-----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, L4jd+Sg7RXsJ8NdDXBl2y5tVvYXxER2DSyz4eARRUzJN9/pns2QMCXT1sm1GSP1f dpXLsswCiNURowkPyep5AQ== 0000950144-08-007827.txt : 20081028 0000950144-08-007827.hdr.sgml : 20081028 20081028090632 ACCESSION NUMBER: 0000950144-08-007827 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20081028 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20081028 DATE AS OF CHANGE: 20081028 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ROYAL CARIBBEAN CRUISES LTD CENTRAL INDEX KEY: 0000884887 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 980081645 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11884 FILM NUMBER: 081143619 BUSINESS ADDRESS: STREET 1: 1050 CARIBBEAN WAY CITY: MIAMI STATE: FL ZIP: 33132 BUSINESS PHONE: 3055396000 MAIL ADDRESS: STREET 1: 1050 CARIBBEAN WAY CITY: MIAMI STATE: FL ZIP: 33132 FORMER COMPANY: FORMER CONFORMED NAME: RA HOLDINGS INC DATE OF NAME CHANGE: 19920424 8-K 1 g16271e8vk.htm ROYAL CARIBBEAN CRUISES LTD. Royal Caribbean Cruises Ltd.
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 8-K
CURRENT REPORT
Pursuant To Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of report (Date of earliest event reported): October 28, 2008
ROYAL CARIBBEAN CRUISES LTD.
 
(Exact Name of Registrant as Specified in Charter)
Republic of Liberia
 
(State or Other Jurisdiction of Incorporation)
     
1-11884   98-0081645
     
(Commission File Number)   (IRS Employer Identification No.)
     
1050 Caribbean Way, Miami, Florida   33132
     
(Address of Principal Executive Offices)   (Zip Code)
Registrant’s telephone number, including area code: 305-539-6000
Not Applicable
 
(Former Name or Former Address, if Changed Since Last Report)
 
     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

     The following is provided pursuant to Item 2.02 of Form 8-K, “Results of Operations and Financial Conditions” and Item 7.01 of Form 8-K, “Regulation FD Disclosure.”
Item 2.02   Results of Operations and Financial Condition.
Item 7.01   Regulation FD Disclosure.
    On October 28, 2008, Royal Caribbean Cruises Ltd. issued a press release entitled “Royal Caribbean Reports Record Third Quarter Earnings and Comments on Current Environment.” A copy of this press release is furnished as Exhibit 99.1 to this report. This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing of Royal Caribbean Cruises Ltd., whether made before or after the filing of this report, regardless of any general incorporation language in the filing, except as expressly set forth by specific reference in such a filing.
Item 9.01   Financial Statements and Exhibits.
(d)   Exhibits
    Exhibit 99.1 — Press release entitled “Royal Caribbean Reports Record Third Quarter Earnings and Comments on Current Environment” dated October 28, 2008.

2


 

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 hereunto duly authorized.
         
  ROYAL CARIBBEAN CRUISES LTD.
 
 
Date: October 28, 2008  By:   /s/ Brian J. Rice    
    Name:   Brian J. Rice   
    Title:   Executive Vice President and Chief Financial Officer   
 

3

EX-99.1 2 g16271exv99w1.htm EX-99.1 PRESS RELEASE EX-99.1 Press Release
Exhibit 99.1
News From
Royal Caribbean Cruises Ltd.
Corporate Communications Office
1050 Caribbean Way, Miami, Florida 33132-2096
Contact: Ian Bailey or Michael Sheehan
(305) 982-2625
For Immediate Release
ROYAL CARIBBEAN REPORTS RECORD THIRD QUARTER EARNINGS AND
COMMENTS ON CURRENT ENVIRONMENT
MIAMI October 28, 2008 — Royal Caribbean Cruises Ltd. (NYSE, OSE: RCL) today announced its earnings for the third quarter of 2008.
Key Highlights
    Third quarter 2008 net income rose to a record $411.9 million, or $1.92 per share, compared to $395.0 million, or $1.84 per share in 2007. Business conditions for the quarter were about as expected, but operating expenses were lower.
 
