Norwegian Cruise Line Holdings Ltd. — fact timeline

Norwegian Cruise Line Holdings Ltd. entered into Indenture with NCLC, as issuer, the guarantors named therein, U.S. Bank Trust Company, National Association, as trustee, and JPMorgan Chase Bank, N.A., as security agent valued at $600.0 million (effective 2023-02-02).

“On February 2, 2023, NCL Corporation Ltd. (“NCLC”), a subsidiary of Norwegian Cruise Line Holdings Ltd., closed its previously announced private offering (the “Notes Offering”) of $600.0 million aggregate principal amount of 8.375% senior secured notes due 2028 (the “Notes”).”

Norwegian Cruise Line Holdings Ltd. reported year ended December 31, 2022 results: revenue $4.7 billion to $5.0 billion.

“Based on the foregoing, our total revenues are currently expected to be in the range of approximately $ 4.7 billion to $ 5.0 billion for the year ended December 31, 2022, compared to $0.6 billion for the year ended December 31, 2021.”

Norwegian Cruise Line Holdings Ltd. amended Explorer Supplemental Agreement with Crédit Agricole Corporate and Investment Bank, Société Générale, and KfW IPEX-Bank GmbH (effective 2022-12-16).

“NCLC entered into a supplemental agreement (the “Explorer Supplemental Agreement”), dated December 16, 2022 and which becomes effective upon the completion of certain conditions, among Explorer New Build, LLC, an indirect subsidiary of NCLC, as borrower, NCLC, as guarantor, the Company, and Seven Seas Cruises S. de R.L., an indirect subsidiary of NCLC, as charterer and shareholder, the lenders party thereto, Crédit Agricole Corporate and Investment Bank, Société Générale and KfW IPE”

Norwegian Cruise Line Holdings Ltd. amended Second Side Letter with KfW IPEX-Bank GmbH (effective 2022-12-13).

“On December 13, 2022, NCLC entered into another side letter (the “Second Side Letter”), among Breakaway Three, Ltd. and Breakaway Four, Ltd., each an indirect subsidiary of NCLC, as borrowers, NCLC, as guarantor, NCL International, Ltd., an indirect subsidiary of NCLC, as shareholder, and KfW IPEX-Bank GmbH as CIRR agent, Hermes agent and facility agent,”

Norwegian Cruise Line Holdings Ltd. amended First Side Letter with KfW IPEX-Bank GmbH and Commerzbank Aktiengesellschaft (effective 2022-12-13).

“On December 13, 2022, NCLC entered into a side letter (the “First Side Letter”), among Seahawk One, Ltd., Seahawk Two, Ltd., Breakaway One, Ltd. and Breakaway Two, Ltd., each an indirect subsidiary of NCLC, as borrowers, NCLC, as guarantor, NCL International, Ltd., an indirect subsidiary of NCLC, as shareholder, KfW IPEX-Bank GmbH, as CIRR agent and facility agent under the Credit Agreements and as Hermes agent under the Seahawk One Credit Agreement and the Seahawk Two Credit Agreement (each as defined below), and Commerzbank Aktiengesellschaft, as Hermes agent under the Breakaway One Credit Agreement and the Breakaway Two Credit Agreement (each as defined below),”

Frank A. Del Rio was appointed as President at Norwegian Cruise Line Holdings Ltd..

“the Company announced the appointment of Mr. Frank A. Del Rio, current Chief Sales and Marketing Officer for Oceania Cruises, age 44, as President, Oceania Cruises, effective as of January 1, 2023.”

Howard Sherman changed role as Special Advisor at Norwegian Cruise Line Holdings Ltd..

“Mr. Howard Sherman, President and Chief Executive Officer, Oceania Cruises, would be transitioning to a new advisory role as Special Advisor, effective as of January 1, 2023.”

Andrea DeMarco was appointed as President at Norwegian Cruise Line Holdings Ltd..

“the Company announced the appointment of Ms. Andrea DeMarco, age 44, as President, Regent Seven Seas Cruises, effective as of January 1, 2023.”

Jason Montague changed role as Special Advisor at Norwegian Cruise Line Holdings Ltd..

