Norwegian Cruise Line Holdings Ltd. Announces Pricing of 47,577,947 Ordinary Shares
March 05 2021 - 9:29AM
Norwegian Cruise Line Holdings Ltd. (NYSE: NCLH) (the “Company”)
announced today that it has priced its underwritten public offering
of 47,577,947 ordinary shares of the Company (the “Offering”) at a
price to the public of $30.00 per share. The Company has granted
the underwriter an option to purchase up to 5,000,000 additional
ordinary shares.
The Offering is expected to close on March 9,
2021, subject to customary closing conditions. The Company expects
to use the net proceeds from the Offering to repurchase all of NCL
Corporation Ltd.’s, a subsidiary of the Company, exchangeable
senior notes due 2026, which are currently held by an affiliate of
L Catterton, with any remaining net proceeds to be used for general
corporate purposes.
Goldman Sachs & Co. LLC is acting as sole
underwriter for the Offering.
The Offering is being made under an automatic
shelf registration statement filed with the U.S. Securities and
Exchange Commission (the “SEC”) on November 17, 2020. The Offering
may be made only by means of a prospectus supplement and an
accompanying base prospectus. A preliminary prospectus supplement
and accompanying base prospectus relating to the Offering have been
filed, and a final prospectus supplement will be filed, with the
SEC and will be available on the SEC’s website at www.sec.gov,
copies of which may be obtained by contacting Goldman Sachs &
Co. LLC, Prospectus Department, 200 West Street, New York, New York
10282, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by
emailing prospectus-ny@ny.email.gs.com.
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 an offer, solicitation or sale would be unlawful
prior to the registration and qualification under the securities
laws of such state or jurisdiction.
About Norwegian Cruise Line Holdings
Ltd.
Norwegian Cruise Line Holdings Ltd. (NYSE: NCLH)
is a leading global cruise company which operates the Norwegian
Cruise Line, Oceania Cruises and Regent Seven Seas Cruises brands.
With a combined fleet of 28 ships with approximately 59,150 berths,
these brands offer itineraries to more than 490 destinations
worldwide. The Company has nine additional ships scheduled for
delivery through 2027.
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:
- the spread of epidemics, pandemics
and viral outbreaks and specifically, the COVID-19 pandemic,
including its effect on the ability or desire of people to travel
(including on cruises), which are expected to continue to adversely
impact our results, operations, outlook, plans, goals, growth,
reputation, cash flows, liquidity, demand for voyages and share
price;
- our ability to comply with the U.S.
Centers for Disease Control and Prevention (“CDC”) Framework for
Conditional Sailing Order and any additional or future regulatory
restrictions on our operations and to otherwise develop enhanced
health and safety protocols to adapt to the pandemic’s unique
challenges once operations resume and to otherwise safely resume
our operations when conditions allow;
- coordination and cooperation with
the CDC, the federal government and global public health
authorities to take precautions to protect the health, safety and
security of guests, crew and the communities visited and the
implementation of any such precautions;
- our ability to work with lenders
and others or otherwise pursue options to defer, renegotiate or
refinance our existing debt profile, near-term debt amortization,
newbuild related payments and other obligations and to work with
credit card processors to satisfy current or potential future
demands for collateral on cash advanced from customers relating to
future cruises;
- our future need for additional
financing, which may not be available on favorable terms, or at
all, and may be dilutive to existing shareholders;
- our indebtedness and restrictions
in the agreements governing our indebtedness that require us to
maintain minimum levels of liquidity and otherwise limit our
flexibility in operating our business, including the significant
portion of assets that are collateral under these agreements;
- the accuracy of any appraisals of
our assets as a result of the impact of COVID-19 or otherwise;
- our success in reducing operating
expenses and capital expenditures and the impact of any such
reductions;
- our guests’ election to take cash
refunds in lieu of future cruise credits or the continuation of any
trends relating to such election;
- trends in, or changes to, future
bookings and our ability to take future reservations and receive
deposits related thereto;
- the unavailability of ports of
call;
- future increases in the price of,
or major changes or reduction in, commercial airline services;
- adverse events impacting the
security of travel, such as terrorist acts, armed conflict and
threats thereof, acts of piracy, and other international
events;
- adverse incidents involving cruise
ships;
- adverse general economic and
related factors, such as fluctuating or increasing levels of
unemployment, underemployment and the volatility of fuel prices,
declines in the securities and real estate markets, and perceptions
of these conditions that decrease the level of disposable income of
consumers or consumer confidence;
- any further impairment of our
trademarks, trade names or goodwill;
- breaches in data security or other
disturbances to our information technology and other networks or
our actual or perceived failure to comply with requirements
regarding data privacy and protection;
- changes in fuel prices and the type
of fuel we are permitted to use and/or other cruise operating
costs;
- mechanical malfunctions and
repairs, delays in our shipbuilding program, maintenance and
refurbishments and the consolidation of qualified shipyard
facilities;
- the risks and increased costs
associated with operating internationally;
- fluctuations in foreign currency
exchange rates;
- overcapacity in key markets or
globally;
- our expansion into and investments
in new markets;
- our inability to obtain adequate
insurance coverage;
- pending or threatened litigation,
investigations and enforcement actions;
- volatility and disruptions in the
global credit and financial markets, which may adversely affect our
ability to borrow and could increase our counterparty credit risks,
including those under our credit facilities, derivatives,
contingent obligations, insurance contracts and new ship progress
payment guarantees;
- our inability to recruit or retain
qualified personnel or the loss of key personnel or employee
relations issues;
- our reliance on third parties to
provide hotel management services for certain ships and certain
other services;
- our inability to keep pace with
developments in technology;
- changes involving the tax and
environmental regulatory regimes in which we operate; and
- other factors set forth under “Risk
Factors” in our Annual Report on Form 10-K for the year ended
December 31, 2020, filed with the SEC on February 26, 2021.
Additionally, many of these risks and
uncertainties are currently amplified by and will continue to be
amplified by, or in the future may be amplified by, the COVID-19
pandemic. It is not possible to predict or identify all such risks.
There may be additional risks that we consider immaterial or which
are unknown.
The above examples are not exhaustive and new
risks emerge from time to time. Such forward-looking statements are
based on our current beliefs, assumptions, expectations, estimates
and projections regarding our present and future business
strategies and the environment in which we expect to operate in the
future. These forward-looking statements speak only as of the date
made.
We expressly disclaim any obligation or
undertaking to release publicly any updates or revisions to any
forward-looking statement contained herein to reflect any change in
our expectations with regard thereto or any change of events,
conditions or circumstances on which any such statement was based,
except as required by law.
Investor Relations & Media
Contact
Andrea DeMarco(305)
468-2339InvestorRelations@nclcorp.com
Jessica John (786) 913-2902
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