Period Total number of shares purchased Average price paid per share
Total number of shares purchased as part of publicly announced plans or programs⁽¹⁾
Approximate dollar value of shares that may yet be purchased under the plans or programs
October 1, 2017 - October 31, 2017 — — — $375,000,000
November 1, 2017 - November 30, 2017 275,647 $124.05 275,647 $341,000,000
December 1, 2017 - December 31, 2017 526,470 $124.96 526,470 $275,000,000
Total 802,117 802,117

~~(1)~~

On April 28, 2017, we announced that our board of directors authorized a 12-month common stock repurchase program for up to $500 million. The timing and number of shares to be repurchased will depend on a variety of factors including price and market conditions. During the fourth quarter of 2017, we repurchased 0.8 million shares of our common stock for a total of $100 million in open market transactions that were recorded within ~~Treasury stock~~ ~~in our consolidated balance sheet. Repurchases under the program may be made at management's discretion from time to time on the open market or through privately negotiated transactions.~~

Performance Graph

The following graph compares the total return, assuming reinvestment of dividends, on an investment in the Company, based on performance of the Company's common stock, with the total return of the Standard & Poor's 500 Composite Stock Index ("S&P 500") and the Dow Jones United States Travel and Leisure Index for a five year period by measuring the changes in common stock prices from December 31, ~~2012~~2018 to December 31, ~~2017.~~2023.

12/12 12/13 12/14 12/15 12/16 12/17
Royal Caribbean Cruises Ltd.
100.00 142.11 251.44 313.65 260.04 385.47
S&P 500 100.00 132.39 150.51 152.59 170.84 208.14
Dow Jones US Travel & Leisure 100.00 145.48 169.28 179.27 192.85 238.77
3143


	12/18	12/19	12/20	12/21	12/22	12/23
Royal Caribbean Cruises Ltd.	100.00	139.95	79.22	81.57	52.43	137.35
S&P 500	100.00	131.49	155.68	200.37	164.08	207.21
Dow Jones U.S. Travel & Leisure	100.00	123.94	126.10	140.59	112.10	152.56

The stock performance graph assumes for comparison that the value of the Company's common stock and of each index was $100 on December 31, ~~2012~~2018 and that all dividends were reinvested. Past performance is not necessarily an indicator of future results.

Item 6. ~~Selected Financial Data~~Reserved

The selected consolidated financial data presented below for the years 2013 through 2017 and as of the end of each such year, except for Adjusted Net Income amounts, are derived from our audited consolidated financial statements and should be read in conjunction with those financial statements and the related notes as well as in conjunction with Item 7. ~~Management's Discussion and Analysis of Financial Condition and Results of Operations~~.Not applicable.

Year Ended December 31,
2017 2016 2015 2014 2013
(in thousands, except per share data)
Operating Data:
Total revenues $ 8,777,845
$ 8,496,401
$ 8,299,074
$ 8,073,855
$ 7,959,894
Operating income $ 1,744,056
$ 1,477,205
$ 874,902
$ 941,859
$ 798,148
Net income $ 1,625,133
$ 1,283,388
$ 665,783
$ 764,146
$ 473,692
Adjusted Net Income^{(1) (2) (3) (4)}
$ 1,625,133
$ 1,314,689
$ 1,065,066
$ 755,729
$ 539,224
Per Share Data—Basic:
Net income $ 7.57
$ 5.96
$ 3.03
$ 3.45
$ 2.16
Adjusted Net Income $ 7.57
$ 6.10
$ 4.85
$ 3.41
$ 2.46
Weighted-average shares 214,617
215,393
219,537
221,658
219,638
Per Share Data—Diluted:
Net income $ 7.53
$ 5.93
$ 3.02
$ 3.43
$ 2.14
Adjusted Net Income $ 7.53
$ 6.08
$ 4.83
$ 3.39
$ 2.44
Weighted-average shares and potentially dilutive shares 215,694
216,316
220,689
223,044
220,941
Dividends declared per common share $ 2.16
$ 1.71
$ 1.35
$ 1.10
$ 0.74
Balance Sheet Data:
Total assets $ 22,296,317
$ 22,310,324
$ 20,782,043
$ 20,524,060
$ 19,915,003
Total debt, including capital leases $ 7,539,451
$ 9,387,436
$ 8,527,243
$ 8,254,818
$ 7,916,860
Common stock $ 2,352
$ 2,346
$ 2,339
$ 2,331
$ 2,308
Total shareholders' equity $ 10,702,303
$ 9,121,412
$ 8,063,039
$ 8,284,359
$ 8,808,265


~~(1)~~	~~For 2017, 2016 and 2015, refer to~~ ~~Financial Presentation~~ ~~and~~ ~~Results of Operations~~ ~~under Item 7.~~ ~~Management's Discussion and Analysis of Financial Condition and Results of Operations~~ ~~for definition of Adjusted Net Income and reconciliation of Adjusted Net Income to Net income.~~


~~(2)~~	~~Amount for 2017 includes a gain of $30.9 million related to the sale of~~ ~~Legend of the Seas~~.

