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● our indebtedness and restrictions in the agreements governing our indebtedness that require us to maintain minimum levels of liquidity and be in compliance with maintenance covenants and otherwise limit our flexibility in operating our business, including the significant portion of assets that are collateral under these agreements;
−Removed: ● our ability to work with lenders and others or otherwise pursue options to defer, renegotiate, refinance or restructure our existing debt profile, near-term debt amortization, newbuild-related payments and other obligations and to work with credit card processors to satisfy current or potential future demands for collateral on cash advanced from customers relating to future cruises;
+Added: ● our ability to work with lenders and others or otherwise pursue options to defer, renegotiate, refinance or restructure our existing debt profile, near-term debt amortization, newbuild-related payments and other obligations and to work with credit card processors to satisfy potential future demands for collateral on cash advanced from customers relating to future cruises;
● our need for additional financing or financing to optimize our balance sheet, which may not be available on favorable terms, or at all, and our outstanding exchangeable notes and any future financing which may be dilutive to existing shareholders;
+Added: ● our ability to maintain and strengthen our brand;
● shareholder activism and/or proxy contests;
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● adverse incidents involving cruise ships;
−Removed: ● our ability to maintain and strengthen our brand;
● breaches in data security or other disturbances to our information technology systems and other networks or our actual or perceived failure to comply with requirements regarding data privacy and protection;
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● volatility and disruptions in the global credit and financial markets, which may adversely affect our ability to borrow and could increase our counterparty credit risks, including those under our credit facilities, derivatives, contingent obligations, insurance contracts and new ship progress payment guarantees;
−Removed: ● our reliance on third parties to provide hotel management services for certain ships and certain other services;
+Added: ● our reliance on third parties to provide hotel management services for certain ships, technology services and certain other critical services;
● fluctuations in foreign currency exchange rates;
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● overcapacity in key markets or globally;
−Removed: ● other factors set forth under “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on March 2, 2026 (our “Annual Report on Form 10-K”).
+Added: ● other factors set forth under “Risk Factors” in this Quarterly Report on Form 10-Q for the quarter ended June 30, 2026 and our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on March 2, 2026 (our “Annual Report on Form 10-K”).
The above examples are not exhaustive and new risks emerge from time to time.
There may be additional risks that we currently consider immaterial or which are unknown.
−Removed: Such forward-looking statements are based on our current beliefs, assumptions, expectations, estimates and projections regarding our present and future business strategies and the environment in which we expect to operate in the future.
−Removed: You are cautioned not to place undue reliance on the forward-
−Removed: looking statements included in this report, which speak only as of the date made.
+Added: Such forward-looking statements are based on our current beliefs,
+Added: assumptions, expectations, estimates and projections regarding our present and future business strategies and the environment in which we expect to operate in the future.
+Added: You are cautioned not to place undue reliance on the forward-looking statements included in this report, which speak only as of the date made.
We expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement to reflect any change in our expectations with regard thereto or any change of events, conditions or circumstances on which any such statement was based, except as required by law.
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● 2025 Exchangeable Notes .
+Added: On July 21, 2020, pursuant to an indenture among NCLC, as issuer, NCLH, as guarantor, and U.S.
+Added: Bank National Association, as trustee, NCLC issued $450.0 million aggregate principal amount of exchangeable senior notes due 2025 (exchanged or repaid at maturity in 2025).
+Added: ● 2027 1.125% Exchangeable Notes .
On November 19, 2021, pursuant to an indenture among NCLC, as issuer, NCLH, as guarantor, and U.S.
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We also utilize Net Cruise Cost and Adjusted Net Cruise Cost Excluding Fuel to manage our business on a day-to-day basis.
−Removed: In measuring our ability to control costs in a manner that positively impacts net income, we believe changes in Adjusted Gross Margin, Net Yield, Net Cruise Cost and Adjusted Net Cruise Cost Excluding Fuel to be the most relevant indicators of our performance.