    The strengthening of the U.S. dollar impacted third quarter yields and expenses by corresponding amounts versus expectations. Net Yields improved 0.7% for the quarter.
 
    Net Cruise Costs per APCD increased 5.0%, and Net Cruise Costs excluding fuel per APCD decreased 2.3%, both significantly better than previous guidance.
 
    For the full year 2008, the company expects earnings per share to be $2.73 to $2.78, based on today’s fuel prices.
 
    While the company’s order book remains solid, there has been a significant deterioration recently in new bookings due to economic and financial turmoil. The company expects fourth quarter yields to decrease approximately 4% to 5%. Just over half of the decline from prior guidance is due to the stronger U.S. dollar.
 
    The company’s liquidity as of September 30 was comparable to historical levels at approximately $1.4 billion.
 
    The company has financing commitments and/or financing guarantees available for all of its vessels on order.
 
    The previously announced $125 million cost savings initiatives are in place and the company expects to meet this target.

 


 

“While we are pleased with our third quarter results, the operating environment has changed dramatically in recent weeks,” said Richard D. Fain, chairman and chief executive officer. “We are focused on responding to this challenge, but it is reassuring to know that our liquidity is good, that we entered this period with a solid order book, and that we have a business model that has proven resilient during tough times.”
Third Quarter 2008 Results
Royal Caribbean Cruises Ltd. today announced record net income for the third quarter 2008 of $411.9 million, or $1.92 per share, compared to net income of $395.0 million, or $1.84 per share, in 2007. This improvement was due primarily to increased capacity, higher yields, and lower net cruise costs, partially offset by higher fuel prices. As previously announced, these figures also include the receipt of a legal settlement of $17.6 million. Higher fuel prices increased costs by $65.1 million, or $0.30 per share. While fuel costs per metric ton increased 46% versus 2007, they were $48 per metric ton, or $0.07 per share lower than previous guidance. Selling, general and administrative expense was $17.2 million, or $0.08 per share better than previous guidance due primarily to timing and management’s focus on cost containment.
Significant strengthening of the U.S. dollar during the quarter affected Net Revenue Yield and Net Cruise Cost per APCD compared to previous guidance, but largely offset one another and were not material to the company’s third quarter net income. Absent this currency fluctuation, Net Revenue Yields for the quarter would have been consistent with previous guidance. Net Cruise Costs per APCD would still have been lower than previous guidance due to fuel pricing, timing and continued cost focus.
Key metrics for the quarter were as follows:
  Net Yields increased 0.7% to $219 per APCD.
 
  Excluding fuel, Net Cruise Costs per APCD decreased 2.3%.
 
  Fuel expenses increased 46%, while fuel expenses per APCD increased 42% as a result of hedging and energy saving initiatives. The average at-the-pump price for the quarter was $669 per metric ton versus $457 per metric ton in 2007.
 
  Net Cruise Costs per APCD increased 5.0%.

2 of 12


 

Revenue Environment
The company noted that new bookings slowed considerably during the month of September but have leveled off over the last couple of weeks. “As we have seen during other challenging periods, our customers are delaying their further out purchase decisions,” said Brian J. Rice, executive vice president and chief financial officer. “It is too early to respond to this atmosphere in a systematic way, but we have attracted short term volume in the traditionally weak fourth quarter using discounts. Had the value of the U.S. dollar not strengthened, we would be forecasting flat yields in the fourth quarter.”
Cost Savings Initiatives Update
In conjunction with the release of the company’s second quarter earnings, a $125 million cost cutting initiative was announced. The initiative was primarily targeted at the company’s general and administrative expenses and was specifically designed to preserve the company’s guest experience, trade relationships and global expansion efforts. The program is on track to deliver the announced 2009 cost savings and has produced better than expected results in 2008. Given the success of the program, the company is reiterating its previous guidance to reduce 2009 Net Cruise Costs excluding fuel per APCD to 2007 levels.
Fuel Expense Guidance
The company does not forecast fuel prices and its cost guidance for fuel is based on current at-the-pump prices net of any hedging impacts. Based on today’s fuel prices, the company has included $686 million in fuel expenses in its full year 2008 guidance. This figure is $86 million, or $0.40 per share, lower than its previous guidance. Assuming the company’s fuel costs correlate with movement in the price of WTI, a $10 change in WTI per barrel, would equate to a $10 million change in the company’s fuel expense for the fourth quarter.
                 
