NCL Corporation Ltd. and NCL Finance, Ltd. Announce Closing of Senior Notes

MIAMI, March 03, 2021 (GLOBE NEWSWIRE) -- NCL Corporation Ltd. (“NCLC”), a subsidiary of Norwegian Cruise Line Holdings Ltd. (NYSE: NCLH), announced today that it has closed its previously announced private offering of $575 million aggregate principal amount of its 5.875% Senior Notes due 2026 (the “NCLC Notes”). The NCLC Notes form part of the same series as the $850 million aggregate principal amount of 5.875% Senior Notes due 2026 issued on December 18, 2020 and will be guaranteed by certain of NCLC’s subsidiaries on a senior unsecured basis.

NCL Finance, Ltd. (“NCL Finance”), a subsidiary of NCLC, has also closed its previously announced private offering of $525 million aggregate principal amount of its 6.125% Senior Notes due 2028 (the “NCL Finance Notes” and, collectively with the NCLC Notes, the “Notes”). The NCL Finance Notes will be guaranteed by NCLC and certain of NCLC’s subsidiaries on a senior unsecured basis.

NCLC and NCL Finance expect to use the net proceeds from the offerings to fully repay the aggregate principal amounts outstanding under two of NCLC’s senior secured credit facilities, together with accrued but unpaid interest thereon, and to pay any related transaction premiums, fees and expenses, with the remainder of the net proceeds from the offerings to be used for general corporate purposes.

The Notes were offered only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States, only to non-U.S. investors pursuant to Regulation S. The Notes will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act.

Cautionary Statement Concerning Forward-Looking Statements

Some of the statements, estimates or projections contained in this press release are “forward-looking statements” within the meaning of the U.S. federal securities laws intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts contained in this press release, including, without limitation, those regarding our business strategy, financial position, results of operations, plans, prospects, actions taken or strategies being considered with respect to our liquidity position, valuation and appraisals of our assets and objectives of management for future operations (including those regarding expected fleet additions, our voluntary suspension, our ability to weather the impacts of the novel coronavirus (“COVID-19”) pandemic, our expectations regarding the resumption of cruise voyages and the timing for such resumption of cruise voyages, the implementation of and effectiveness of our health and safety protocols, operational position, demand for voyages, financing opportunities and extensions, and future cost mitigation and cash conservation efforts and efforts to reduce operating expenses and capital expenditures) are forward-looking statements. Many, but not all, of these statements can be found by looking for words like “expect,” “anticipate,” “goal,” “project,” “plan,” “believe,” “seek,” “will,” “may,” “forecast,” “estimate,” “intend,” “future” and similar words. 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 impact of: