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Royal Caribbean Group logoRoyal Caribbean Group RCL

The company said it entered into an underwriting agreement on September 22, 2025 with BofA Securities, Goldman Sachs and Morgan Stanley as representatives of the underwriters for an underwritten public offering of $1,500,000,000 aggregate principal amount of 5.375% Senior Notes due 2036.

8-KEntry into a Material Definitive AgreementFiled Period of report Summary published (UTC)

Key points

AI summary
  1. The company said it entered into an underwriting agreement on September 22, 2025 with BofA Securities, Goldman Sachs and Morgan Stanley as representatives of the underwriters for an underwritten public offering of $1,500,000,000 aggregate principal amount of 5.375% Senior Notes due 2036.

  2. The Company said the Offering is expected to close on October 1, 2025, subject to satisfaction of customary closing conditions.

  3. Royal Caribbean said it expects to use the net proceeds from the Offering to finance the upcoming delivery of Celebrity Xcel in lieu of utilizing its existing committed export credit agency facility. It added that with the remaining net proceeds, it plans to redeem, refinance or otherwise repurchase existing indebtedness, including amounts outstanding under its revolving credit facilities.

  4. The Company said the Underwriting Agreement contains customary representations, covenants and indemnification provisions, and the full text of the agreement is filed as Exhibit 1.1.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Underwriting Agreement for $1,500,000,000 5.375% Senior Notes due 2036

The company said it entered into an underwriting agreement on September 22, 2025 with BofA Securities, Goldman Sachs and Morgan Stanley as representatives of the underwriters for an underwritten public offering of $1,500,000,000 aggregate principal amount of 5.375% Senior Notes due 2036.

Source · Based on the filing body and exhibits

Expected Closing Date and Closing Conditions

The Company said the Offering is expected to close on October 1, 2025, subject to satisfaction of customary closing conditions.

Source · Based on the filing body and exhibits

Use of Net Proceeds

Royal Caribbean said it expects to use the net proceeds from the Offering to finance the upcoming delivery of Celebrity Xcel in lieu of utilizing its existing committed export credit agency facility. It added that with the remaining net proceeds, it plans to redeem, refinance or otherwise repurchase existing indebtedness, including amounts outstanding under its revolving credit facilities.

Source · Based on the filing body and exhibits

Key Terms of the Underwriting Agreement

The Company said the Underwriting Agreement contains customary representations, covenants and indemnification provisions, and the full text of the agreement is filed as Exhibit 1.1.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.