    Fourth Quarter 2008   Full Year 2008
 
               
Consumption (metric tons in thousands)
    322       1,219  
 
               
Fuel Expenses
  $146 Million   $686 Million
 
               
Percent Hedged (forward consumption)
    55%       55%  
 
               
Impact of $10 Change in WTI/Barrel
  $10 Million   $10 Million

3 of 12


 

The company also noted that current 2009 fuel cost projections have dropped from $890 million in its previous guidance to $635 million currently. This drop of $255 million equates to $1.19 in EPS improvement. For 2009 the company’s fuel consumption is 39% hedged, and assuming the company’s fuel costs correlate with movement in the price of WTI, a $10 change in WTI per barrel, would equate to a $51 million change in the company’s fuel expense for the full year. Historically, the company’s price at-the-pump has correlated well with WTI, but over the past few quarters fluctuations in this relationship have caused volatility in these estimations.
Guidance Summary
The company provided the following estimates for the fourth quarter and full year 2008, as compared to the fourth quarter and full year 2007, respectively.
         
    Fourth Quarter 2008   Full Year 2008
 
       
Earnings Per Share
  $0.05 - $0.10   $2.73 to $2.78
 
       
Capacity
  2.9%   5.2%
 
       
Net Yields
  (4%) - (5%)   Approx. 1%
 
       
Net Cruise Costs per APCD
  Approx. (3%)   Approx. 3%
 
       
Net Cruise Costs per APCD, excluding Fuel
  Approx. (1%)   (1%) - (2%)
 
       
Depreciation and Amortization
  $133 to $138 Million   $519 to $524 Million
 
       
Interest Expense
  $88 to $93 Million   $328 to $333 Million
In summarizing the company’s third quarter 2008 results and outlook Fain added, “The company’s performance, during a period of such economic uncertainty and unprecedented market volatility, is a testament to our business model. Nonetheless, we are taking proactive steps to respond to these challenges. Our strong brand positioning, a management team focused on cost improvement and the most innovative fleet in the industry provide a strong and stable platform from which to weather a difficult 2009 and to capture the eventual benefit of a rebounding economy and a more optimistic consumer.”

4 of 12


 

Liquidity and Financing Arrangements
As of September 30, 2008, liquidity was $1.4 billion, including cash and cash equivalents and the undrawn portion of the company’s unsecured revolving credit facility.
In response to recent events in the credit markets, the company provided more details about its Newbuild financing arrangements.
The company took delivery of the Celebrity Solstice on October 24. The vessel was financed through a $519.1 million loan facility with KfW Ipex-Bank GMBH and BNP Paribas S.A. The facility is a 12-year unsecured loan bearing interest of LIBOR plus 45 basis points, or a total of 4.28% at today’s interest rates.
The company has four additional Solstice Class vessels under construction in Germany all of which have committed bank financing arrangements and include financing guarantees for a portion of the financed amount from HERMES (Euler Hermes Kreditrersicherungs AG), the export credit agency of the German government. The terms of the financing guarantees and bank commitments are similar to those established for the Celebrity Solstice and are executable at the company’s option.
The company also has two Oasis Class vessels for its Royal Caribbean International brand under construction in Finland, both of which have commitments for financing guarantees which can be used at the company’s option. Oasis of the Seas is scheduled for delivery in the fourth quarter of 2009 and Allure of the Seas is scheduled for delivery in late 2010. The guarantee commitments are from Finnvera, the export credit agency of Finland and provide potential lenders with government guarantees of up to 80% of the financed amount.
The company expects that these financing arrangements will be adequate to meet its ongoing operations and capital expenditure requirements and the company does not anticipate any other requirements to access the capital markets in the foreseeable future.
Capital Expenditures and Capacity Guidance
Based on current ship orders, projected capital expenditures for 2008, 2009, 2010, 2011, and 2012, estimates are $2.1 billion, $2.1 billion, $2.2 billion, $1.0 billion, and $1.0 billion,