~~(3)~~

~~Amount for 2014 excludes restructuring and related impairment charges of $4.3 million~~, other initiative costs of $21.2 million, an $11.0 million loss related to the estimated impact of Pullmantur's non-core businesses that were sold in 2014 and a loss of $17.4 million recognized on the sale of ~~Celebrity Century~~. Additionally, the amount for 2014 excludes $28.9 million of net income resulting from the change in our voyage proration methodology and the reversal of a deferred tax asset valuation allowance of $33.5 million due to Spanish tax reform.


~~(4)~~	Amount for 2013 excludes restructuring and related impairment charges of $56.9 million and an $8.6 million loss related to the estimated impact of Pullmantur's non-core businesses that were sold in 2014.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

Cautionary Note Concerning Forward-Looking Statements

The discussion under this caption ~~"Management's~~“Management's Discussion and Analysis of Financial Condition and Results of ~~Operations"~~Operations” and elsewhere in this ~~document, including, for example, under the "Risk Factors" and "Business" captions,~~Annual Report on Form 10-K, includes ~~"forward-looking statements"~~“forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact, including statements regarding ~~guidance (including~~ our expectations for ~~the first quarter and full year of 2018 and our earnings and yield estimates for 2018 set forth under the heading "Outlook" below),~~future periods, business and industry prospects or future results of operations or financial position, made in this Annual Report on Form 10-K are forward-looking. Words such as ~~"anticipate," "believe," "could," "estimate," "expect," "goal," "intend," "may," "plan," "project," "seek," "should," "will," "driving"~~“anticipate,” “believe,” “considering,” “could,” “driving,” “estimate,” “expect,” “goal,” “intend,” “may,” “plan,” “project,” “seek,” “should,” “will”, "would", and similar expressions are intended to further identify any of these forward-looking statements. Forward-looking statements reflect management's current expectations, but they are based on judgments and are inherently uncertain. Furthermore, they are subject to risks, uncertainties and other factors that 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, those discussed in this Annual Report on Form 10-K and, in particular, the risks discussed under the caption "Risk ~~Factors"~~Factors” in Part I, Item 1A ~~of this report.~~herein.

All forward-looking statements made in this Annual Report on Form 10-K speak only as of the date of this ~~document.~~filing. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Overview

The discussion and analysis of our financial condition and results of operations ~~have been~~is organized to present the following:

•a review of our critical accounting policies and estimates and of our financial presentation, including discussion of certain operational and financial metrics we utilize to assist us in managing our business;

•a discussion of our results of operations for the year ended December 31, ~~2017~~2023 compared to the same period in ~~2016~~2022; and ~~the year ended December 31, 2016 compared to the same period in 2015;~~

~~a discussion of our business outlook, including our expectations for selected financial items for the first quarter and full year of 2018; and~~

•a discussion of our liquidity and capital resources, including our future capital and ~~contractual commitments~~material cash requirements and potential funding sources.

A discussion of our results of operations, and sources and uses of cash for the year ended December 31, 2022 compared to the year ended December 31, 2021 is included in Part II. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations of our Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on February 23, 2023 and is incorporated by reference into this Form 10-K.

Critical Accounting Policies and Estimates

Our consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"). (Refer to Note 1. 1. General and Note 2. 2. Summary of Significant Accounting Policies to our consolidated financial statements under Item 8. Financial Statements and Supplementary Data). Certain of our accounting policies are deemed "critical," as they require management's highest degree of judgment, estimates and assumptions. We have discussed these accounting policies and estimates with the audit committee of our board of directors. We believe our ~~most~~ critical accounting policies and estimates are as follows:

Ship Accounting

~~Our ships~~Ships represent our most significant assets and are stated at cost less accumulated depreciation and amortization. Depreciation of ships is generally computed net of a ~~15%~~10%-15% projected residual value, using the straight-line method over the estimated useful life of the asset, which is generally 3030-35 years. The ~~30-year~~30-35 year useful life ~~of our newly constructed ships~~ and ~~15% associated~~10%-15% residual value ~~are both based on~~is the weighted-average of all major components

