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| 10.1 | | | Amendment No. 5 to Icon 1 Hull No. S-1400 Credit Agreement, dated as of July 1, 2022, between Royal Caribbean Cruises Ltd., as the Borrower, the Mandated Lead Arrangers and Lenders from time to time party thereto, KfW IPEX-Bank GmbH as Hermes Agent and Facility Agent, and BNP Paribas Fortis SA/NV as Finnvera Agent. | | |
| 10.2 | | | Amendment No. 5 to Icon 2 Hull No. S-1401 Credit Agreement, dated as of July 1, 2022, between Royal Caribbean Cruises Ltd., as the Borrower, the Mandated Lead Arrangers and Lenders from time to time party thereto, KfW IPEX-Bank GmbH as Hermes Agent and Facility Agent, and BNP Paribas Fortis SA/NV as Finnvera Agent. | | |
| 10.3 | | | Amendment No. 10 in connection with the Credit Agreement in respect of Anthem of the Seas – Hull S-698, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, KfW IPEX-Bank GmbH, and the banks and financial institutions listed therein as mandated lead arrangers. | | |
| 10.4 | | | Amendment No. 7 in connection with the Credit Agreement in respect of Celebrity Eclipse - Hull S-677, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, and KfW IPEX-Bank GmbH. | | |
| 10.5 | | | Amendment No. 7 in connection with the Credit Agreement in respect of Celebrity Equinox - Hull S-676, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, and KfW IPEX-Bank GmbH. | | |
| 10.6 | | | Amendment No. 7 in connection with the Credit Agreement in respect of Celebrity Silhouette - Hull S-679, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, and KfW IPEX-Bank GmbH. | | |
| 10.7 | | | Amendment No. 7 in connection with the Credit Agreement in respect of Celebrity Solstice - Hull S-675, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, KfW IPEX-Bank GmbH, and the banks and financial institutions listed therein as mandated co-lead arrangers. | | |
| 10.8 | | | Amendment Agreement in connection with the Credit Agreement in respect of Celebrity Edge - Hull J34, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, Citibank N.A. London Branch, SMBC Bank International PLC, Citibank Europe PLC UK Branch, and the banks and financial institutions listed therein as mandated lead arrangers. | | |
| 10.9 | | | Amendment Agreement in connection with the Credit Agreement in respect of Celebrity Apex - Hull K34, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, Citibank N.A. London Branch, SMBC Bank International PLC, Citibank Europe PLC UK Branch, and the banks and financial institutions listed therein as mandated lead arrangers. | | |
| 10.10 | | | Amendment Agreement in connection with the Credit Agreement in respect of Hull L34, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, Citibank Europe PLC UK Branch, Citibank N.A. London Branch, SMBC Bank International PLC, and the other banks and financial institutions listed therein. | | |
| 10.11 | | | Amendment Agreement in connection with the Credit Agreement in respect of Hull M34 at Chantiers de L’Atlantique S.A., dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., Houatorris Finance Limited, the lenders party thereto, Citibank Europe PLC UK Branch, Citicorp Trustee Company Limited, Citibank N.A. London Branch, HSBC Continental Europe, SMBC Bank International PLC, and the other banks and financial institutions listed therein. | | |
| 10.12 | | | Amendment No. 6 in connection with the Credit Agreement in respect of Icon 1 - Hull 1400, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, KfW IPEX-Bank GmbH, BNP Paribas Fortis SA/NV, and the banks and financial institutions listed therein as mandated lead arrangers. | | |
| 10.13 | | | Amendment No. 6 in connection with the Credit Agreement in respect of Icon 2 - Hull 1401, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, KfW IPEX-Bank GmbH, BNP Paribas Fortis SA/NV, and the banks and financial institutions listed therein as mandated lead arrangers. | | |
| 10.14 | | | Amendment No. 4 in connection with the Credit Agreement in respect of Icon 3 - Hull 1402, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, and KfW IPEX-Bank GmbH. | | |
| 10.15 | | | Amendment Agreement in connection with the Credit Agreement in respect of Symphony of the Seas - Hull B34, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, Citibank N.A. London Branch, Citibank Europe PLC, and the banks and financial institutions listed therein as mandated lead arrangers. | | |
| 10.16 | | | Amendment Agreement in connection with the Credit Agreement in respect of Hull C34, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, Citibank Europe PLC UK Branch, Citibank N.A. London Branch, SMBC Bank International PLC, and the other banks and financial institutions listed therein. | | |
| 10.17 | | | Amendment Agreement in connection with the Credit Agreement in respect of Hull A35 at Chantiers de L’Atlantique S.A., dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., Palmeraie Finance Limited, the lenders party thereto, Citibank Europe PLC UK Branch, Citicorp Trustee Company Limited, Citibank N.A. London Branch, HSBC Continental Europe, and the mandated lead arrangers party thereto. | | |
