1 unchanged sentence
Share Repurchases
−Removed: There were no repurchases of common stock during the quarter ended June 30, 2022.
+Added: There were no repurchases of common stock during the quarter ended September 30, 2022.
In connection with our debt covenant waivers, we agreed with our lenders not to engage in stock repurchases for so long as our debt covenant waivers are in effect.
−Removed: 10.1 Amendment No.
−Removed: 5 to Icon 1 Hull No.
−Removed: S-1400 Credit Agreement, dated as of July 1, 2022, between Royal Caribbean Cruises Ltd., as the Borrower, the Mandated Lead Arrangers and Lenders from time to time party thereto, KfW IPEX-Bank GmbH as Hermes Agent and Facility Agent, and BNP Paribas Fortis SA/NV as Finnvera Agent.
−Removed: 10.2 Amendment No.
−Removed: 5 to Icon 2 Hull No.
−Removed: S-1401 Credit Agreement, dated as of July 1, 2022, between Royal Caribbean Cruises Ltd., as the Borrower, the Mandated Lead Arrangers and Lenders from time to time party thereto, KfW IPEX-Bank GmbH as Hermes Agent and Facility Agent, and BNP Paribas Fortis SA/NV as Finnvera Agent.
−Removed: 10.3 Amendment No.
−Removed: 10 in connection with the Credit Agreement in respect of Anthem of the Seas – Hull S-698, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, KfW IPEX-Bank GmbH, and the banks and financial institutions listed therein as mandated lead arrangers.
−Removed: 10.4 Amendment No.
−Removed: 7 in connection with the Credit Agreement in respect of Celebrity Eclipse - Hull S-677, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, and KfW IPEX-Bank GmbH.
−Removed: 10.5 Amendment No.
−Removed: 7 in connection with the Credit Agreement in respect of Celebrity Equinox - Hull S-676, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, and KfW IPEX-Bank GmbH.
−Removed: 10.6 Amendment No.
−Removed: 7 in connection with the Credit Agreement in respect of Celebrity Silhouette - Hull S-679, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, and KfW IPEX-Bank GmbH.
−Removed: 10.7 Amendment No.
−Removed: 7 in connection with the Credit Agreement in respect of Celebrity Solstice - Hull S-675, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, KfW IPEX-Bank GmbH, and the banks and financial institutions listed therein as mandated co-lead arrangers.
−Removed: 10.8 Amendment Agreement in connection with the Credit Agreement in respect of Celebrity Edge - Hull J34, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, Citibank N.A.
−Removed: London Branch, SMBC Bank International PLC, Citibank Europe PLC UK Branch, and the banks and financial institutions listed therein as mandated lead arrangers .
−Removed: 10.9 Amendment Agreement in connection with the Credit Agreement in respect of Celebrity Apex - Hull K34, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, Citibank N.A.
−Removed: London Branch, SMBC Bank International PLC, Citibank Europe PLC UK Branch, and the banks and financial institutions listed therein as mandated lead arrangers.
−Removed: 10.10 Amendment Agreement in connection with the Credit Agreement in respect of Hull L34, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, Citibank Europe PLC UK Branch, Citibank N.A.
−Removed: London Branch, SMBC Bank International PLC, and the other banks and financial institutions listed therein.
−Removed: 10.11 Amendment Agreement in connection with the Credit Agreement in respect of Hull M34 at Chantiers de L’Atlantique S.A., dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., Houatorris Finance Limited, the lenders party thereto, Citibank Europe PLC UK Branch, Citicorp Trustee Company Limited, Citibank N.A.
−Removed: London Branch, HSBC Continental Europe, SMBC Bank International PLC, and the other banks and financial institutions listed therein.
−Removed: 10.12 Amendment No.
−Removed: 6 in connection with the Credit Agreement in respect of Icon 1 - Hull 1400, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, KfW IPEX-Bank GmbH, BNP Paribas Fortis SA/NV, and the banks and financial institutions listed therein as mandated lead arrangers.
−Removed: 10.13 Amendment No.
−Removed: 6 in connection with the Credit Agreement in respect of Icon 2 - Hull 1401, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, KfW IPEX-Bank GmbH, BNP Paribas Fortis SA/NV, and the banks and financial institutions listed therein as mandated lead arrangers.
−Removed: 10.14 Amendment No.
−Removed: 4 in connection with the Credit Agreement in respect of Icon 3 - Hull 1402, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, and KfW IPEX-Bank GmbH.
−Removed: 10.15 Amendment Agreement in connection with the Credit Agreement in respect of Symphony of the Seas - Hull B34, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, Citibank N.A.
−Removed: London Branch, Citibank Europe PLC, and the banks and financial institutions listed therein as mandated lead arrangers.
−Removed: 10.16 Amendment Agreement in connection with the Credit Agreement in respect of Hull C34, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, Citibank Europe PLC UK Branch, Citibank N.A.
−Removed: London Branch, SMBC Bank International PLC, and the other banks and financial institutions listed therein.
−Removed: 10.17 Amendment Agreement in connection with the Credit Agreement in respect of Hull A35 at Chantiers de L’Atlantique S.A., dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., Palmeraie Finance Limited, the lenders party thereto, Citibank Europe PLC UK Branch, Citicorp Trustee Company Limited, Citibank N.A.
−Removed: London Branch, HSBC Continental Europe, and the mandated lead arrangers party thereto.
−Removed: 10.18 Amendment No.
−Removed: 8 in connection with the Credit Agreement in respect of Oasis of the Seas - Hull 1363, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, and BNP Paribas Fortis SA/NV.
−Removed: 10.19 Amendment Agreement in connection with the Credit Agreement in respect of Harmony of the Seas – Hull A34 (EUR Facility), dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., Société Générale, the lenders party thereto, and the banks and financial institutions listed therein as mandated lead arrangers.
−Removed: 10.20 Amendment Agreement in connection with the Credit Agreement in respect of Harmony of the Seas – Hull A34 (USD Facility), dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., Société Générale, the lenders party thereto, and the banks and financial institutions listed therein as mandated lead arrangers.
−Removed: 10.21 Amendment No.
−Removed: 8 in connection with the Credit Agreement in respect of Odyssey of the Seas – Hull S-713, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, KfW IPEX-Bank GmbH, and the banks and financial institutions listed therein as mandated lead arrangers.
−Removed: 10.22 Amendment No.
−Removed: 7 in connection with the Credit Agreement in respect of Ovation of the Seas – Hull S-699, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, KfW IPEX-Bank GmbH, and the banks and financial institutions listed therein as mandated lead arrangers.
−Removed: 10.23 Amendment No.
−Removed: 10 in connection with the Credit Agreement in respect of Quantum of the Seas – Hull S-697, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, KfW IPEX-Bank GmbH, and the banks and financial institutions listed therein as mandated lead arrangers.
−Removed: 10.24 Amendment No.
−Removed: 7 in connection with the Credit Agreement in respect of Celebrity Reflection - Hull S-691, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, and KfW IPEX-Bank GmbH .
−Removed: 10.25 Amendment No.
−Removed: 5 in connection with the Credit Agreement in respect of Hull S-719, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, and KfW IPEX-Bank GmbH.
−Removed: 10.26 Amendment No.
−Removed: 5 in connection with the Credit Agreement in respect of Hull S-720, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, and KfW IPEX-Bank GmbH.
−Removed: 10.27 Amendment No.
−Removed: 7 in connection with the Credit Agreement in respect of Spectrum of the Seas – Hull S-700, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, KfW IPEX-Bank GmbH, and the banks and financial institutions listed therein as mandated lead arrangers.
−Removed: 10.28 Amendment to the Amended and Restated Credit Agreement, dated as of July 21, 2022, among Royal Caribbean Cruises Ltd., the various financial institutions parties thereto and The Bank of Nova Scotia, as administrative agent for the lender parties.
−Removed: 10.29 Amendment to Term Loan Agreement, dated as of July 21, 2022, among Royal Caribbean Cruises Ltd., the various financial institutions party thereto and Bank of America, N.A., as administrative agent.
−Removed: 10.30 Amendment to Amended and Restated Credit Agreement, dated as of July 21, 2022, among Royal Caribbean Cruises Ltd., the various financial institutions party thereto, and Nordea Bank ABP, New York Branch, as administrative agent.
−Removed: 10.31 Amended and Restated 2008 Equity Incentive Plan (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on June 3, 2022).
+Added: 4.1 Indenture, dated August 5, 2022, among the Company and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on August 8, 2022).
+Added: 4.2 Indenture, dated August 18, 2022, among the Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, Principal Paying Agent, Transfer Agent, and Registrar (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on August 18, 2022).
+Added: 10.1 Amendment to Term Loan Agreement, dated as of September 19, 2022, among Royal Caribbean Cruises Ltd., as the Borrower, the various financial institutions party thereto and Bank of America, N.A.
+Added: 10.2 LIBOR Replacement Amendment to Term Loan Agreement, dated as of September 19, 2022, between Royal Caribbean Cruises Ltd., as the Borrower and Bank of America, N.A., as Administrative Agent.
31.1 Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934
4 unchanged sentences
101 The following financial statements of Royal Caribbean Cruises Ltd.
−Removed: for the period ended June 30, 2022, formatted in iXBRL (Inline extensible Reporting Language) are filed herewith:
−Removed: (i) the Consolidated Statements of Comprehensive Income (Loss) for the quarters and six months ended June 30, 2022 and 2021;
−Removed: (ii) the Consolidated Balance Sheets at June 30, 2022 and December 31, 2021;
−Removed: (iii) the Consolidated Statements of Cash Flows for the six months ended June 30, 2022 and 2021;
+Added: for the period ended September 30, 2022, formatted in iXBRL (Inline extensible Reporting Language) are filed herewith:
+Added: (i) the Consolidated Statements of Comprehensive Loss for the quarters and nine months ended September 30, 2022 and 2021;
+Added: (ii) the Consolidated Balance Sheets at September 30, 2022 and December 31, 2021;
+Added: (iii) the Consolidated Statements of Cash Flows for the nine months ended September 30, 2022 and 2021;
(iv) the Notes to the Consolidated Financial Statements, tagged in summary and detail.
5 unchanged sentences
Chief Financial Officer
−Removed: July 29, 2022 (Principal Financial Officer and duly authorized signatory)
+Added: November 3, 2022 (Principal Financial Officer and duly authorized signatory)
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.