“Mr. Jason Montague, President and Chief Executive Officer, Regent Seven Seas Cruises, would be transitioning to a new advisory role as Special Advisor, effective as of January 1, 2023.”

Norwegian Cruise Line Holdings Ltd. amended credit facility of approximately $1.4 billion with JPMorgan Chase Bank, N.A., as administrative agent and collateral agent maturing January 2, 2025.

“Amendment No. 4 extended the maturities for approximately $1.4 billion of NCLC’s operating credit facility by one year to January 2025.”

Norwegian Cruise Line Holdings Ltd. incurred term loan of $148,731,250 maturing January 2, 2025.

“certain existing lenders agreed to make new term A-3 loans in an aggregate amount of $148,731,250, the proceeds of which were used to fully repay the deferred term A loans, deferred term A-1 loans and term A loans and partially repay $92,419 of the term A-1 loans.”

Norwegian Cruise Line Holdings Ltd. amended Amendment No. 4 to the Credit Agreement with JPMorgan Chase Bank, N.A. and the lenders party thereto valued at approximately $1.4 billion (effective 2022-12-06).

“On December 6, 2022, NCL Corporation Ltd. (“ NCLC ”), a subsidiary of Norwegian Cruise Line Holdings Ltd., entered into Amendment No. 4 to the Credit Agreement, by and among NCLC and Voyager Vessel Company, LLC, as borrowers (the “ Borrowers ”), the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent ( “ Amendment No. 4 ”), amending NCLC’s existing Fifth Amended and Restated Credit Agreement”

Norwegian Cruise Line Holdings Ltd. reported the quarter ended September 30, 2022 results: revenue $1.6 billion, net income $(295.4) million, EPS $(0.70).

“million or Adjusted EPS of $(0.64) in 2022. This compares to Adjusted Net Loss and Adjusted EPS of $(801.4) million and $(2.17), respectively, in 2021. Revenue increased to $1.6 billion compared to $153.1 million in 2021 due to the phased ramp up of cruise voyages. Total cruise operating expense increased in 2022 compared to 2021, due to the continued resumption”

Zillah Ellen Byng-Thorne was appointed as Director at Norwegian Cruise Line Holdings Ltd..

“On November 1, 2022, the Board of Directors (the “Board”) of Norwegian Cruise Line Holdings Ltd. (“NCLH”) appointed Ms. Zillah Ellen Byng-Thorne as a member of the Board.”

Howard Sherman was appointed as President and Chief Executive Officer, Oceania Cruises at Norwegian Cruise Line Holdings Ltd..

“Simultaneously, the Company announced the appointment of Mr. Howard Sherman, age 53, as President and Chief Executive Officer, Oceania Cruises, effective as of January 1, 2022.”

Robert Binder changed role as Vice Chairman at Norwegian Cruise Line Holdings Ltd..

“Mr. Robert Binder, President and Chief Executive Officer, Oceania Cruises and Vice Chairman, Oceania Cruises and Regent, would be transitioning to a new advisory role as Vice Chairman, Norwegian Cruise Line Holdings Ltd., effective as of January 1, 2022.”

Pamela Thomas-Graham resigned as Director at Norwegian Cruise Line Holdings Ltd..

“On October 21, 2021, Ms. Pamela Thomas-Graham notified Norwegian Cruise Line Holdings Ltd. (the “Company”) that she was resigning from the Board of Directors of the Company, effective immediately, due to commitments she had serving on other boards of directors.”

Harry C. Curtis was appointed as Director at Norwegian Cruise Line Holdings Ltd..

“On October 13, 2021, the Board of Directors (the “Board”) of Norwegian Cruise Line Holdings Ltd. (“NCLH”) appointed Mr. Harry C. Curtis as a member of the Board.”

John Chidsey resigned as Director at Norwegian Cruise Line Holdings Ltd..

“and Mr. John Chidsey notified the Company that he was resigning from the Board of Directors of the Company effective as of January 4, 2022”

Chad Leat resigned as Director at Norwegian Cruise Line Holdings Ltd..

“On August 16, 2021, Mr. Chad Leat notified Norwegian Cruise Line Holdings Ltd. (the “Company”) that he was resigning from the Board of Directors of the Company effective as of August 30, 2021”