-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AHUgZ2EsKiDLZ+da5TXr9DtNvFwC9wnuXZwpGuJyXEi3k3uGcpJ/JeVfrtApU6bn fXPwMCdKshWNMw7HhNPFvA== 0001157523-10-001116.txt : 20100223 0001157523-10-001116.hdr.sgml : 20100223 20100223090029 ACCESSION NUMBER: 0001157523-10-001116 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100223 FILED AS OF DATE: 20100223 DATE AS OF CHANGE: 20100223 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NCL CORP Ltd. CENTRAL INDEX KEY: 0001318742 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 200470163 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-128780 FILM NUMBER: 10624340 BUSINESS ADDRESS: STREET 1: 7665 CORPORATE CENTER DRIVE CITY: MIAMI STATE: FL ZIP: 33126 BUSINESS PHONE: (305) 436-4000 MAIL ADDRESS: STREET 1: 7665 CORPORATE CENTER DRIVE CITY: MIAMI STATE: FL ZIP: 33126 6-K 1 a6188703.htm NCL CORP. 6-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of

February, 2010

 
Commission File Number 333-128780


 

NCL Corporation Ltd.

(Translation of registrant's name into English)
 
7665 Corporate Center Drive, Miami, Florida 33126
(Address of principal executive office)


Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F

Form 20-F      Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):


Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.    Yes      No

 If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-________ .


On February 23, 2010, NCL Corporation Ltd. issued a press release announcing its financial results for the three months and twelve months ended December 31, 2009.  A copy of the press release is furnished as Exhibit 99.1 to this Form 6-K.  

The information in this Form 6-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.



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.

 

 

 

 

NCL Corporation Ltd.

 

(Registrant)

 
 

Date:

February 23, 2010

By:

/s/ KEVIN M. SHEEHAN

Kevin M. Sheehan

Chief Executive Officer
and Chief Financial Officer



EXHIBITS

Exhibit

Description of Exhibit

 
99.1 Press release dated February 23, 2010

EX-99.1 2 a6188703ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

Norwegian Cruise Line Reports Results for Fourth Quarter and Full Year 2009

Record EBITDA Achieved in Fourth Quarter and Full Year

Adjusted EBITDA Improves 24% in the Fourth Quarter, 16% for the Full Year

Annual Net Income Sets Record

Occupancy Percentage Reaches an Annual All Time High of 109.4%

MIAMI--(BUSINESS WIRE)--February 23, 2010--Norwegian Cruise Line (NCL Corporation Ltd., “Norwegian” or “the Company”) today reported results for the fourth quarter and full year ended December 31, 2009.

Company Highlights

  • EBITDA in the fourth quarter improved to $37.4 million from $6.6 million and to $324.1 million from $228.1 million for the year
  • Net Cruise Cost per Capacity Day decreased 14.3% in the fourth quarter and 17.4% for the year
  • Net Yield for the quarter and full year decreased 4.2% and 7.7%, respectively
  • Fleet renewal complete with the departure of Norwegian Majesty in October 2009
  • Market eagerly anticipates delivery of Norwegian Epic in less than four months

Norwegian continued its trend of improved year-over-year EBITDA performance and, despite a challenging operating environment in 2009, EBITDA grew 42% over 2008. “With 2009 posing one of the most challenging operating environments in history, I am extremely pleased that we have produced meaningful EBITDA growth,” said Kevin Sheehan, chief executive officer of Norwegian Cruise Line. “The strategic initiatives revolving around revenue management and optimization, as well as the cost containment measures implemented throughout the year have contributed greatly to overcoming the macroeconomic challenges of this past year and position us well going forward.”