| 10.18 | | | Amendment No. 8 in connection with the Credit Agreement in respect of Oasis of the Seas - Hull 1363, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, and BNP Paribas Fortis SA/NV. | | |
| 10.19 | | | Amendment Agreement in connection with the Credit Agreement in respect of Harmony of the Seas – Hull A34 (EUR Facility), dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., Société Générale, the lenders party thereto, and the banks and financial institutions listed therein as mandated lead arrangers. | | |
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| 10.20 | | | Amendment Agreement in connection with the Credit Agreement in respect of Harmony of the Seas – Hull A34 (USD Facility), dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., Société Générale, the lenders party thereto, and the banks and financial institutions listed therein as mandated lead arrangers. | | |
| 10.21 | | | Amendment No. 8 in connection with the Credit Agreement in respect of Odyssey of the Seas – Hull S-713, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, KfW IPEX-Bank GmbH, and the banks and financial institutions listed therein as mandated lead arrangers. | | |
| 10.22 | | | Amendment No. 7 in connection with the Credit Agreement in respect of Ovation of the Seas – Hull S-699, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, KfW IPEX-Bank GmbH, and the banks and financial institutions listed therein as mandated lead arrangers. | | |
| 10.23 | | | Amendment No. 10 in connection with the Credit Agreement in respect of Quantum of the Seas – Hull S-697, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, KfW IPEX-Bank GmbH, and the banks and financial institutions listed therein as mandated lead arrangers. | | |
| 10.24 | | | Amendment No. 7 in connection with the Credit Agreement in respect of Celebrity Reflection - Hull S-691, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, and KfW IPEX-Bank GmbH. | | |
| 10.25 | | | Amendment No. 5 in connection with the Credit Agreement in respect of Hull S-719, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, and KfW IPEX-Bank GmbH. | | |
| 10.26 | | | Amendment No. 5 in connection with the Credit Agreement in respect of Hull S-720, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, and KfW IPEX-Bank GmbH. | | |
| 10.27 | | | Amendment No. 7 in connection with the Credit Agreement in respect of Spectrum of the Seas – Hull S-700, dated as of July 21, 2022, between Royal Caribbean Cruises Ltd., the lenders party thereto, KfW IPEX-Bank GmbH, and the banks and financial institutions listed therein as mandated lead arrangers. | | |
| 10.28 | | | Amendment to the Amended and Restated Credit Agreement, dated as of July 21, 2022, among Royal Caribbean Cruises Ltd., the various financial institutions parties thereto and The Bank of Nova Scotia, as administrative agent for the lender parties. | | |
| 10.29 | | | Amendment to Term Loan Agreement, dated as of July 21, 2022, among Royal Caribbean Cruises Ltd., the various financial institutions party thereto and Bank of America, N.A., as administrative agent. | | |
| 10.30 | | | Amendment to Amended and Restated Credit Agreement, dated as of July 21, 2022, among Royal Caribbean Cruises Ltd., the various financial institutions party thereto, and Nordea Bank ABP, New York Branch, as administrative agent. | | |
| 10.31 | | | Amended and Restated 2008 Equity Incentive Plan (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on June 3, 2022). | | |
| 31.1 | | | Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934 | | |
| 31.2 | | | Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934 | | |
| 32.1 | | | Certifications of the Chief Executive Officer and the Chief Financial Officer pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934 and Section 1350 of Chapter 63 of Title 18 of the United States Code** | | |
Interactive Data File
101 The following financial statements of Royal Caribbean Cruises Ltd. for the period ended June 30, 2022, formatted in iXBRL (Inline extensible Reporting Language) are filed herewith:
(i) the Consolidated Statements of Comprehensive Income (Loss) for the quarters and six months ended June 30, 2022 and 2021;
(ii) the Consolidated Balance Sheets at June 30, 2022 and December 31, 2021;
(iii) the Consolidated Statements of Cash Flows for the six months ended June 30, 2022 and 2021; and
(iv) the Notes to the Consolidated Financial Statements, tagged in summary and detail.
104 Cover page interactive data file (the cover page XBRL tags are embedded within the Inline XBRL document).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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| | | | | | ROYAL CARIBBEAN CRUISES LTD. | | |
| | | | | | (Registrant) | | |
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| | | | | | /s/ NAFTALI HOLTZ | | |
| | | | | | Naftali Holtz | | |
| | | | | | Chief Financial Officer | | |
| July 29, 2022 | | | | | | (Principal Financial Officer and duly authorized signatory) | | |