of a ship. Our useful life and residual value estimates take into consideration the impact of anticipated technological changes, environmental regulations, long-term cruise and vacation market conditions and historical useful lives of similarly-built ships. In addition, we take into consideration our estimates of the weighted-average useful lives of the ships' major component systems, such as hull, superstructure, main electric, engines and cabins. We employ a cost allocation methodology at the component level, in order to support the estimated weighted-average useful lives and residual values, as well as to determine the net cost basis of assets being replaced. Given the very large and complex nature of our ships, our accounting estimates related to ships and determinations of ship improvement costs to be capitalized require considerable judgment and are inherently uncertain. We do not have cost segregation studies performed to specifically componentize our ship systems. ~~Therefore,~~However, we estimate the costs, useful lives and residual values of component systems based principally on general and technical information known about major ship component systems and their lives, ~~and~~as well as our knowledge of the cruise vacation industry. We do not identify and track depreciation by ship component systems, but instead utilize these estimates to determine the net cost basis of assets replaced or refurbished. Improvement costs that we believe add value to our ships are capitalized as additions to the ship and depreciated over the shorter of the improvements' estimated useful lives or that of the associated ship. The estimated cost and accumulated depreciation of replaced or refurbished ship components are written off and any resulting losses are recognized in within Cruise operating expenses.in our Consolidated Statements of Comprehensive Loss.

We periodically review estimated useful lives and residual values for ongoing reasonableness, considering long term views on our intended use of each class of ships the planned level of improvements to maintain, enhance, and to comply with environmental regulations for vessels within those classes. In the event a factor is identified that may trigger a change in the estimated useful lives and residual values of our ships, a review of the estimate is completed.

We use the deferral method to account for drydocking costs. Under the deferral method, drydocking costs incurred are deferred and charged to expense on a straight-line basis over the period to the next scheduled drydock, which we estimate to be a period of thirty to sixty months based on the vessel's age as required by Class. Deferred drydock costs consist of the costs to drydock the vessel and other costs incurred in connection with the drydock which are necessary to maintain the vessel's Class certification. Class certification is necessary in order for our cruise ships to be flagged in a specific country, obtain liability insurance and legally operate as passenger cruise ships. The activities associated with those drydocking costs cannot be performed while the vessel is in service and, as such, are done during a drydock as a planned major maintenance activity. The significant deferred drydock costs consist of hauling and wharfage services provided by the drydock facility, hull inspection and related activities (e.g., scraping, pressure cleaning, bottom painting), maintenance to steering propulsion, thruster equipment and ballast tanks, port services such as tugs, pilotage and line handling, and freight associated with these items. We perform a detailed analysis of the various activities performed for each drydock and only defer those costs that are directly related to planned major maintenance activities necessary to maintain Class. The costs deferred are related to activities not otherwise routinely periodically performed to maintain a vessel's designed and intended operating capability. Repairs and maintenance activities are charged to expense as incurred.

We use judgment when estimating the period between drydocks, which can result in adjustments to the estimated amortization of drydock costs. If the vessel is disposed of before the next drydock, the remaining balance in deferred drydock is written-off to the gain or loss ~~upon~~on disposal of vessel in the period in which the sale takes place. We also use judgment when identifying costs incurred during a drydock which are necessary to maintain the vessel's Class certification as compared to those costs attributable to repairs and maintenance which are expensed as incurred.

We believe we have made reasonable estimates for ship accounting purposes. However, should certain factors or circumstances cause us to revise our estimates of ship useful lives or projected residual values, depreciation expense could be materially higher or lower. If circumstances cause us to change our assumptions in making determinations as to whether ship

improvements should be capitalized, the amounts we expense each year as repairs and maintenance costs could increase, partially offset by a decrease in depreciation expense. If we had reduced our estimated average ship useful life by one year, depreciation expense for ~~2017~~2023 would have increased by approximately ~~$51.5~~$100 million. If our ships were estimated to have no residual value, depreciation expense for ~~2017~~2023 would have increased by approximately ~~$215.5~~$345 million. We have evaluated our estimated ship useful lives and projected residual values in light of our current environment and determined that there are no changes to these estimates. Refer to Note 6. Property and Equipment to our consolidated financial statements under Item 8. Financial Statements and Supplementary Data for further information on our ships.