5 of 12


 

respectively. Projected capacity increases for the same five years are estimated at 5.2%, 6.9%, 12.8%, 7.1%, and 3.0%, respectively.
Conference Call Scheduled
The company has scheduled a conference call at 10 a.m. Eastern Daylight Time today to discuss its earnings. This call can be heard, either live or on a delayed basis, on the company’s investor relations web site at www.rclinvestor.com.
Terminology
Available Passenger Cruise Days (“APCD”)
APCDs are our measurement of capacity and represent double occupancy per cabin multiplied by the number of cruise days for the period.
Gross Cruise Costs
Gross Cruise Costs represent the sum of total cruise operating expenses plus marketing, selling and administrative expenses.
Gross Yields
Gross Yields represent total revenues per APCD.
Net Cruise Costs
Net Cruise Costs represent Gross Cruise Costs excluding commissions, transportation and other expenses and onboard and other expenses. In measuring our ability to control costs in a manner that positively impacts net income, we believe changes in Net Cruise Costs to be the most relevant indicator of our performance. We have not provided a quantitative reconciliation of projected Gross Cruise Costs to projected Net Cruise Costs due to the significant uncertainty in projecting the costs deducted to arrive at this measure. Accordingly, we do not believe that reconciling information for such projected figures would be meaningful.

6 of 12


 

Net Debt-to-Capital
Net Debt-to-Capital is a ratio which represents total long-term debt, including current portion of long-term debt, less cash and cash equivalents (“Net Debt”) divided by the sum of Net Debt and total shareholders’ equity. We believe Net Debt and Net Debt-to-Capital, along with total long-term debt and shareholders’ equity are useful measures of our capital structure.
Net Revenues
Net Revenues represent total revenues less commissions, transportation and other expenses and onboard and other expenses.
Net Yields
Net Yields represent Net Revenues per APCD. We utilize Net Revenues and Net Yields to manage our business on a day-to-day basis as we believe that it is the most relevant measure of our pricing performance because it reflects the cruise revenues earned by us net of our most significant variable costs, which are commissions, transportation and other expenses and onboard and other expenses. We have not provided a quantitative reconciliation of projected Gross Yields to projected Net Yields due to the significant uncertainty in projecting the costs deducted to arrive at this measure. Accordingly, we do not believe that reconciling information for such projected figures would be meaningful.
Occupancy
Occupancy, in accordance with cruise vacation industry practice, is calculated by dividing Passenger Cruise Days by APCD. A percentage in excess of 100% indicates that three or more passengers occupied some cabins.
Passenger Cruise Days
Passenger Cruise Days represent the number of passengers carried for the period multiplied by the number of days of their respective cruises.
Royal Caribbean Cruises Ltd. is a global cruise vacation company that operates Royal Caribbean International, Celebrity Cruises, Pullmantur, Azamara Cruises and CDF Croisieres de France. The company has a combined total of 38 ships in service and six under

7 of 12


 