Fourth Quarter Results

EBITDA for the fourth quarter of 2009 improved to $37.4 million versus $6.6 million for the same period of 2008 (a 24% increase on an adjusted basis, to $41.6 million from $33.7 million). The significant improvement in EBITDA was achieved despite an 8.3% decline in Net Revenue in the quarter to $303.5 million in 2009 from $330.9 million in 2008. This decline resulted from a 4.2% decrease in Net Yield and a 4.2% decrease in Capacity Days. The decrease in Net Yield was primarily due to weakness experienced in passenger ticket pricing versus 2008 and was partially offset by an increase in Net Yield from onboard and other revenue. The decrease in Capacity Days resulted from the departures of Norwegian Dream and Norwegian Majesty from the Company’s fleet in November 2008 and October 2009, respectively. Occupancy Percentage for the quarter increased to 106.0% compared to 101.2% in the prior year. Net loss for the quarter narrowed to $39.0 million on revenue of $401.7 million from a net loss of $211.0 million on revenue of $430.9 million in 2008.

Net Cruise Cost per Capacity Day decreased 14.3% in the fourth quarter of 2009 compared to the same period of 2008. The decrease was primarily attributable to an overall reduction in cruise operating expenses as well as lower general and administrative expense. These reductions were partially offset by higher fuel expense with fuel cost per metric ton of $476 in 2009 up from $435 in 2008.

Interest expense, net of capitalized interest, was $37.5 million in the fourth quarter of 2009, including a write-off of deferred financing fees of $6.7 million in connection with a debt refinancing, compared to $35.1 million in 2008. Other income (expense) decreased to ($0.6) million in 2009 from ($13.1) million in 2008.


Full Year Results

EBITDA for the full year 2009 increased 42% to $324.1 million from $228.1 million in 2008 (a 16% improvement on an adjusted basis to $332.5 million from $286.0 million). The improvement was achieved despite a decline in Net Revenue of 12.4% resulting from a 7.7% decrease in Net Yield and a 5.1% decrease in Capacity Days. The decrease in Net Yield was primarily due to weakness in passenger ticket pricing versus 2008 and was partially offset by an increase in Net Yield from onboard and other revenue. The decrease in Capacity Days resulted from the departures of the Marco Polo, Norwegian Dream and Norwegian Majesty from the Company’s fleet in March 2008, November 2008 and October 2009, respectively. Occupancy Percentage for 2009 increased to 109.4% compared to 106.8% in the prior year. Net income in 2009 was $67.2 million on revenue of $1.9 billion compared to a net loss of ($211.8) million on revenue of $2.1 billion in 2008.

Outlook and Updates

Year-over-year booking volume continues to be positive and occupancy levels for 2010 are tracking comparable to 2009’s record levels. On a cumulative basis, 2010 pricing on the books is ahead of 2009 and Net Per Diems for passenger ticket revenue on recent booking activity is above prior year levels in all quarters. Additionally, the booking window continues to expand reflecting the increased demand for our product offering. “I see many positive factors that are driving improved cruise demand, all of which reinforce the unmatched value of a cruise vacation, and in particular the freedom and flexibility of a Norwegian Cruise Line Freestyle cruise,” said Sheehan.

The departure of the 17-year old, 1,440-berth Norwegian Majesty marked the final milestone in the evolution of Norwegian’s fleet to one comprised solely of purpose-built, Freestyle Cruising vessels. “We’ve been looking forward to this final step in our fleet renewal program,” said Sheehan. “Norwegian now has an entirely young and modern fleet of vessels designed exclusively with our signature Freestyle Cruising in mind. In addition all eyes are on the upcoming launch of our newest and largest purpose-built Freestyle Cruising ship, Norwegian Epic.”

The Company recently announced a partnership with Nickelodeon, the number-one entertainment brand for kids, to offer family entertainment and programming on board Norwegian Epic and Norwegian Jewel and will feature character meet and greets, interactive game shows, and more. In addition, the three year agreement includes annual Nickelodeon-themed cruises featuring Nickelodeon talent and continuous themed entertainment on board.

In addition to announcing Nickelodeon entertainment on board Norwegian Epic, set to debut in July 2010, the Company also announced a new concept and pricing for the innovative Studio staterooms. These staterooms will be offered to solo travelers without the single supplement that is customary for a single traveler in a double occupancy cabin. The staterooms, with 100 square feet of living space, will also have exclusive access to the Studio Lounge area.