+Added: In measuring our ability to control costs in a manner that positively impacts net income (loss), we believe changes in Adjusted Gross Margin, Net Yield, Net Cruise Cost and Adjusted Net Cruise Cost Excluding Fuel to be the most relevant indicators of our performance.
We believe that Adjusted EBITDA is appropriate as a supplemental financial measure as it is used by management to assess operating performance.
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In addition, management uses Adjusted EBITDA as a performance measure for our incentive compensation.
−Removed: Adjusted EBITDA is not a defined term under GAAP nor is it intended to be a measure of liquidity or cash flows from operations or a measure comparable to net income as it does not take into account certain requirements such as capital expenditures and related depreciation, principal and interest payments and tax payments and it includes other supplemental adjustments.
+Added: Adjusted EBITDA is not a defined term under GAAP nor is it intended to be a measure of liquidity or cash flows from operations or a measure comparable to net income (loss) as it does not take into account certain requirements such as capital expenditures and related depreciation, principal and interest payments and tax payments and it includes other supplemental adjustments.
In addition, Adjusted Net Income and Adjusted EPS are non-GAAP financial measures that exclude certain amounts and are used to supplement GAAP net income (loss) and EPS.
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accordingly, our presentation of Adjusted Net Income and Adjusted EPS may not be indicative of future adjustments or results.
−Removed: For example, for the three months ended March 31, 2026, we had an expense of $12.2 million related to restructuring costs.
+Added: For example, for the six months ended June 30, 2026, we had an expense of $19.7 million related to restructuring costs.
We included this as an adjustment in the reconciliation of Adjusted Net Income since the loss is not representative of our day-to-day operations, and this adjustment did not occur and is not included in the comparative period presented within this report.
−Removed: In 2025 and 2026, we drew down on euro-denominated debt for three newbuilds that is primarily unhedged, and we expect to take delivery of ships that have euro-denominated debt in the future.
−Removed: Due to the significant increase in our euro-denominated debt in 2025 and 2026 and the fact that a substantial portion of our debt is in dollars, we have included the related net foreign currency remeasurement losses as a supplemental adjustment in our calculation of Adjusted Net Income and Adjusted EPS.
−Removed: To ensure comparability, we have retrospectively applied this adjustment to the corresponding periods in 2025, using a consistent methodology.
−Removed: The quantitative impact of these adjustments is presented in the accompanying reconciliation tables within this report.
Non-GAAP diluted weighted-average shares are calculated using the treasury stock method to calculate the effect of restricted share units and options and the if-converted method to calculate the effect of convertible instruments.
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You are encouraged to evaluate each adjustment used in calculating our non-GAAP financial measures and the reasons we consider our non-GAAP financial measures appropriate for supplemental analysis.
−Removed: In evaluating our non-GAAP financial measures, you should be aware that in the future we may incur expenses similar to the adjustments in our
−Removed: presentation.
+Added: In evaluating our non-GAAP financial measures, you should be aware that in the future we may incur expenses similar to the adjustments in our presentation.
Our non-GAAP financial measures have limitations as analytical tools, and you should not consider these measures in isolation or as a substitute for analysis of our results as reported under GAAP.
−Removed: Our presentation of our non-GAAP financial measures should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.
+Added: Our presentation of our non-
+Added: GAAP financial measures should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.
Our non-GAAP financial measures may not be comparable to other companies.
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Update on Bookings
−Removed: The Company remains below its optimal booking range following certain execution missteps, exacerbated by softer demand related to heightened geopolitical uncertainty.
−Removed: Recent events related to the conflict in the Middle East have impacted bookings across all three brands, especially in Europe during the summer season.
−Removed: While the near-term environment remains challenging, the Company is taking targeted actions to better align commercial strategy, including
−Removed: marketing, with deployment and revenue management, with the benefits of these actions expected to materialize gradually over time.
+Added: The Company remains below its optimal booked position for the next 12 months, as it continues to experience pressure from softer demand at Norwegian Cruise Line related to Company-specific execution challenges, as well as the ongoing conflict in the Middle East.
