Royal Caribbean Announces Proposed Offerings Of Senior Guaranteed Notes And Senior Convertible Notes
Royal Caribbean Cruises has announced that it has commenced a private offering of senior guaranteed notes to be issued by the Company due 2023 for an aggregate principal amount of up to $1.0 billion and a concurrent private offering of senior convertible notes to be issued by the company due 2023 for an aggregate principal amount of up to $1.0 billion. The closing of each offering is not contingent upon the closing of the other offering.
The Senior Notes will be fully and unconditionally guaranteed on a senior unsecured basis by a newly formed, direct wholly owned subsidiary of the company that will own all the equity interests in the company's subsidiaries that own seven of the Company's vessels. The Convertible Notes will not be guaranteed by any of the Company's subsidiaries.
The Convertible Notes will be convertible at the holder's option in certain circumstances. Upon conversion, Royal Caribbean Cruises may satisfy its conversion obligation by paying or delivering, at its election, as applicable, cash, shares of its common stock or a combination of cash and shares of its common stock.
The Company 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, 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.