“The offering of the Studios to solo travelers on board Norwegian Epic is just another example of Norwegian’s great tradition of innovation at sea,” said Sheehan. “Now solo travelers can experience all that Norwegian Epic has to offer, from world-class entertainment to an abundance of dining options, without requiring a single supplement. And the private key-card access Studio Lounge will allow Studio guests to meet and mingle in an area designed exclusively for them.”

Terminology and Non-GAAP Financial Measures

Berths are determined based on double occupancy per cabin even though many cabins can accommodate three or more passengers.

Capacity Days represents double occupancy per cabin multiplied by the number of cruise days for the period.

Passenger Cruise Days represents the number of passengers carried for the period, multiplied by the number of days in their respective cruises.

Occupancy Percentage represents the ratio of Passenger Cruise Days to Capacity Days. A percentage in excess of 100% indicates that three or more passengers occupied some cabins.

Gross Yield represents total revenue per Capacity Day.

Net Revenue represents total revenue less commissions, transportation and other expense and onboard and other expense.

Net Yield represents Net Revenue per Capacity Day.

Net Per Diem represents Net Revenue per Passenger Cruise Day

Gross Cruise Cost represents the sum of total cruise operating expense and marketing, general and administrative expense.

Net Cruise Cost represents Gross Cruise Cost less commissions, transportation and other expense and onboard and other expense.


Non-GAAP Information

To supplement the Company’s consolidated financial statements presented in accordance with accounting principles generally accepted in the U.S., the Company also provides certain non-GAAP financial measures, including EBITDA, Net Revenue, Net Yield, and Net Cruise Cost.

We define EBITDA as earnings before interest, other income (expense) including taxes, impairment loss, and depreciation and amortization and is used by management to measure operating performance of the business. Management believes EBITDA, when considered along with other performance measures, is a useful measure as it reflects certain operating drivers of the Company’s business, such as sales growth, operating costs, selling, general and administrative expense and other operating income and expense. EBITDA is also one of the measures used by the Company to calculate incentive compensation for management-level employees. While EBITDA is not a recognized measure under GAAP, management uses this financial measure to evaluate and forecast the Company’s business performance. This non-GAAP financial measure has certain material limitations, including:

* it does not include net interest expense. As the Company has borrowed money for general corporate purposes, interest expense is a necessary element of its costs and ability to generate profits and cash flows; and

* it does not include depreciation and amortization expense. As the Company uses capital assets, depreciation and amortization are necessary elements of its costs and ability to generate profits and cash flows.

Management compensates for these limitations by using EBITDA as only one of several measures for evaluating the Company’s business performance. In addition, capital expenditures, which impact depreciation and amortization, interest expense and income tax expense, are reviewed separately by management. Management believes EBITDA can provide a more complete understanding of the underlying operating results and trends and an enhanced overall understanding of the Company’s financial performance and prospects for the future. EBITDA is not intended to be a measure of liquidity or cash flows from operations or measures comparable to net income as it does not take into account certain requirements such as capital expenditures and related depreciation, principal and interest payments and tax payments.


We define Adjusted EBITDA as EBITDA with supplemental adjustments. Each adjustment and the reasons we consider them appropriate for supplemental analysis should be evaluated. In evaluating Adjusted EBITDA, be aware that in the future we may incur expenses similar to the adjustments in this presentation. Our presentation of Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items. Adjusted EBITDA is not intended to be a measure of liquidity or cash flows from operations or measures comparable to net income as it does not take into account certain requirements such as capital expenditures and related depreciation, principal and interest payments and tax payments, and it is subject to certain additional adjustments. Our use of Adjusted EBITDA may not be comparable to other companies within our industry.

We use certain non-GAAP financial measures, such as Net Revenue, Net Yield and Net Cruise Cost to enable us to analyze our performance. We utilize Net Revenue and Net Yield to manage our business on a day-to-day basis and believe that they are the most relevant measures of our revenue performance because they reflect the revenue earned by us net of significant variable costs and are commonly used in the cruise industry to measure revenue performance. In measuring our ability to control costs in a manner that positively impacts net income, we believe changes in Net Cruise Cost and Net Cruise Cost excluding fuel to be the most relevant indicators of our performance and are commonly used in the cruise industry as a measurement of costs. Accordingly, we do not believe that reconciling information for such projected figures would be meaningful. Our use of non-GAAP financial measures may not be comparable to other companies within our industry.