construction. It also offers unique land-tour vacations in Alaska, Asia, Australia, Canada, Europe, Latin America and New Zealand. Additional information can be found on www.royalcaribbean.com, www.celebrity.com, www.pullmantur.es, www.azamaracruises.com or www.rclinvestor.com.
Certain statements in this news release are forward-looking statements. Words such as “anticipate”, “believe”, “could”, “estimate”, “expect”, “goal”, “intend”, “may”, “plan”, “project”, “seek”, “should”, “will”, and similar expressions are intended to help identify these forward-looking statements. 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 following: general economic and business conditions, vacation industry competition and changes in industry capacity and overcapacity, the impact of tax and environmental laws and regulations affecting our business or our principal shareholders, the impact of changes in other laws and regulations affecting our business, the impact of pending or threatened litigation, the delivery of scheduled new ships, the impact of emergency ship repairs, including the related lost revenue, the impact of problems encountered at shipyards, including industrial actions, shipyard insolvency or financial difficulties, the impact on prices of new ships due to shortages in available shipyard facilities, component parts and shipyard consolidations, negative incidents involving cruise ships including those involving the health and safety of passengers, reduced consumer demand for cruises as a result of any number of reasons, including geo-political and economic uncertainties and the unavailability or cost of air service, fears of terrorist attacks, armed conflict and the resulting concerns over safety and security aspects of traveling, the impact of the spread of contagious diseases, the availability under our unsecured revolving credit facility, cash flows from operations and our ability to obtain new borrowings and raise new capital on terms that are favorable or consistent with our expectations to fund operations, debt payment requirements, capital expenditures and other commitments, the impact of a prolonged economic downturn on the demand for cruises, the impact of disruptions in the global financial markets on the ability of our counterparties and others to perform their obligations to us, changes in our stock price or principal shareholders, the impact of changes in operating and financing costs, including changes in foreign currency, interest rates, fuel, food, payroll, insurance and security costs, the unavailability of ports of call, weather, and other factors described in further detail in Royal Caribbean Cruises Ltd.’s filings with the Securities and Exchange Commission. The above examples are not exhaustive and new risks emerge from time to time. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. In addition, certain financial measures in this news release constitute non-GAAP financial measures as defined by Regulation G. A reconciliation of these items can be found on our investor relations website at www.rclinvestor.com.
Financial Tables Follow
(####)

8 of 12


 

ROYAL CARIBBEAN CRUISES LTD.
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited, in thousands, except per share data)
                                 
    Quarter Ended     Nine Months Ended  
    September 30,     September 30,  
    2008     2007     2008     2007  
 
                               
Passenger ticket revenues
  $ 1,498,221     $ 1,423,179     $ 3,676,201     $ 3,360,586  
Onboard and other revenues
    565,168       530,413       1,400,047       1,297,459  
 
                       
Total revenues
    2,063,389       1,953,592       5,076,248       4,658,045  
 
                       
Cruise operating expenses
                               
Commissions, transportation and other
    375,638       356,471       918,313       844,784  
Onboard and other
    168,145       148,218       363,980       316,792  
Payroll and related
    170,269       153,106       487,851       432,686  
Food
    90,432       87,062       255,530       236,044  
Fuel
    207,274       140,655       539,807       384,070  
Other operating
    263,903       263,732       763,365       741,736  
 
                       
Total cruise operating expenses
    1,275,661       1,149,244       3,328,846       2,956,112  
Marketing, selling and administrative expenses
    191,115       199,169       592,604       578,547  
Depreciation and amortization expenses
    134,706       122,345       386,373       360,021  
 
                       
Operating Income
    461,907       482,834       768,425       763,365  
 
                       
 
                               
Other income (expense)
                               
Interest income
    5,620       5,704       11,143       16,655  
Interest expense, net of interest capitalized
    (80,560 )     (85,270 )     (239,594 )     (251,266 )
Other income (expense)
    24,920       (8,268 )     32,269       3,821  
 
                       
 
    (50,020 )     (87,834 )     (196,182 )     (230,790 )
 
                       
Net Income
  $ 411,887     $ 395,000     $ 572,243     $ 532,575  
 
                       
 
                               
Earnings Per Share:
                               
Basic
  $ 1.93     $ 1.85     $ 2.68     $ 2.50  
 
                       
Diluted
  $ 1.92       1.84     $ 2.67     $ 2.49  
 
                       
 
                               
Weighted-Average Shares Outstanding:
                               
Basic
    213,524       213,039       213,445       212,667  
 
                       
Diluted
    214,172       214,295       214,334       214,170  
 
                       
 
STATISTICS
                                 
    Quarter Ended     Nine Months Ended  
    September 30,     September 30,  
    2008     2007     2008     2007  
 
                               
Occupancy
    107.8%       109.1%       105.5%       106.4%  
 
                               
Passenger Cruise Days
    7,487,096       7,277,757       20,719,165       19,711,739  
 