+Added: As we look ahead, the full amenities at the Company’s private island, Great Stirrup Cay, will be open to the public beginning September 4, including the pier and the new Great Tides Waterpark, the Great Life Lagoon and the nearby Splash Harbor, which we expect will improve demand to Caribbean itineraries over time.
Fleet Optimization Strategy
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In 2026, we further executed this strategy by entering into a nine‑year bareboat charter agreement for Seven Seas Navigator, scheduled to commence in late 2027 and also inclusive of a purchase option.
+Added: In July 2026, we entered into a memorandum of agreement for the sale of Oceania Sirena.
+Added: The terms of the memorandum stipulate that the closing of the sale will take place during the three months ended September 30, 2026.
+Added: In addition, a bareboat charter agreement is anticipated to be executed for Oceania Cruises to continue operating the vessel through the spring of 2028.
Oceania Regatta is scheduled to commence a two‑year time charter in late 2026.
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Strategic Cost Optimization and Macroeconomic Trends
−Removed: Our strategic cost optimization efforts are driving a disciplined, company-wide focus on identifying efficiencies and optimizing costs across the organization.
+Added: Our strategic cost optimization efforts are driving a disciplined, company-wide focus on identifying efficiencies and optimizing costs across the organization to expand margins.
These initiatives are designed to deliver sustainable long-term value creation without compromising the guest experience or the quality of our offerings.
−Removed: We are taking steps to streamline the organization and better align resources in a manner that is expected to simultaneously drive revenue growth and manage costs, including executing savings initiatives targeting $125 million in expected annual savings within marketing, general and administrative expense.
+Added: We previously announced that we are taking steps to streamline the organization and better align resources in a manner that is expected to simultaneously drive revenue growth and manage costs, including executing savings initiatives targeting $125 million in expected annualized savings within marketing, general and administrative expense.
These are long-term structural actions that we believe will help offset near-term pressures and position the business for stronger performance over time.
+Added: During the second quarter of 2026, we’ve advanced the Company’s global business sourcing strategy through the consolidation of technology vendors as well as other salary and benefit savings, generating approximately $100 million of additional expected annualized run-rate savings, primarily from capital expenditures and marketing, general and administrative expense.
+Added: The benefits of these latest incremental savings are expected to be realized over time and will have a limited impact on 2026 financial results.
Beyond the financial impact, these efforts represent an evolution in our culture, embedding cost awareness, accountability, and continuous improvement into the way we operate.
−Removed: While macroeconomic and geopolitical headwinds and events, such as the conflict involving Iran, or misalignment between our commercial strategy and deployment have and may put pressures on revenue and fuel costs, we believe these impacts may be at least partially offset through the continued execution of our cost optimization efforts as well as our hedging strategy.
−Removed: Fuel is approximately 51% hedged for 2026, which we believe helps mitigate a portion of near-term fuel price volatility.
+Added: While macroeconomic and geopolitical headwinds and events, such as the ongoing conflict in the Middle East and misalignment between our commercial strategy and deployment, have and may put pressures on revenue and fuel costs, we believe these impacts may be at least partially offset through the continued execution of our cost optimization efforts as well as our hedging strategy.
+Added: Fuel is approximately 52% hedged for the remainder of 2026, which we believe helps mitigate a portion of near-term fuel price volatility.
Our focus remains on managing the business for the long term, balancing disciplined pricing and cost control with guest experience and strategic investments for the future.
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Quarterly Overview
−Removed: Three months ended March 31, 2026 (“2026”) compared to three months ended March 31, 2025 (“2025”)
+Added: Three months ended June 30, 2026 (“2026”) compared to three months ended June 30, 2025 (“2025”)
● Total revenue increased 4.9% to $2.6 billion compared to $2.5 billion.
−Removed: ● Net income (loss) and diluted EPS were $104.7 million and $0.23, respectively, compared to $(40.3) million and $(0.09), respectively.