About Norwegian Cruise Line

Norwegian Cruise Line is the innovator in cruise travel with a 43-year history of breaking the boundaries of traditional cruising, most notably with the introduction of Freestyle Cruising which has revolutionized the industry by allowing guests more freedom and flexibility.

Today, Norwegian has the youngest fleet in the industry with 10 purpose-built Freestyle Cruising ships, providing guests the opportunity to enjoy a relaxed cruise vacation on the newest, most contemporary ships at sea.

Norwegian is presently building Norwegian Epic, the Company’s largest and most innovative Freestyle Cruising ship to date, for delivery in June 2010. Norwegian Cruise Line is the official cruise line of Blue Man Group, debuting for the first time at sea on Norwegian Epic.

High resolution, downloadable images are available at www.ncl.com/pressroom. For further information on Norwegian Cruise Line, visit www.ncl.com, follow us on Facebook and Twitter @NCLFreestyle or contact us in the U.S. and Canada at 866-234-7350.


Forward-Looking Statements

This release may contain statements, estimates or projections that constitute “forward-looking statements” as defined under U.S. federal securities laws including the statements made under the "Outlook" section of this release. Generally, the words “expect,” “anticipate,” “goal,” “project,” “plan,” “believe,” “seek,” “will,” “may,” “forecast,” “estimate,” “intend,” “future,” and similar expressions are intended to identify forward-looking statements, which are not historical in nature. Although management believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurance that these expectations will prove to have been correct. These risks that could cause actual results to differ materially from those indicated by such forward-looking statements include, but are not limited to, adverse impact of the continuing worldwide economic downturn and related factors such as high levels of unemployment and underemployment, fuel price increases, 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; the impact of volatility and disruptions in the global credit and financial markets may adversely affect our ability to borrow and could increase our counterparty credit risks, including those under our credit facilities, derivative instruments, contingent obligations, insurance contracts and new ship progress payment guarantees; changes in cruise capacity, as well as capacity changes in the overall vacation industry; general industry trends, including the introduction of competing itineraries and other products by other companies; our substantial leverage, including the inability to generate the necessary amount of cash to service our existing debt and the incurrence of substantial indebtedness in the future; the continued availability under our credit facilities and compliance with our covenants; the ability to obtain financing and/or insurance coverage on terms that are favorable or consistent with our expectations; changes in general economic, business and geo-political conditions; adverse events impacting the security of travel that may affect consumer demand for cruises such as terrorist acts, acts of piracy, armed conflict and other international events; the lack of acceptance of new itineraries, products or services by our targeted customers; our ability to implement brand strategies and our shipbuilding programs, and to continue to expand our brands and business worldwide; the costs of new initiatives and our ability to achieve expected cost savings from our new initiatives; changes in interest rates, fuel costs, or foreign currency rates; increases in our future fuel expenses related to implementing recently proposed International Maritime Organization regulations, which require the use of higher priced low sulfur fuels in certain cruising areas; the delivery schedules and estimated costs of new ships on terms that are favorable or consistent with our expectations; the impact of problems encountered at shipyards, as well as any potential claim, impairment loss, cancellation or breach of contract in connection with our contracts with shipyards; the risks associated with operating internationally; the impact of the spread of contagious diseases; accidents and other incidents affecting the health, safety, security and vacation satisfaction of passengers and causing damage to ships, which could cause the modification of itineraries or cancellation of a cruise or series of cruises; our ability to attract and retain qualified shipboard crew, maintain good relations with employee unions and maintain or renegotiate our collective bargaining agreements on favorable terms; changes in other operating costs such as crew, insurance and security; the continued availability of attractive port destinations; the impact of pending or threatened litigation and investigations; the impact of changes in our credit ratings; changes involving the corporate, tax, environmental, health, safety, security and other regulatory regimes in which we operate; the possibility of environmental liabilities and other damage that is not covered by insurance or that exceeds our insurance coverage; our ability to attain and maintain any price increases for our products; the impact of any future changes relating to how travel agents sell and market our cruises; the impact of any future increases in the price of, or major changes or reduction in, commercial airline services; the impact of delays, costs and other factors resulting from emergency ship repairs as well as scheduled maintenance, repairs and refurbishment of our ships; the implementation of regulations in the U.S. requiring U.S. citizens to obtain passports for travel to additional foreign destinations; the impact of weather and natural disasters; and other risks discussed in the Company’s filings with the Securities and Exchange Commission. You should not place undue reliance on forward-looking statements as a prediction of actual results. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in expectations or events, conditions or circumstances on which any such statements are based. In addition, certain financial measures in this release constitute non-GAAP financial measures as defined by Regulation G. A reconciliation of these items can be found attached hereto and on the Company’s web site at www.ncl.com/investors.