                               
APCD
    6,945,217       6,668,881       19,640,167       18,526,888  

9 of 12


 

ROYAL CARIBBEAN CRUISES LTD.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
                 
    As of  
    September 30,     December 31,  
    2008     2007  
    (unaudited)          
Assets
               
Current assets
               
Cash and cash equivalents
  $ 301,963     $ 230,784  
Trade and other receivables, net
    324,131       313,640  
Inventories
    114,290       96,813  
Prepaid expenses and other assets
    146,841       137,662  
Derivative financial instruments
    158,629       213,892  
 
           
Total current assets
    1,045,854       992,791  
 
               
Property and equipment, net
    13,143,055       12,253,784  
Goodwill
    782,183       797,791  
Other assets
    799,594       937,915  
 
           
 
  $ 15,770,686     $ 14,982,281  
 
           
 
               
Liabilities and Shareholders’ Equity
               
Current liabilities
               
Current portion of long-term debt
  $ 430,861     $ 351,725  
Accounts payable
    222,631       222,895  
Accrued interest
    138,132       132,450  
Accrued expenses and other liabilities
    451,922       401,224  
Customer deposits
    1,158,151       1,084,359  
Hedged firm commitments
    139,635       146,642  
 
           
Total current liabilities
    2,541,332       2,339,295  
Long-term debt
    5,597,943       5,346,547  
Other long-term liabilities
    611,100       539,096  
 
               
Commitments and contingencies
               
 
               
Shareholders’ equity
               
Preferred stock ($0.01 par value; 20,000,000 shares authorized; none outstanding)
           
Common stock ($0.01 par value; 500,000,000 shares authorized; 223,870,166 and 223,509,136 shares issued, September 30, 2008 and December 31, 2007, respectively)
    2,239       2,235  
Paid-in capital
    2,947,528       2,942,935  
Retained earnings
    4,591,052       4,114,877  
Accumulated other comprehensive (loss) income
    (96,288 )     120,955  
 
               
Treasury stock (11,066,615 and 11,026,271 common shares at cost, September 30, 2008 and December 31, 2007, respectively)
    (424,220 )     (423,659 )
 
           
Total shareholders’ equity
    7,020,311       6,757,343  
 
           
 
  $ 15,770,686     $ 14,982,281  
 
           

10 of 12


 

ROYAL CARIBBEAN CRUISES LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited, in thousands)
                 
    Nine Months Ended  
    September 30,  
    2008     2007  
Operating Activities
               
Net income
  $ 572,243     $ 532,575  
Adjustments:
               
Depreciation and amortization
    386,373       360,021  
Changes in operating assets and liabilities:
               
Increase in trade and other receivables, net
    (16,835 )     (146,569 )
Increase in inventories
    (18,528 )     (11,532 )
Increase in prepaid expenses and other assets
    (9,165 )     (60,020 )
Decrease in accounts payable
    (1,652 )     (4,730 )
Increase in accrued interest
    5,682       86,636  
Increase in accrued expenses and other liabilities
    61,648       126,235  
Increase in customer deposits
    73,404       273,372  
Other, net
    (8,406 )     4,065  
 
           
Net cash provided by operating activities
    1,044,764       1,160,053  
 
           
 
               
Investing Activities
               
Purchases of property and equipment
    (1,413,347 )     (1,225,065 )
Cash received on settlement of derivative financial instruments
    256,338       49,782  
Loans and equity contributions to unconsolidated affiliates
    (41,429 )      
Other, net
    (11,317 )     (6,749 )
 
           
Net cash used in investing activities
    (1,209,755 )     (1,182,032 )
 
           
 
               
Financing Activities
               
Debt proceeds
    1,143,682       1,904,979  
Debt issuance costs
    (13,400 )     (10,134 )
Repayments of debt
    (762,826 )     (1,515,101 )
Dividends paid
    (128,045 )     (66,339 )
Proceeds from exercise of common stock options
    3,656       16,932  
Other, net
    (4,318 )     (1,818 )
 
