Item 8.01 - Other Events
On June 30, 2009, Royal Caribbean Cruises Ltd. ("Royal Caribbean") announced
an offering of $300,000,000 aggregate principal amount of senior unsecured notes
bearing interest at the rate of 11.875% per annum, due July 15, 2015 (the
"Notes").
Royal Caribbean may redeem some or all of the Notes at any time on the terms
specified in the Notes. The Notes are subject to customary event of default
provisions.
The Notes were offered and sold pursuant to an Underwriting Agreement (the
"Underwriting Agreement") dated June 30, 2009 among Royal Caribbean and Morgan
Stanley & Co. Incorporated, Banc of America Securities LLC and Goldman, Sachs &
Co., as representatives of the several underwriters named therein, under Royal
Caribbean's automatic shelf registration statement (the "Registration
Statement") on Form S-3 (Registration No. 333-158161) filed with the Securities
and Exchange Commission (the "SEC") on March 23, 2009. Royal Caribbean has filed
with the SEC a prospectus supplement, dated June 30, 2009, together with the
accompanying prospectus, dated March 23, 2009, relating to the offering and sale
of the Notes. The Notes are expected to be issued on July 6, 2009 pursuant to
the Indenture dated as of July 31, 2006 between Royal Caribbean and The Bank of
New York Mellon Trust Company, N.A., as Trustee, as supplemented by the First
Supplemental Indenture to be dated July 6, 2009 (the "First Supplemental
Indenture").
The above description of the Underwriting Agreement, the First Supplemental
Indenture and the Notes is qualified in its entirety by reference to the
Underwriting Agreement, the form of First Supplemental Indenture and the form of
Note, each of which is incorporated by reference into the Registration Statement
and attached to this Current Report on Form 8-K as Exhibit 1.1, 4.1 and 4.2,
respectively.
Item 9.01 - Financial Statements and Exhibits
(d) Exhibits
1.1 Underwriting Agreement dated June 30, 2009 among Royal Caribbean Cruises
Ltd. and Morgan Stanley & Co. Incorporated, Banc of America Securities
LLC and Goldman Sachs & Co., as representatives of the several
underwriters named therein.
4.1 Form of First Supplemental Indenture between Royal Caribbean Cruises Ltd.
and the Bank of New York Mellon Trust Company, N.A.
4.2 Form of Note.
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