   

NORWEGIAN CRUISE LINE

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited, in thousands)

 
Three months ended Twelve months ended
December 31, December 31,
2009   2008 2009   2008
Revenue
Passenger ticket $ 269,958 $ 300,847 $ 1,275,844 $ 1,501,646
Onboard and other   131,698     130,003     579,360     604,755  
Total revenue   401,656     430,850     1,855,204     2,106,401  
 
Cruise operating expense
Commissions, transportation and other 63,976 66,749 311,308 341,936
Onboard and other 34,157 33,208 158,330 182,817
Payroll and related 77,140 86,372 318,154 377,208
Fuel 48,830 46,485 162,683 258,262
Food 27,477 29,743 118,899 126,736
Other   50,185     73,833     220,080     291,522  
Total cruise operating expense   301,765     336,390     1,289,454     1,578,481  
 
Other operating expense
Marketing, general and administrative 62,517 87,813 241,676 299,827
Depreciation and amortization 38,369 41,522 152,700 162,565
Impairment loss   -     128,775     -     128,775  
Total other operating expense   100,886     258,110     394,376     591,167  
Operating income (expense)   (995 )   (163,650 )   171,374     (63,247 )
 
Non-operating income (expense)
Interest income 69 830 836 2,796
Interest expense, net of capitalized interest (37,490 ) (35,089 ) (115,350 ) (152,364 )
Other income (expense)   (584 )   (13,077 )   10,373     1,012  
Total non-operating expense   (38,005 )   (47,336 )   (104,141 )   (148,556 )
Net income (loss) $ (39,000 ) $ (210,986 ) $ 67,233   $ (211,803 )

 

NORWEGIAN CRUISE LINE

CONSOLIDATED BALANCE SHEETS

(unaudited, in thousands, except share data)

   
December 31, December 31,
2009 2008
 

Assets

Current assets:

Cash and cash equivalents

$ 50,152 $ 185,717
Restricted cash 3,097 4,004
Accounts receivable, net 7,868 6,047
Inventories 28,865 29,494
Prepaid expenses and other assets   61,580     24,460  
Total current assets 151,562 249,722
 
Property and equipment, net 3,836,127 4,119,222
Goodwill and tradenames 602,792 602,792
Other assets   220,867     75,405  
$ 4,811,348   $ 5,047,141  
 
Liabilities and shareholders’ equity

Current liabilities:

Current portion of long-term debt

$ 3,586 $ 182,487
Accounts payable 28,376 70,412
Accrued expense and other liabilities 206,419 278,213
Due to Affiliate, net 225 210,058
Advance ticket sales   255,432     250,638  
Total current liabilities 494,038 991,808
 
Long-term debt 2,554,105 2,474,014
Other long-term liabilities   58,654     31,520  
Total liabilities   3,106,797     3,497,342  
 

Commitments and contingencies

 

Shareholders’ equity:

Ordinary shares, $.0012 par value; 40,000,000 and 25,000,000 shares authorized, respectively;

21,000,000 and 20,000,000 shares issued and outstanding, respectively

25 24
Additional paid-in capital 2,328,302 2,242,946
Accumulated other comprehensive income 2,299 137
Retained earnings (deficit)   (626,075 )   (693,308 )
Total shareholders’ equity   1,704,551     1,549,799  
$ 4,811,348   $ 5,047,141  

