Filed Pursuant to Rule 433
Dated June 29, 2009
Registration No. 333-158161
News From
Royal Caribbean Cruises Ltd.
Corporate Communications Office
1050 Caribbean Way, Miami, Florida 33132-2096
Contact: Ian Bailey
(305) 982-2625
For Immediate Release
ROYAL CARIBBEAN ANNOUNCES $250 MILLION SENIOR NOTES OFFERING
MIAMI June 29, 2009 Royal Caribbean Cruises Ltd. (NYSE, OSE: RCL) today announced that it has
commenced an offering of $250 million aggregate principal amount of 6-year Senior Notes. The
offering of the Senior Notes is being made pursuant to a shelf registration statement filed with
the Securities and Exchange Commission. The company plans to use the proceeds from the offering for
general corporate purposes, including repayment of amounts outstanding under its unsecured
revolving credit facility.
As part of its prospectus supplement for the offering, the company provided a business update and
details of the effects of the H1N1 virus outbreak and rising fuel prices.
Overall, the company reported booking volumes and pricing levels have remained stable and
consistent with prior guidance. With the exception of the Spanish market, the peak summer products
are performing consistent with prior guidance. While it is still early, the trajectory of both
rate and volume especially as it relates to its newer ships points to improving yields in 2010.
Since the company last provided guidance on April 23, 2009 the H1N1 virus outbreak and rising fuel
prices have negatively impacted what otherwise would be considered a stabilizing operating
environment. On April 23, the company provided guidance of 2009 earnings per share of
approximately $1.35 plus or minus $0.10 per share for every 10% change in fuel prices. Since then,
the price of oil has risen approximately 45%. On June 9, the company
estimated the effects of the H1N1 virus on 2009 earnings per share to be approximately ($0.22) per
share.
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In the prospectus supplement, the company provided further guidance that:
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Hedging and fuel cost management have mitigated the impact of increasing oil prices
and that full year fuel expense would now be up only $0.12 per share at todays prices; |
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Other Income and Expense for the second quarter is expected to be worse than prior
guidance due mainly to foreign currency adjustments to the balance sheet and for
ineffectiveness related to hedging amounting to about $0.10 per share; and |
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Interest on the senior notes is expected to increase interest expense for the year by
approximately $0.05 per share. |
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Fuel consumption is currently hedged at 48%, 50% and 45% for 2009, 2010 and 2011,
respectively. |
Commenting on the bond offering, Richard D. Fain, chairman and chief executive officer noted,
Although there are clear signs of stabilization in our business and we enjoy solid liquidity, we
believe prudence dictates that we be proactive and opportunistic in these uncertain and volatile
financial markets.
Royal Caribbean Cruises Ltd. is a global cruise vacation company that operates Royal Caribbean
International, Celebrity Cruises, Pullmantur, Azamara Cruises and CDF Croisières de France. The
company has a combined total of 37 ships in service and six under construction. It also offers
unique land-tour vacations in Alaska, Asia, Australia, Canada, Europe, Latin America and New
Zealand. Additional information can be found on www.royalcaribbean.com, www.celebrity.com,
www.pullmantur.es, www.azamaracruises.com or www.rclinvestor.com.
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The issuer has filed a registration statement (including a prospectus) with the SEC for the
offering to which this communication relates. Before you invest, you should read the prospectus in
that registration statement and other documents the issuer has filed with the SEC for more complete
information about the issuer and this offering. You may get these documents for free by visiting
EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer
participating in the offering will arrange to send you the prospectus. A written prospectus for
this offering meeting the requirements of Section 10 of the Securities Act of 1933 (other than a
free writing prospectus as defined in Securities Act Rule 405) may be obtained from the offices of
Morgan Stanley at 180 Varick Street, Second Floor, New York, New York 10014, Attention: Prospectus
Department or by email at prospectus@morganstanley.com.
Certain statements in this news release are forward-looking statements. Words such as
anticipate, believe, could, estimate, expect, goal, intend, may, plan, project,
seek, should, will, and similar expressions are intended to help identify these
forward-looking statements. Forward-looking statements do not guarantee future performance and may
involve risks, uncertainties and other factors, which could cause our actual results, performance
or achievements to differ materially from the future results, performance or achievements expressed
or implied in those forward-looking statements. Examples of these risks, uncertainties and other
factors include, but are not limited to the following: the adverse impact of the continuing
worldwide economic downturn on the demand for cruises, the impact of the economic downturn on the
availability of our credit facility and our ability to generate cash flows from operations or
obtain new borrowings from the credit or capital markets in amounts sufficient to satisfy our
capital expenditures, debt payment requirements and other financing needs, the impact of
disruptions in the global financial markets on the ability of our counterparties and others to
perform their obligations to us, the uncertainties of conducting business internationally and
expanding into new markets, the volatility in fuel prices an foreign exchange rates, the impact of
changes in operating and financing costs, including changes in foreign currency, interest rates,
fuel, food, payroll, airfare for our shipboard personnel, insurance and security costs, impact of
problems encountered at shipyards and their subcontractors including insolvency or financial
difficulties, vacation industry competition and changes in industry capacity and overcapacity, the
impact of tax and environmental laws and regulations affecting our business or our principal
shareholders, the impact of changes in other laws and regulations affecting our business, the
impact of pending or threatened litigation, enforcement actions, fines or penalties, the impact of
delayed or cancelled ship orders, the impact of emergency ship repairs, including the related lost
revenue, the impact on prices of new ships due to shortages in available shipyard facilities,
component parts and shipyard consolidations, negative incidents involving cruise ships including
those involving the health and safety of passengers, reduced consumer demand for cruises as a
result of any number of reasons, including geo-political and economic uncertainties and the
unavailability or cost of air service, the international political climate, fears of terrorist and
pirate attacks, armed conflict and the resulting concerns over safety and security aspects of
traveling, the impact of the spread of contagious diseases, the impact of changes or disruptions to
external distribution channels for our guest bookings, the loss of key personnel or our inability
to retain or recruit qualified personnel, changes in our stock price or principal shareholders,
uncertainties of a foreign legal system as we are not incorporated in the United States, the
unavailability of ports of call, weather, and other factors described in further detail in Royal
Caribbean Cruises Ltd.s filings with the
Securities and Exchange Commission. The above examples are not exhaustive and new risks emerge
from time to time. We undertake no obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events or otherwise. In addition,
certain financial measures in this news release constitute non-GAAP financial measures as defined
by Regulation G. A reconciliation of these items can be found on our investor relations website at
www.rclinvestor.com.
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