+Added: ● Net income and diluted EPS were $222.6 million and $0.48, respectively, compared to $30.0 million and $0.07, respectively.
● Operating income was $363.3 million compared to $423.8 million.
−Removed: ● Gross margin increased 16.6% to $712.1 million compared to $610.9 million.
+Added: ● Gross margin decreased 3.8% to $804.1 million compared to $835.9 million.
Adjusted Gross Margin increased 6.6% to $2.0 billion compared to $1.8 billion.
−Removed: ● Adjusted Net Income and Adjusted EPS were $107.5 million and $0.23, respectively, in 2026, which included $2.1 million of non-GAAP adjustments.
−Removed: Adjusted Net Income and Adjusted EPS were $46.5 million and $0.10, respectively, in 2025, which included $86.8 million of non-GAAP adjustments primarily related to losses on extinguishment and modification of debt.
−Removed: ● Adjusted EBITDA improved 17.6% to $532.9 million compared to $453.1 million.
+Added: ● Adjusted Net Income and Adjusted EPS were $222.0 million and $0.48, respectively, in 2026, which included $(1.2) million of adjustments.
+Added: Adjusted Net Income and Adjusted EPS were $257.3 million and $0.51, respectively, in 2025, which included $227.3 million of adjustments primarily related to certain euro foreign currency remeasurements and losses on extinguishment and modification of debt.
+Added: ● Adjusted EBITDA decreased 4.1% to $665.5 million compared to $694.0 million.
We refer you to our “Results of Operations” below for a calculation of Adjusted Gross Margin, Adjusted Net Income, Adjusted EPS and Adjusted EBITDA.
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Three Months Ended
+Added: Six Months Ended
Passengers carried
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Three Months Ended
+Added: Six Months Ended
Total revenue
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Three Months Ended
+Added: Six Months Ended
Total cruise operating expense
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Adjusted Net Cruise Cost Excluding Fuel per Capacity Day
−Removed: (1) Non-cash deferred compensation expenses related to the crew pension plan and other crew expenses, which are included in payroll and related expense.
+Added: (1) Non-cash deferred compensation expenses related to the Shipboard Retirement Plan, which are included in payroll and related expense.
(2) Non-cash share-based compensation expenses related to equity awards, which are included in marketing, general and administrative expense and payroll and related expense.
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Three Months Ended
+Added: Six Months Ended
Net income (loss)
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Net foreign currency adjustments on euro-denominated debt (6)
+Added: Effect of dilutive securities - exchangeable notes (7)
Adjusted Net Income
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Diluted weighted-average shares outstanding - Adjusted Net Income
−Removed: (1) Non-cash deferred compensation expenses related to the crew pension plan and other crew expenses, which are included in payroll and related expense and other income (expense), net.
+Added: (1) Non-cash deferred compensation expenses related to the Shipboard Retirement Plan, which are included in payroll and related expense and other income (expense), net.
(2) Non-cash share-based compensation expenses related to equity awards, which are included in marketing, general and administrative expense and payroll and related expense.
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(6) Net gains and losses for foreign currency remeasurements of our euro-denominated debt principal included in other income (expense), net.
+Added: (7) The impact of the above non-GAAP adjustments results in an anti-dilutive effect on Adjusted EPS related to our exchangeable notes for which we are increasing the impact on GAAP net income (loss) and dilutive weighted average shares.
EBITDA and Adjusted EBITDA were calculated as follows (in thousands):
Three Months Ended
+Added: Six Months Ended
Net income (loss)
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(1) Primarily consists of gains and losses, net for foreign currency remeasurements of our euro-denominated debt.
−Removed: (2) Non-cash deferred compensation expenses related to the crew pension plan and other crew expenses, which are included in payroll and related expense.
+Added: (2) Non-cash deferred compensation expenses related to the Shipboard Retirement Plan, which are included in payroll and related expense.