 

NORWEGIAN CRUISE LINE

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited, in thousands)

 
Twelve months ended
December 31,
2009   2008

Cash flows from operating activities

Net income (loss)

$ 67,233 $ (211,803 )

Adjustments to reconcile net income (loss) to

net cash provided by (used in) operating activities:

Depreciation and amortization expense 169,701 162,565
Impairment loss - 128,775
Loss (gain) on translation of debt 22,677 (111,464 )
Loss (gain) on derivatives (35,488 ) 101,511
Write-off of unamortized loan fees 6,744 6,788
Stock compensation expense 4,075 865
Changes in operating assets and liabilities:
Accounts receivable, net (532 ) 2,126
Inventories 629 12,503
Prepaid expense and other assets (90,605 ) (15,323 )
Accounts payable (42,036 ) (18,303 )
Accrued expense and other liabilities (56,466 ) 627
Advance ticket sales   4,794     (82,164 )
Net cash provided by (used in) operating activities   50,726     (23,297 )
 

Cash flows from investing activities

Additions to property and equipment, net

(161,838 ) (163,607 )
Increase in restricted cash   (4,735 )   (2,629 )
Net cash used in investing activities   (166,573 )   (166,236 )
 
Cash flows from financing activities
Repayments of long-term debt (1,249,064 ) (1,524,095 )
Proceeds from long-term debt 1,121,021 1,123,000
Transactions with Affiliate, net 71,541 (211,267 )
Contribution from Affiliates, net 100,000 948,111
Other, primarily deferred financing fees   (63,216 )   (790 )
Net cash provided by (used in) financing activities   (19,718 )   334,959  
Net increase (decrease) in cash and cash equivalents (135,565 ) 145,426
Cash and cash equivalents at beginning of year   185,717     40,291  
Cash and cash equivalents at end of year $ 50,152   $ 185,717  

                             

NORWEGIAN CRUISE LINE

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2009, 2008 and 2007

(unaudited, in thousands)

 

Ordinary

shares

Additional

paid-in

capital

Accumulated

other

comprehensive

income (loss)

Accumulated

retained earnings

(deficit)

Total

Shareholders’

equity

Balance, December 31, 2006 $ 12 $ 1,711,114 $ (1,516 ) $ (254,543 ) $ 1,455,067
Share-based compensation 948 948
Contribution from Affiliate, net 3,656 3,656
Changes related to cash flow hedges 2,817 2,817
Net loss             (226,962 )   (226,962 )
 
Balance, December 31, 2007 12 1,715,718 1,301 (481,505 ) 1,235,526
Ordinary share split 12 12
Share-based compensation 853 853
Contribution from Affiliate, net 948,099 948,099
Transactions with Affiliate, net (421,724 ) (421,724 )
Changes related to cash flow hedges (1,164 ) (1,164 )
Net loss             (211,803 )   (211,803 )
 
Balance, December 31, 2008 24 2,242,946 137 (693,308 ) 1,549,799
Share-based compensation 4,075 4,075
Contribution from Affiliates, 1 99,999 100,000
Transactions with Affiliate, net (18,718 ) (18,718 )
Changes related to cash flow hedges 8,313 8,313
Changes related to defined benefit plan, net (6,151 ) (6,151 )
Net income             67,233     67,233  
 
Balance, December 31, 2009 $ 25 $ 2,328,302   $ 2,299   $ (626,075 ) $ 1,704,551  

       

NORWEGIAN CRUISE LINE

NON-GAAP RECONCILING INFORMATION

(unaudited)

 

The following table sets forth selected statistical information:

 
Three months ended

Twelve months ended

December 31,

December 31,

2009

2008

2009

2008

Passengers Carried 298,769

303,580

1,318,441

(1)

1,270,281

Passenger Cruise Days 2,188,720

2,182,349

9,243,154

9,503,839

Capacity Days 2,064,444

2,155,454

8,450,980

8,900,816

Occupancy Percentage

106.0

%

101.2

%

109.4

%

106.8

%

(1)Passengers Carried increased for the twelve months of 2009 primarily due to the three and four-night itinerary of Norwegian Sky compared to the seven-night itinerary with Pride of Aloha in 2008.
 

