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Form 8-K · Current Report · Filed 2025-09-18

NCL Corporation Ltd. Announces Pricing and Redemption of Senior Notes

NCL Corporation Ltd., a subsidiary of Norwegian Cruise Line Holdings Ltd., has closed a private offering of $1,200.0 million aggregate principal amount of 5.875% senior notes due 2031 and $850.0 million aggregate principal amount of 6.250% senior notes due 2033.

Filer
Norwegian Cruise Line Holdings Ltd. NCLH · NYSE
Filed
Accession
0001104659-25-091253
CIK
0001513761
Signal
High impactConsumer Cyclical

Details

The net proceeds, along with cash on hand, were used to fund a tender offer for outstanding 5.875% senior notes due 2026 and 5.875% senior secured notes due 2027, redeem all of the 2026 and 2027 notes that were not accepted for purchase in the tender offer, redeem all of its 8.125% senior secured notes due 2029, and pay accrued and unpaid interest on the 2026, 2027, and 2029 notes purchased or redeemed, as applicable, as well as related transaction premiums, fees, and expenses. Press releases related to the pricing and expiration of the tender offer are attached as Exhibits 99.1 and 99.2.

Items reported

Item 1.01

Entry into a Material Definitive Agreement

New Major Contract Financial Instrument Agreement
Item 2.03

Creation of a Direct Financial Obligation

New Debt Issued
Item 8.01

Other Events

Regulatory Investigation
Item 9.01

Financial Statements and Exhibits

Exhibits Furnished

Market reaction

Close before filing

$25.38

Next session

-0.6%

Since filing

-27.0%

Latest close

$18.53

What happened, not what will happen — closing prices around the filing date.

Precedent

Previous filings from NCLH reporting the same item, with the next session's move:

About Norwegian Cruise Line Holdings Ltd.

Norwegian Cruise Line Holdings Ltd. is a prominent player in the travel and leisure industry, primarily focused on delivering unique and memorable cruise experiences. The company operates under three brands: Norwegian Cruise Line, Oceania Cruises, and Regent Seven Seas Cruises, offering a diverse range of itineraries across the globe. Its cruises cater to various customer preferences, from budget-friendly expeditions to luxurious, all-inclusive experiences. Norwegian's state-of-the-art fleet is renowned for its comfortable accommodations, innovative onboard entertainment, and diverse dining options. By continually enhancing vacation experiences, the company plays a significant role in the global tourism sector. As a publicly traded entity, Norwegian Cruise Line Holdings Ltd. reflects trends in consumer preferences and economic conditions, influencing and responding to changes in the broader leisure travel market. Its operations are intricately linked to macroeconomic factors like discretionary consumer spending and fuel prices, positioning it as a bellwether for travel industry health.

Exchange NYSE Industry Travel Services Company website ↗

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