(3) Non-cash share-based compensation expenses related to equity awards, which are included in marketing, general and administrative expense and payroll and related expense.
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(5) Severance and other related fees associated with certain employee terminations, including non-cash share-based compensation expense related to accelerated vesting for a former executive, net of forfeitures, which are included in marketing, general and administrative expense.
−Removed: Three months ended March 31, 2026 (“2026”) compared to three months ended March 31, 2025 (“2025”)
+Added: Three months ended June 30, 2026 (“2026”) compared to three months ended June 30, 2025 (“2025”)
Total revenue was $2.6 billion in 2026 and $2.5 billion in 2025 primarily due to an increase in Capacity Days related to the delivery of new ships.
+Added: Total cruise operating expense increased 8.9% primarily due to the delivery of new ships.
+Added: Total other operating expense increased 8.4% in 2026 compared to 2025 primarily related to an increase in depreciation and amortization expense primarily related to the delivery of new ships.
+Added: Additionally, we had an increase in marketing, general and administrative expense from higher severance payments associated with the restructuring.
+Added: Interest expense, net was $170.9 million in 2026 compared to $236.8 million in 2025.
+Added: The change in interest expense primarily reflects losses in 2025 from extinguishment of debt and debt modification costs, which were $68.4 million.
+Added: Other income (expense), net was income of $33.5 million in 2026 compared to expense of $156.4 million in 2025.
+Added: The income and expense primarily related to net gains and losses on foreign currency remeasurements of our euro-denominated debt.
+Added: Six months ended June 30, 2026 (“2026”) compared to six months ended June 30, 2025 (“2025”)
+Added: Total revenue was $5.0 billion in 2026 and $4.6 billion in 2025 primarily due to an increase in Capacity Days related to the delivery of new ships.
Total cruise operating expense increased 7.4% primarily related to the delivery of new ships.
−Removed: Total other operating expense increased 15.7% in 2026 compared to 2025 primarily related to an increase in marketing, general and administrative expense from higher advertising and promotions and severance payments.
+Added: Total other operating expense increased 12.0% in 2026 compared to 2025 primarily related to an increase in marketing, general and administrative expense from higher advertising and promotions and severance payments associated with the restructuring.
Additionally, we had an increase in depreciation and amortization expense primarily related to the delivery of new ships.
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Liquidity and Capital Resources
−Removed: As of March 31, 2026, our liquidity was approximately $1.6 billion, including cash and cash equivalents of $185.0 million and $1.4 billion available under our Revolving Loan Facility.
+Added: As of June 30, 2026, our liquidity was approximately $1.5 billion, including cash and cash equivalents of $218.1 million and $1.3 billion available under our Revolving Loan Facility.
Our primary ongoing liquidity requirements are to finance working capital, capital expenditures and debt service.
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Refer to “Item 1A.
−Removed: Risk Factors” in our Annual Report on Form 10-K for further details regarding risks and uncertainties that may cause our results to differ from our expectations.
−Removed: As of March 31, 2026, we were in compliance with all of our debt covenants.
+Added: Risk Factors” in this Quarterly Report on Form 10-Q and our Annual Report on Form 10-K for further details regarding risks and uncertainties that may cause our results to differ from our expectations.
+Added: As of June 30, 2026, we were in compliance with all of our debt covenants.
If we do not continue to remain in compliance with our covenants, we would have to seek additional amendments to or waivers of the covenants.
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Our S&P Global issuer credit rating is B+, our issue-level rating on our Revolving Loan Facility is BB and our senior unsecured rating is B+.
−Removed: If our credit ratings were to be downgraded as has occurred in the past, or general market conditions were to ascribe higher risk to our rating levels, our industry, or us, our access to capital and the cost of any debt or equity financing will be negatively impacted.
+Added: If our credit ratings were to be downgraded as has occurred in the past, or general market conditions were to ascribe higher risk to our rating levels, our industry, or us, our access to capital and the cost of any debt or equity financing will be negatively
We also have capacity to incur additional indebtedness under our debt agreements and may issue additional ordinary shares from time to time, subject to our authorized number of ordinary shares.
