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Item 15. Exhibits and Financial Statement Schedules

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Item 15. Exhibits and Financial Statement Schedules

(a)(1) Financial Statements

Our Consolidated Financial Statements have been prepared in accordance with Item 8. Financial Statements and Supplementary Data and are included beginning on page F-1 of this report.

(2)Financial Statement Schedules

None.

(3)Exhibits

INDEX TO EXHIBITS

Exhibits 10.22 through 10.50 represent management compensatory plans or arrangements.

Incorporated By Reference
Exhibit NumberExhibit DescriptionFormExhibitFiling Date/ Period End Date
3.1Restated Articles of Incorporation of the Company, as amended (composite)S-33.13/23/2009
3.2Amended and Restated By-Laws of the Company8-K3.19/11/2013
4.1Indenture dated as of July 15, 1994, by and between the Company, as issuer, and The Bank of New York Trust Company, N.A., successor to NationsBank of Georgia, National Association, as Trustee20-F2.412/31/1994
4.2Sixth Supplemental Indenture dated as of October 14, 1997, to the Indenture, dated as of July 15, 1994, by and between the Company, as issuer, and The Bank of New York Trust Company, N.A., as Trustee20-F2.1112/31/1997
4.3Eighth Supplemental Indenture dated as of March 16, 1998, to the Indenture, dated as of July 15, 1994, by and between the Company, as issuer, and The Bank of New York Trust Company, N.A., as Trustee20-F2.1312/31/1997
4.4Form of Indenture, dated as of July 31, 2006, by and between the Company, as issuer, and The Bank of New York Trust Company, N.A., as TrusteeS-34.17/31/2006
4.5Second Supplemental Indenture dated as of November 7, 2012 between the Company, as issuer, and The Bank of New York Mellon Trust Company, N.A., as Trustee8-K4.111/7/2012
4.6Third Supplemental Indenture, dated as of November 28, 2017 between the Company, as issuer, and The Bank of New York Mellon Trust Company, N.A., as Trustee8-K4.111/28/2017
10.1Amended and Restated Registration Rights Agreement dated as of July 30, 1997, by and among the Company, A. Wilhelmsen AS., Cruise Associates, Monument Capital Corporation, Archinav Holdings, Ltd. and Overseas Cruiseship, Inc.20-F2.2012/31/1997
10.2Amendment to the Amended and Restated Credit Agreement, dated as of June 15, 2015, by and among the Company, The Bank of Nova Scotia, as administrative agent for the lender parties and the lender parties8-K10.16/19/2015
10.3Amendment to the Credit Agreement, dated as of December 4, 2017, by and among the Company, the various financial institutions as are or shall become parties thereto and The Bank of Nova Scotia, as administrative agent for the lender parties8-K10.112/7/2017
10.4Assignment and Amendment to the Credit Agreement, dated as of August 23, 2013, by and among the Company, Nordea Bank Finland plc, New York Branch, as administrative agent for the lender parties and the lender parties8-K10.18/26/2013
10.5Amendment No. 1 to the Amended and Restated Credit Agreement, dated as of July 10, 2015, by and among the Company Nordea Bank Finland Plc, New York Branch, as administrative agent for the lender parties and the lender parties10-Q10.26/30/2015
10.6Amendment to the Credit Agreement, dated as of October 12, 2017, by and among the Company, the various financial institutions as are or shall become parties thereto and Nordea Bank AB (PUBL), New York branch, as administrative agent for the lender parties8-K10.310/17/2017
10.7Amendment No. 4 to Hull No. S-697 Credit Agreement, dated as of February 2, 2016, by and between the Company, the Lenders from time to time party thereto, the Mandated Lead Arrangers and KfW-IPEX-Bank GmbH, as Hermes Agent and Facility Agent10-K10.712/31/2015
10.8Amendment No. 4 to Hull No. S-698 Credit Agreement, dated as of February 3, 2016, by and between the Company, the Lenders from time to time party thereto, the Mandated Lead Arrangers and KfW-IPEX-Bank GmbH, as Hermes Agent and Facility Agent10-K10.812/31/2015
Incorporated By Reference
