0001571049-14-006728.txt : 20141121
0001571049-14-006728.hdr.sgml : 20141121
20141121174653
ACCESSION NUMBER: 0001571049-14-006728
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20141119
FILED AS OF DATE: 20141121
DATE AS OF CHANGE: 20141121
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Norwegian Cruise Line Holdings Ltd.
CENTRAL INDEX KEY: 0001513761
STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400]
IRS NUMBER: 980691007
STATE OF INCORPORATION: D0
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 7665 CORPORATE DRIVE
CITY: MIAMI
STATE: FL
ZIP: 33126
BUSINESS PHONE: 305-436-4000
MAIL ADDRESS:
STREET 1: 7665 CORPORATE DRIVE
CITY: MIAMI
STATE: FL
ZIP: 33126
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Del Rio Frank J
CENTRAL INDEX KEY: 0001625861
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35784
FILM NUMBER: 141244004
MAIL ADDRESS:
STREET 1: 8300 NW 33RD STREET, SUITE 100
CITY: MIAMI
STATE: FL
ZIP: 33122
4
1
t1402315_delrio-f4.xml
OWNERSHIP DOCUMENT
X0306
4
2014-11-19
0
0001513761
Norwegian Cruise Line Holdings Ltd.
NCLH
0001625861
Del Rio Frank J
7665 CORPORATE CENTER DRIVE
MIAMI
FL
33126
0
1
0
0
CEO of Prestige Cruises Intl
Common Stock
2014-11-19
4
A
0
291626
A
291626
D
Common Stock
2014-11-19
4
A
0
264213
A
264213
I
By Breeze Hill Investments, LLC
Common Stock
2014-11-19
4
A
0
117842
A
117842
I
By GCO Management, LLC
The reporting person acquired beneficial ownership of 673,681 shares of Norwegian Cruise Line Holdings Ltd.'s ("NCLH") common stock (including 264,213 shares held indirectly through Breeze Hill Investments, LLC and 117,842 shares held indirectly through GCO Management, LLC) as partial consideration for the cancellation of the reporting person's shares of common stock and other equity interests in Prestige Cruises International, Inc. ("PCI") pursuant to PCI's merger into a subsidiary of NCLH (the "Merger"). On the day prior to the effective date of the Merger, the closing price of a share of NCLH common stock was $41.77, and the value per share of PCI common stock as of the closing of the Merger was $30.92. (continued on Footnote 2)
The amount of NCLH common stock reported as beneficially owned by the reporting person following the Merger does not include 102,399 shares that are currently being held in escrow in the name of the escrow agent and are subject to forfeiture during the nine (9) months following the closing date of the Merger to satisfy indemnification obligations arising under the merger agreement.
/s/ Daniel S. Farkas, as attorney-in-fact for Frank J. Del Rio
2014-11-21