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Although the agreements vary, these requirements may generally be satisfied either through a percentage of customer payments withheld or providing cash funds directly to the card processor.
−Removed: As of March 31, 2026, the Company was not required to maintain any reserve funds.
+Added: As of June 30, 2026, the Company was not required to maintain any reserve funds.
Sources and Uses of Cash
−Removed: In this section, references to “2026” refer to the three months ended March 31, 2026 and references to “2025” refer to the three months ended March 31, 2025.
−Removed: Net cash provided by operating activities was $811.5 million in 2026 and $679.2 million in 2025.
+Added: In this section, references to “2026” refer to the six months ended June 30, 2026 and references to “2025” refer to the six months ended June 30, 2025.
+Added: Net cash provided by operating activities was $1.4 billion in 2026 and 2025.
The net cash provided by operating activities included net income or losses and timing differences in cash receipts and payments relating to operating assets and liabilities.
−Removed: Advance ticket sales increased by $537.4 million in 2026 and by $665.9 million in 2025.
−Removed: Net cash used in investing activities was $1.4 billion in 2026 and $1.5 billion in 2025.
+Added: Advance ticket sales increased by $482.0 million in 2026 and $708.1 million in 2025.
+Added: Net cash used in investing activities was $1.9 billion in 2026 and 2025.
The net cash used in investing activities was primarily related to the delivery of Norwegian Luna in 2026.
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Net cash provided by financing activities was $492.8 million in 2026 primarily due to newbuild loans related to the delivery of Norwegian Luna, partially offset by scheduled repayments of newbuild loans.
−Removed: Net cash provided by financing activities was $846.6 million in 2025 primarily due to newbuild loans related to the delivery of Norwegian Aqua .
+Added: Net cash provided by financing activities was $467.2 million in 2025 primarily due to newbuild loans related to the delivery of Norwegian Aqua partially offset by payments on our Revolving Loan Facility and other newbuild loan facilities .
Future Capital Commitments
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The following chart discloses details about our newbuild program.
−Removed: The impacts of initiatives to improve environmental sustainability and modifications the Company plans to make to its newbuilds and/or other macroeconomic conditions and events have resulted in delays in expected ship deliveries.
+Added: The impacts of initiatives to improve environmental sustainability and modifications that NCLH plans to make to its newbuilds to improve their profitability and better space out the newbuilds, along with shipyard availability and/or other macroeconomic conditions and events, have resulted in us resetting delivery dates for certain expected ship deliveries.
These and other impacts could result in additional delays in ship deliveries in the future, which may be prolonged.
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(3) We have obtained export credit financing which is expected to fund approximately 80% of the contract price of each ship as well as related financing premiums, subject to certain conditions.
−Removed: As of March 31, 2026, the combined contract prices, including amendments and change orders, of the 12 ships on order for delivery that are effective was approximately €17.1 billion, or $19.8 billion based on the euro/U.S.
−Removed: dollar exchange rate as of March 31, 2026.
+Added: As of June 30, 2026, the combined contract prices, including amendments and change orders, of the 12 ships on order that are effective were approximately €17.1 billion, or $19.5 billion based on the euro/U.S.
+Added: dollar exchange rate as of
+Added: June 30, 2026.
We do not anticipate any contractual breaches or cancellations to occur.
−Removed: However, if any such
−Removed: events were to occur, it could result in, among other things, the forfeiture of prior deposits or payments made by us and potential claims and impairment losses which may materially impact our business, financial condition and results of operations.
−Removed: Capitalized interest for the three months ended March 31, 2026 and 2025 was $23.9 million and $22.5 million, respectively, primarily associated with the construction of our newbuild ships.
+Added: However, if any such events were to occur, it could result in, among other things, the forfeiture of prior deposits or payments made by us and potential claims and impairment losses which may materially impact our business, financial condition and results of operations.
