By: | /s/ Naftali Holtz |
| Name: | Naftali Holtz | |
| Title: | Chief Financial Officer | |