---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-24-033288"
form_type: "8-K"
ticker: null
cik: "0001318742"
company_name: "NCL CORP Ltd."
filed_at: "2024-03-12T23:59:59+00:00"
generated_at: "2026-06-04T22:52:50.980076+00:00"
event_type: "debt"
sentiment: "positive"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# NCLC repays $250M secured notes; secures $650M unsecured Apollo commitment; S&P upgrades to B+

## Summary
- Repurchased all $250M of 9.75% senior secured notes due 2028, eliminating highest interest debt.
- Entered $650M unsecured notes commitment with Apollo Funds through March 2025 with fees (0.50% structuring, 0.75% quarterly) and rate of 2029 Notes + 200 bps.
- S&P upgraded issuer credit rating to B+; senior secured debt to BB/BB-; unsecured debt up two notches to B with stable outlook.
- Refinancing reduces interest costs, releases collateral, and reflects deleveraging progress; full-year benefits from 2023 ship deliveries expected.

## SEC filing metadata
- accession: 0001104659-24-033288
- form_type: 8-K
- cik: 0001318742
- company_name: NCL CORP Ltd.
- filed_at: 2024-03-12T23:59:59+00:00
- event_type: debt
- sentiment: positive
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 1.02, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1318742/000110465924033288/0001104659-24-033288-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1318742/000110465924033288/tm248197d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-24-033288
- JSON: https://secwatch.observer/filing/0001104659-24-033288.json
- Plain text: https://secwatch.observer/filing/0001104659-24-033288.txt

## Key facts
- Material Agreements
  NCL CORP Ltd. entered into third amended and restated commitment letter with funds managed by affiliates of Apollo Global Management valued at $650.0 million senior unsecured notes due five years after issue date (effective 2024-03-11).
  - Action: entry
  - Agreement: credit facility
  - Counterparty: funds managed by affiliates of Apollo Global Management
  - Value: $650.0 million senior unsecured notes due five years after issue date
  - Effective: 2024-03-11
  source text: On February 23, 2024, NCL Corporation Ltd. (“NCLC”) entered into a third amended and restated commitment letter (the “Amended Commitment Letter”) with funds managed by affiliates of Apollo Global Management (the “Apollo Funds”), which became effective on March 11, 2024 and which amends, restates and supersedes the second amended and restated commitment letter, dated February 22, 2023, among NCLC and the Apollo Funds.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1318742/000110465924033288/0001104659-24-033288-index.htm
- Material Agreements
  NCL CORP Ltd. terminated Secured Notes Indenture with U.S. Bank Trust Company, National Association valued at $250.0 million 9.75% Senior Secured Notes due 2028 repurchased and cancelled (effective 2024-03-11).
  - Action: termination
  - Agreement: notes offering
  - Counterparty: U.S. Bank Trust Company, National Association
  - Value: $250.0 million 9.75% Senior Secured Notes due 2028 repurchased and cancelled
  - Effective: 2024-03-11
  source text: On March 11, 2024, in connection with the settlement of the Repurchase, the Trustee cancelled the aggregate principal amount outstanding under the Secured Notes and confirmed that NCLC had satisfied and discharged its obligations under the Secured Notes Indenture.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1318742/000110465924033288/0001104659-24-033288-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.