+Added: Capitalized interest for the three months ended June 30, 2026 and 2025 was $24.0 million and $21.4 million, respectively, and for the six months ended June 30, 2026 and 2025 was $47.9 million and $43.9 million, respectively, primarily associated with the construction of our newbuild ships.
Material Cash Requirements
−Removed: As of March 31, 2026, our material cash requirements for debt and ship construction were as follows (in thousands):
+Added: As of June 30, 2026, our material cash requirements for debt and ship construction were as follows (in thousands):
Long-term debt (1)
Ship construction contracts (2)
−Removed: (1) Includes principal as well as estimated interest payments with Term Secured Oversight Financing Rate (“SOFR”) held constant as of March 31, 2026.
−Removed: Includes exchangeable notes, portions of which can be settled in NCLH ordinary shares.
+Added: (1) Includes principal as well as estimated interest payments with Term Secured Overnight Financing Rate (“SOFR”) held constant as of June 30, 2026.
Excludes the impact of any future possible refinancings and undrawn export-credit backed facilities.
(2) Ship construction contracts are for our 12 non-cancelable newbuild ships based on the euro/U.S.
−Removed: dollar exchange rate as of March 31, 2026.
−Removed: As of March 31, 2026, we have committed undrawn export-credit backed facilities of approximately $11.0 billion, which funds approximately 80% of our ship construction contracts, with the exception of the two Sonata Class Ships on order for Oceania Cruises with currently scheduled delivery in 2032 and 2035 and the two additional ships on order for Norwegian Cruise Line with currently scheduled delivery in 2034 and 2036.
+Added: dollar exchange rate as of June 30, 2026.
+Added: As of June 30, 2026, we have committed undrawn export-credit backed facilities of approximately $10.9 billion, which funds approximately 80% of our ship construction contracts, with the exception of the two Sonata Class Ships on order for Oceania Cruises with currently scheduled delivery in 2032 and 2035 and the two additional ships on order for Norwegian Cruise Line with currently scheduled delivery in 2034 and 2036.
Funding Sources
Certain of our debt agreements contain covenants that, among other things, require us to maintain a minimum level of liquidity, as well as limit our net funded debt-to-capital ratio and maintain certain other ratios.
−Removed: Approximately $15 billion of the net book value of our assets were pledged as collateral for certain of our debt as of March 31, 2026.
−Removed: We believe we were in compliance with our covenants as of March 31, 2026.
+Added: Approximately $15 billion of the net book value of our assets were pledged as collateral for certain of our debt as of June 30, 2026.
+Added: We believe we were in compliance with our covenants as of June 30, 2026.
In addition, our existing debt agreements restrict, and any of our future debt arrangements may restrict, among other things, the ability of our subsidiaries, including NCLC, to make distributions and/or pay dividends to NCLH and NCLH’s ability to pay cash dividends to its shareholders.
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We refer you to “—Liquidity and Capital Resources—General” for information regarding collateral that may be provided to our credit card processors.
−Removed: As a routine part of our business, depending on market conditions, exchange rates, pricing and our strategy for growth, we regularly consider opportunities to enter into contracts for the building of additional ships, acquisitions and strategic
+Added: As a routine part of our business, depending on market conditions, exchange rates, pricing and our strategy for growth, we regularly consider opportunities to enter into contracts for the building of additional ships, acquisitions and strategic alliances.
If any of these transactions were to occur, they may be financed through the incurrence of additional permitted indebtedness, through cash flows from operations, or through the issuance of debt, equity or equity-related securities.
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For example, the Company executed long-term charter agreements, each inclusive of purchase options, for Norwegian Sky beginning in 2026 and Norwegian Sun and Seven Seas Navigator beginning in 2027.
−Removed: We are currently contemplating additional long-term charters and ship sales.
+Added: We continue to evaluate additional long-term charters and ship sales.
These types of agreements are being pursued as part of our ship disposal strategy for certain older vessels in our fleet.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.