Exhibit NumberExhibit DescriptionFormExhibitFiling Date/ Period End Date
10.9Amendment No. 1 to Hull No. S-699 Credit Agreement, dated as of March 31, 2016, by and between the Company, the Lenders from time to time party thereto, the Mandated Lead Arrangers and KfW-IPEX-Bank GmbH, as Hermes Agent and Facility Agent10-Q10.13/31/2016
10.10Amendment and Restatement Agreement, dated as of January 15, 2016, in respect of a Facility Agreement dated, as of July 9, 2013, by and between the Company, the Lenders from time to time party thereto, Société Générale, as Facility Agent and Mandated Lead Arranger, BNP Paribas, as Documentation Bank and Mandated Lead Arranger, and HSBC France, as Mandated Lead Arranger10-K10.1012/31/2015
10.11Novation Agreement, dated as of January 30, 2015, by and between Frosaitomi Finance Ltd. the Company, Citibank International Limited, Citicorp Trustee Company Limited, Citibank N.A., London Branch and the banks and financial institutions as a lender parties thereto8-K10.12/5/2015
10.12Form of Hull No. B34 Novated Credit Agreement (as amended and restated on February 8, 2017)10-K10.1012/31/2016
10.13Hull No. S-700 Credit Agreement, dated as of November 13, 2015, by and among the Company, the Lenders from time to time party thereto and KfW IPEX-Bank GmbH, as Hermes Agent, Facility Agent and Initial Mandated Lead Arranger.8-K10.111/19/2015
10.14Hull No. S-713 Credit Agreement, dated as of November 13, 2015, by and among the Company, the Lenders from time to time party thereto and KfW IPEX-Bank GmbH, as Hermes Agent, Facility Agent and Initial Mandated Lead Arranger.8-K10.211/19/2015
10.15Novation Agreement, dated as of June 22, 2016, by and between Saintiami Finance Ltd., Royal Caribbean Cruises Ltd., Citibank Europe Plc, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch and the banks and financial institutions as lender parties thereto8-K10.16/28/2016
10.16Novation Agreement, dated as of June 22, 2016, by and between Azairemia Finance Ltd., Royal Caribbean Cruises Ltd., Citibank Europe Plc, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch and the banks and financial institutions as lender parties thereto8-K10.26/28/2016
10.17Novation Agreement, dated as of July 24, 2017, between Hibisyeu Finance Ltd., Royal Caribbean Cruises Ltd., Citibank Europe Plc, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch and the banks and financial institutions as lender parties thereto8-K10.17/28/2017
10.18Novation Agreement, dated as of July 24, 2017, between Hoediscus Finance Ltd., Royal Caribbean Cruises Ltd., Citibank Europe Plc, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch and the banks and financial institutions as lender parties thereto8-K10.27/28/2017
10.19Novation Agreement, dated as of July 24, 2017, between Houatorris Finance Ltd., Royal Caribbean Cruises Ltd., Citibank Europe Plc, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch and the banks and financial institutions as lender parties thereto8-K10.37/28/2017
10.20Icon 1 Hull No. S-1400 Credit Agreement, dated as of October 11, 2017, between Royal Caribbean Cruises Ltd., as the Borrower, the Lenders from time to time party thereto, KfW IPEX-Bank GmbH, as Hermes Agent, Facility Agent, Documentation Agent and Initial Mandated Lead Arranger and BNP Paribas Fortis SA/NV as Finnvera Agent8-K10.110/17/2017
Incorporated By Reference
Exhibit NumberExhibit DescriptionFormExhibitFiling Date/ Period End Date
10.21Icon 2 Hull No. S-1401 Credit Agreement, dated as of October 11, 2017, between Royal Caribbean Cruises Ltd., as the Borrower, the Lenders from time to time party thereto, KfW IPEX-Bank GmbH, as Hermes Agent, Facility Agent, Documentation Agent and Initial Mandated Lead Arranger and BNP Paribas Fortis SA/NV as Finnvera Agent8-K10.210/17/2017
10.22Royal Caribbean Cruises Ltd. 2000 Stock Award Plan8-K10.112/8/2005
10.23Amendment No. 1 to 2000 Stock Award Plan8-K10.19/22/2006
10.24Royal Caribbean Cruises Ltd. 2008 Equity Incentive Plan (as amended)10-K10.1712/31/2016
