Royal Caribbean said it completed privately negotiated exchanges with a limited number of holders of its 6.000% Convertible Senior Notes due 2025, exchanging about $213 million in principal for about 3.3 million shares of common stock and about $214 million in cash on March 19, 2025.

1. 01

   Royal Caribbean said it completed privately negotiated exchanges with a limited number of holders of its 6.000% Convertible Senior Notes due 2025, exchanging about $213 million in principal for about 3.3 million shares of common stock and about $214 million in cash on March 19, 2025.

2. 02

   The company said the cash paid, about $214 million, represented the par value of the 2025 Notes exchanged plus accrued and unpaid interest. It said it funded the cash portion with liquidity on hand.

3. 03

   Royal Caribbean said the 2025 Notes exchanged were cancelled immediately at the close of the transactions. It said about $110 million in principal of the 2025 Notes remained outstanding afterward, and that fully diluted shares and share equivalents fell by 1.0 million shares.

4. 04

   The company said the shares issued in the exchanges were not registered under the Securities Act of 1933 and were issued in a private placement under the exemption in Section 4(a)(2). It said it relied in part on each holder's representations that it is an institutional accredited investor and a qualified institutional buyer.

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