UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant To Section 13 or 15(d) of
The Securities Exchange Act of 1934

Date of report (Date of earliest event reported): November 26, 2009

 

ROYAL CARIBBEAN CRUISES LTD.


(Exact Name of Registrant as Specified in Charter)

 

 

Republic of Liberia


(State or Other Jurisdiction of Incorporation)

1-11884

98-0081645



(Commission File Number)

(IRS Employer Identification No.)

1050 Caribbean Way, Miami, Florida

33132



(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: 305-539-6000

Not Applicable


(Former Name or Former Address, if Changed Since Last Report)

 



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

 

 

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

 

 

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

 

 

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))







 

 

Item 1.01

Entry into a Material Definitive Agreement.

 

On November 26 , 2009, Celebrity Eclipse Inc. (the “Borrower”), a subsidiary of Royal Caribbean Cruises Ltd. (the “Company”), entered into the definitive credit agreement with KfW IPEX-Bank GmbH, as agent for Euler Hermes Kreditversicherungs AG and administrative agent, and KfW IPEX-Bank GmbH, as lender based on the terms originally agreed in August 2006. The credit agreement provides for an unsecured term loan not to exceed the US Dollar equivalent corresponding to Euro 420.0 million to the Borrower, which when drawn will be guaranteed by the Company. The loan, once funded, will have a 12-year tenor with semi-annual amortization. The interest will be at a floating rate of LIBOR plus the applicable margin set forth in the credit agreement. The Company intends to use the proceeds of the loan towards the purchase of the Celebrity Eclipse which is scheduled for delivery in the second quarter of 2010.

 

A copy of the Credit Agreement is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

 

Item 9.01

Financial Statements and Exhibits.

 

 

(d)

Exhibits

 

Exhibit 10.1 - Credit Agreement dated as of November 26, 2009 among Celebrity Eclipse Inc., KfW IPEX-Bank GmbH, as agent for Euler Hermes Kreditversicherungs AG and administrative agent, and KfW IPEX-Bank GmbH, as lender.

 

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

ROYAL CARIBBEAN CRUISES LTD.

 

 

 

 

 

Date:

December 2, 2009

By:

/s/ Antje M. Gibson

 

 

 

Name:

Antje M. Gibson

 

 

 

Title:

Vice President, Treasury