NCLH subsidiary enters $650M senior secured notes facility, issues $250M Class A Notes

Norwegian Cruise Line Holdings Ltd.

NCL Corporation Ltd. entered a second amended commitment letter with Apollo funds for up to $650M of senior secured notes.
Issued $250M of 9.75% senior secured Class A Notes due 2028, with proceeds for general corporate purposes.
Entered a backstop agreement with Morgan Stanley for up to $300M of unsecured notes to refinance 2024 maturities.
Apollo funds committed to purchase up to $250M Class B Notes at 11% interest and $400M Backstop Notes at 8%.
The Class A Notes are secured by first-priority interests in certain guarantor stock, IP, and two islands.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Norwegian Cruise Line Holdings Ltd. amended Amended Commitment Letter with funds managed by affiliates of Apollo Global Management valued at up to $650 million (effective 2023-02-22).

Action: amendment
Agreement: notes offering
Counterparty: funds managed by affiliates of Apollo Global Management
Value: up to $650 million
Effective: 2023-02-22

Exact text from the filing

On February 22, 2023, NCL Corporation Ltd. (“NCLC”), a subsidiary of Norwegian Cruise Line Holdings Ltd., entered into the second amended and restated commitment letter (the “Amended Commitment Letter”) with funds managed by affiliates of Apollo Global Management

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Norwegian Cruise Line Holdings Ltd. entered into Indenture with U.S. Bank Trust Company, National Association valued at $250 million aggregate principal amount (effective 2023-02-22).

Action: entry
Agreement: notes offering
Counterparty: U.S. Bank Trust Company, National Association
Value: $250 million aggregate principal amount
Effective: 2023-02-22

Exact text from the filing

The Class A Notes were issued pursuant to an indenture (the “Indenture”), dated February 22, 2023, by and among, inter alia, NCLC, as issuer, the guarantors named therein and U.S. Bank Trust Company, National Association, as trustee, principal paying agent, transfer agent, registrar and security agent.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Norwegian Cruise Line Holdings Ltd. entered into Backstop Agreement with Morgan Stanley & Co. LLC valued at $300 million (effective 2023-02-23).

Action: entry
Agreement: credit facility
Counterparty: Morgan Stanley & Co. LLC
Value: $300 million
Effective: 2023-02-23

Exact text from the filing

On February 23, 2023, NCLC entered into a backstop agreement (the “Backstop Agreement”) with Morgan Stanley & Co. LLC (“MS”), pursuant to which MS has agreed to provide backstop committed financing to refinance amounts outstanding under NCLC’s senior secured credit facility that are coming due in January 2024.

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23 material agreements filed in the last 30 days. Browse all material agreements →

Norwegian Cruise Line Holdings Ltd. filing history →

Source: SEC EDGAR

accession 0001104659-23-026003

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