           
Net cash provided by financing activities
    238,749       328,519  
 
           
 
               
Effect of exchange rate changes on cash
    (2,579 )     846  
 
               
Net increase in cash and cash equivalents
    71,179       307,386  
Cash and cash equivalents at beginning of period
    230,784       104,520  
 
           
Cash and cash equivalents at end of period
  $ 301,963     $ 411,906  
 
           
 
               
Supplemental Disclosure
               
Cash paid during the period for:
               
Interest, net of amount capitalized
  $ 226,172     $ 190,995  
 
           

11 of 12


 

ROYAL CARIBBEAN CRUISES LTD.
NON-GAAP RECONCILING INFORMATION
(unaudited)
     Gross Yields and Net Yields were calculated as follows (in thousands, except APCD and Yields):
                                 
    Quarter Ended     Nine Months Ended  
    September 30,     September 30,  
    2008     2007     2008     2007  
 
                               
Passenger ticket revenues
  $ 1,498,221     $ 1,423,179     $ 3,676,201     $ 3,360,586  
Onboard and other revenues
    565,168       530,413       1,400,047       1,297,459  
 
                       
Total revenues
    2,063,389       1,953,592       5,076,248       4,658,045  
 
                       
Less:
                               
Commissions, transportation and other
    375,638       356,471       918,313       844,784  
Onboard and other
    168,145       148,218       363,980       316,792  
 
                       
Net revenues
  $ 1,519,606     $ 1,448,903     $ 3,793,955     $ 3,496,469  
 
                       
 
                               
APCD
    6,945,217       6,668,881       19,640,167       18,526,888  
Gross Yields
  $ 297.09     $ 292.94     $ 258.46     $ 251.42  
Net Yields
  $ 218.80     $ 217.26     $ 193.17     $ 188.72  
     Gross Cruise Costs and Net Cruise Costs were calculated as follows (in thousands, except APCD and costs per APCD):
                                 
    Quarter Ended     Nine Months Ended  
    September 30,     September 30,  
    2008     2007     2008     2007  
 
                               
Total cruise operating expenses
  $ 1,275,661     $ 1,149,244     $ 3,328,846     $ 2,956,112  
Marketing, selling and administrative expenses
    191,115       199,169       592,604       578,547  
 
                       
Gross Cruise Costs
    1,466,776       1,348,413       3,921,450       3,534,659  
 
                       
Less:
                               
Commissions, transportation and other
    375,638       356,471       918,313       844,784  
Onboard and other
    168,145       148,218       363,980       316,792  
 
                       
Net Cruise Costs
  $ 922,993     $ 843,724     $ 2,639,157     $ 2,373,083  
 
                       
 
                               
APCD
    6,945,217       6,668,881       19,640,167       18,526,888  
Gross Cruise Costs per APCD
  $ 211.19     $ 202.19     $ 199.66     $ 190.79  
Net Cruise Costs per APCD
  $ 132.90     $ 126.52     $ 134.38     $ 128.09  
     Net Debt-to-Capital was calculated as follows (in thousands):
                 
    As of  
    September 30,     December 31,  
    2008     2007  
Long-term debt, net of current portion
  $ 5,597,943     $ 5,346,547  
Current portion of long-term debt
    430,861       351,725  
 
           
Total debt
    6,028,804       5,698,272  
Less: Cash and cash equivalents
    301,963       230,784  
 
           
Net Debt
  $ 5,726,841     $ 5,467,488  
 
           
 
               
Total shareholders’ equity
  $ 7,020,311     $ 6,757,343  
Total debt
    6,028,804       5,698,272  
 
           
Total debt and shareholders’ equity
    13,049,115       12,455,615  
 
           
Debt-to-Capital
    46.2%       45.7%  
Net Debt
    5,726,841       5,467,488  
 
           
Net Debt and shareholders’ equity
  $ 12,747,152     $ 12,224,831  
 
           
Net Debt-to-Capital
    44.9%       44.7%  

12 of 12

-----END PRIVACY-ENHANCED MESSAGE-----