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Royal Caribbean Group amends loans and gives them more financial flexibility

In:
04Aug2020
By: 
Matt Hochberg

Royal Caribbean filed paper work with the United States Securities and Exchange Commission (SEC) that provides the company more financial flexibility in dealing with their existing loans and obligations.

This is not the first time Royal Caribbean has made these sort of arrangements since the start of the global cruise shutdown.

Essentially, it means they have extended or delayed loans to provide more time to pay them off later without defaulting on the loans.

The Form 8-K filing has two major components, which you can read verbatim right here.

Credit Facility Amendments

On July 28, 2020, Royal Caribbean Cruises Ltd. (the “Company,” “our” and “we”) amended our $1.55 billion unsecured revolving credit facility due 2022 with Nordea Bank ABP, New York Branch, as administrative agent (the “Nordea Revolver”), our $1.925 billion unsecured revolving credit facility due 2024 with The Bank of Nova Scotia, as administrative agent (the “BNS Revolver”), and our $1.0 billion unsecured three-year term loan agreement with Bank of America, N.A., as administrative agent (the “Term Loan” and together with the Nordea Revolver and the BNS Revolver, the “Credit Facilities”).

These amendments extend our waiver of the quarterly-tested fixed charge coverage and net debt to capitalization covenants in each Credit Facility through and including the fourth quarter of 2021 and increase the monthly-tested minimum liquidity covenant for the duration of the extended waiver period. Pursuant to these amendments, the restrictions on paying cash dividends and effectuating share repurchases during the wavier period were extended through and including the fourth quarter of 2021. In addition, these amendments incorporate the restrictions on investments set forth in the indentures governing our 9.125% senior guaranteed notes due 2023, 10.875% senior secured notes due 2023 and 11.500% senior secured notes due 2025.

Certain of the lenders participating in the amended Credit Facilities, and affiliates of those parties, provide banking, investment banking and other financial services to us 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, copies of which are filed herewith as Exhibit 10.1, 10.2 and 10.3 and incorporated herein by reference.

Export Credit Facility Amendments

On July 28, 2020, we entered into (i) a financial covenant waiver extension consent letter with KfW IPEX-Bank GmbH to amend our Hermes backed loan facilities, including but not limited to, those incurred to finance Quantum of the Seas, Anthem of the Seas, Ovation of the Seas, Spectrum of the Seas and Odyssey of the Seas (collectively, the Hermes Facilities”) and (ii) amendments to the BpiFAE backed loan facilities incurred to finance Celebrity Edge, Celebrity Apex, and Symphony of the Seas (the “Bpi Facilities”) in each case, in order to extend the period during which a breach of the financial covenants will not trigger a mandatory prepayment or default, as applicable, under each facility through and including the fourth quarter of 2021. Similarly, on July 31, 2020, we amended the Finnvera-backed loan facilities incurred to finance Icon 1Icon 2 and Icon 3 (the “Finnvera Facilities” and together with the Hermes Facilities and the Bpi Facilities, the “Export Credit Facilities”) in order to extend the period during which a breach of the financial covenants will not trigger a default under each facility through and including the fourth quarter of 2021; provided that certain structural enhancements are provided on or before September 30, 2020. In connection with these consents and amendments, we have agreed that certain of our subsidiaries (none of which directly own a vessel) will issue guarantees for the debt outstanding under the Export Credit Facilities.

Certain of the lenders participating in the Export Credit Facilities, and affiliates of those parties, provide banking, investment banking and other financial services to us 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, copies of which are filed herewith as Exhibit 10.4, 10.5, 10.6, 10.7 and 10.8 and incorporated herein by reference.