10.25Form of 2008 Equity Incentive Plan Stock Option Award Agreement—Incentive Options10-Q10.39/30/2008
10.26Form of 2008 Equity Incentive Plan Stock Option Award Agreement—Nonqualified Options10-Q10.49/30/2008
10.27Form of 2008 Equity Incentive Plan Restricted Stock Unit Agreement— Executive Officer Grants10-K10.2312/31/2013
10.28Form of 2008 Equity Incentive Plan Restricted Stock Unit Agreement— Executive Officer Grants (Non-Vesting Into Retirement)10-Q10.79/30/2017
10.29Form of 2008 Equity Incentive Plan Restricted Stock Unit Agreement—Director Grants10-K10.3112/31/2010
10.30Form of 2008 Equity Incentive Plan Performance Shares Agreement10-K10.2712/31/2014
10.31Form of 2008 Equity Incentive Plan Performance-Based Restricted Shares Agreement10-K10.2612/31/2015
10.32Employment Agreement, dated as of December 31, 2012, by and between the Company and Richard D. Fain10-K10.2212/31/2012
10.33Employment Agreement, dated as of December 31, 2012, by and between the Company and Adam M. Goldstein10-K10.2312/31/2012
10.34Employment Agreement, dated as of May 20, 2013, by and between the Company and Jason T. Liberty10-Q10.26/30/2013
10.35Employment Agreement, dated as of July 16, 2015, by and between the Company and Michael W. Bayley10-Q10.36/30/2015
10.36Form of First Amendment to Employment Agreement, dated as of February 6, 2015 (entered into between the Company and each of Messrs. Fain, Goldstein and Liberty)10-K10.3312/31/2014
10.37Employment Agreement dated as of August 3, 2015, by and between Celebrity Cruises Inc. and Lisa Lutoff-Perlo10-K10.3112/31/2016
10.38Royal Caribbean Cruises Ltd. Executive Short-Term Bonus Plan10-Q10.46/30/2015
10.39Royal Caribbean Cruises Ltd. et. al. Non Qualified 401(k) Plan8-K10.212/8/2005
10.40Amendment to Royal Caribbean Cruises Ltd. et. al. Non Qualified 401(k) Plan10-K10.2912/31/2006
10.41Amendment to Royal Caribbean Cruises Ltd. et. al. Non Qualified 401(k) Plan10-K10.2812/31/2007
10.42Amendment to Royal Caribbean Cruises Ltd. et. al. Non Qualified 401(k) Plan10-K10.3612/31/2008
10.43Royal Caribbean Cruises Ltd. Supplemental Executive Retirement Plan8-K10.312/8/2005
10.44Amendment to Royal Caribbean Cruises Ltd. Supplemental Executive Retirement Plan10-K10.3112/31/2006
10.45Amendment to Royal Caribbean Cruises Ltd. Supplemental Executive Retirement Plan10-K10.3112/31/2007
10.46Amendment to Royal Caribbean Cruises Ltd. Supplemental Executive Retirement Plan10-Q10.19/30/2008
10.47Amendment to Royal Caribbean Cruises Ltd. Supplemental Executive Retirement Plan10-K10.3812/31/2008
Incorporated By Reference
Exhibit NumberExhibit DescriptionFormExhibitFiling Date/ Period End Date
10.48Cruise Policy for Members of the Board of Directors of the Company10-K10.3512/31/2013
12.1Statement regarding computation of fixed charge coverage ratio*
21.1List of Subsidiaries*
23.1Consent of PricewaterhouseCoopers LLP, an independent registered certified public accounting firm*
23.2Consent of Drinker Biddle & Reath LLP*
24.1Power of Attorney*
31.1Certification of Richard D. Fain required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934*
31.2Certification of Jason T. Liberty required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934*
32.1Certification of Richard D. Fain and Jason T. Liberty pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code**
*Filed herewith
**Furnished herewith

Interactive Data File

101—The following financial statements from Royal Caribbean Cruises Ltd.'s Annual Report on Form 10-K for the year ended December 31, 2017, as filed with the SEC on February 20, 2018, formatted in XBRL, as follows:
(i)the Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 2017, 2016 and 2015;
(ii)the Consolidated Balance Sheets at December 31, 2017 and 2016;
(iii)the Consolidated Statements of Cash Flows for the years ended December 31, 2017, 2016 and 2015;
(iv)the Consolidated Statements of Shareholders' Equity for the years ended December 31, 2017, 2016 and 2015; and
(v)the Notes to the Consolidated Financial Statements, tagged in summary and detail.

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