Gross Yield and Net Yield were calculated as follows (in thousands, except Capacity Days and Yield data):

 
Three months ended Twelve months ended
December 31, December 31,
2009 2008 2009

2008

Passenger ticket revenue $ 269,958 $ 300,847 $ 1,275,844

$

1,501,646

Onboard and other revenue   131,698     130,003     579,360    

604,755

 
Total revenue   401,656     430,850     1,855,204    

2,106,401

 
Less:

Commissions, transportation and other expense

 

63,976 66,749 311,308

341,936

Onboard and other expense   34,157     33,208     158,330    

182,817

 
Net Revenue $ 303,523   $ 330,893   $ 1,385,566  

$

1,581,648

 
 
Capacity Days 2,064,444 2,155,454 8,450,980

8,900,816

Gross Yield $ 194.56 $ 199.89 $ 219.53

$

236.65

Net Yield $ 147.02 $ 153.51 $ 163.95

$

177.70

 

Gross Cruise Cost and Net Cruise Cost were calculated as follows (in thousands, except Capacity Days and per Capacity Day data):

 
Three months ended Twelve months ended
December 31, December 31,
2009 2008 2009 2008
Total cruise operating expense $ 301,765 $ 336,390 $ 1,289,454 $ 1,578,481

Marketing, general and administrative expense

 

62,517

   

87,813

   

241,676

   

299,827

 
Gross Cruise Cost   364,282     424,203     1,531,130     1,878,308  
Less:

Commissions, transportation and other expense

63,976 66,749 311,308 341,936
Onboard and other expense   34,157     33,208     158,330     182,817  
Net Cruise Cost $ 266,149   $ 324,246   $ 1,061,492   $ 1,353,555  
 
Capacity Days 2,064,444 2,155,454 8,450,980 8,900,816
Gross Cruise Cost per Capacity Day $ 176.46 $ 196.80 $ 181.18 $ 211.03
Net Cruise Cost per Capacity Day $ 128.92 $ 150.43 $ 125.61 $ 152.07
 

EBITDA and Adjusted EBITDA are calculated as follows (in thousands):

 
Three months ended Twelve months ended
December 31, December 31,
2009 2008 2009 2008
Net income (loss) $ (39,000 ) $ (210,986 ) $ 67,233 $ (211,803 )
Interest income (69 ) (830 ) (836 ) (2,796 )

Interest expense, net of capitalized interest

37,490

35,089

115,350

152,364

Other expense (income)   584     13,077     (10,373 )   (1,012 )
Operating income (loss) (995 ) (163,650 ) 171,374 (63,247 )

Depreciation and amortization expense

38,369

41,522

152,700

162,565

Impairment loss   -     128,775     -     128,775  
EBITDA 37,374 6,647 324,074 228,093
Legal fees and settlements (1) - 9,223 1,500 12,723
NCLA shutdown costs (2) - 981 - 14,119
Norwegian Sky start-up expenses (3) - - - 8,503
Consulting fees - 1,148 - 8,378
Other (4)   4,256     15,663     6,959     14,133  
Adjusted EBITDA $ 41,630   $ 33,662   $ 332,533   $ 285,949  

(1)

  Includes a claim related to the S.S. Norway incident and legal fees for credit facility amendments and the cancellation of a newbuild ship order.

(2)

Costs in connection with the Hawaii restructuring, which were reimbursed by Star Cruises (now known as Genting Hong Kong Limited).

(3)

Costs incurred from the reflagging of Pride of Aloha from the U.S.-flagged fleet to the international fleet as Norwegian Sky.

(4)

Includes insurance claim recoveries and a supplemental insurance call, costs related to severance of former CEO in the fourth quarter of 2008, non-cash compensation and pension costs, and costs related to a mechanical failure on one of our vessels in the fourth quarter of 2009.

CONTACT:
Norwegian Cruise Line
Investor Relations:
Mark A. Kempa, 305-436-4932
or
Media Relations:
AnneMarie Mathews, 305-436-4713
PublicRelations@ncl.com

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