Valuation of Goodwill, Indefinite-Lived Intangible Assets and Long-Lived Assets

We review goodwill and indefinite-lived intangible assets for impairment at the reporting unit level annually or, when events or circumstances dictate, more frequently. The impairment review for goodwill consists of a qualitative assessment of whether it is ~~more-likely-than-not~~more-likely than-not that a reporting unit's fair value is less than its carrying ~~amount,~~value, and if necessary, a ~~two-step~~ goodwill impairment test. Factors to consider when performing the qualitative assessment include general economic conditions, limitations on accessing capital, changes in forecasted operating results, changes in fuel prices, and fluctuations in foreign exchange rates. ~~If the qualitative assessment demonstrates that it is more-likely-than-not that the estimated fair value of the reporting unit exceeds its carrying value, it is not necessary to perform the two-step~~

The goodwill impairment ~~test. We may elect to bypass the qualitative assessment and proceed directly to step~~

~~one, for any reporting unit, in any period. On~~analysis consists of a ~~periodic basis, we elect to bypass the qualitative assessment and proceed to step one to corroborate the results~~comparison of ~~recent years' qualitative assessments. We can resume the qualitative assessment for any reporting unit in any subsequent period.~~

~~When performing the two-step goodwill impairment test,~~ the fair value of the reporting unit ~~is determined and compared to the~~with its carrying ~~value of the net assets allocated to the reporting unit.~~value. We typically estimate the fair value of our reporting units using a ~~probability-weighted~~ discounted cash flow ~~model.~~model, which may also include a combination of a market-based valuation approach. The estimation of fair value utilizing discounted expected future cash flows includes numerous uncertainties which require our significant judgment when making assumptions of expected revenues, operating costs, marketing, selling and administrative expenses, interest rates, ~~ship additions~~ and ~~retirements as well as~~ assumptions regarding the cruise vacation industry's competitive environment and general economic and business conditions, among other factors. The principal assumptions ~~we use~~used in the discounted cash flow model ~~are projected~~for our 2023 impairment assessment consisted of:

•Forecasted revenues per available passenger cruise day;

•Occupancy rates from existing vessels;

•Vessel operating ~~results, weighted-average~~expenses;

•Terminal growth rate; and

•Weighted average cost of capital ~~and terminal value.~~ (i.e., discount rate).

The discounted cash flow model uses the most current projected operating results for the upcoming fiscal year as a base. To that base, we add future years' cash flows assuming multiple revenue and expense scenarios that reflect the impact of different global economic environments beyond the base year on the reporting unit. We discount the projected cash flows using rates specific to the reporting unit based on its weighted-average cost of capital.

If the fair value of the reporting unit exceeds its carrying value, no ~~further analysis or~~ write-down of goodwill is required. If the fair value of the reporting unit is less than the carrying value of its net assets, an impairment is recognized based on the ~~implied~~amount by which the carrying value of a reporting unit exceeds its fair value, not to exceed the total amount of ~~the reporting unit is~~goodwill allocated to ~~all its underlying assets~~such reporting unit. Refer to Note 4. Goodwill to our consolidated financial statements under Item 8. Financial Statements and ~~liabilities, including both recognized and unrecognized tangible and intangible assets, based~~Supplementary Data for further information on ~~their fair value. If necessary, goodwill is then written down to its implied fair value.~~goodwill.

The impairment review for indefinite-life intangible assets can be performed using a qualitative or quantitative impairment assessment. The quantitative assessment consists of a comparison of the fair value of the asset with its carrying ~~amount.~~value. We estimate the fair value of these assets using a discounted cash flow model and various valuation methods depending on the nature of the intangible asset, such as the relief-from-royalty method, for trademarks and ~~tradenames.~~ trade names. The principal assumptions used in the discounted cash flow model for our 2023 impairment assessment consisted of:

•Forecasted revenues per available passenger cruise day;

•Occupancy rates from existing vessels ;

•Terminal growth rate;

•Royalty rate; and

•Weighted average cost of capital (i.e., discount rate).

If the carrying ~~amount~~value exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. If the fair value exceeds its carrying ~~amount,~~value, the indefinite-life intangible asset is not considered impaired. ~~As of December 31, 2017, the carrying amount of indefinite-life intangible assets was not material.~~ Other intangible assets assigned finite useful lives are amortized on a straight-line basis over their estimated useful lives. Refer to Note 5. Intangible Assets to

our consolidated financial statements under Item 8. Financial Statements and Supplementary Data for further information on indefinite-life and finite-life intangible assets.

We review our ships and other long-lived assets, including right-of-use assets for impairment whenever events or changes in circumstances indicate, based on ~~estimated undiscounted future~~recent and projected cash ~~flows,~~flow performance and remaining useful lives, that the carrying ~~amount~~value of these assets may not be fully recoverable. We evaluate asset impairment at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. The lowest level for which we maintain identifiable cash flows that are independent of the cash flows of other assets and liabilities is at the ship level for our ~~ships and, prior to the sale of the aircraft, at the aggregated asset group level for our aircraft.~~ships. If estimated undiscounted future cash flows are less than the carrying value of an asset, an impairment charge is recognized to the extent its carrying value exceeds fair value. Refer to Note 6. Property and Equipment to our consolidated financial statements under Item 8. Financial Statements and Supplementary Data for further information on determination of fair value for long-lived assets.

We estimate fair value based on quoted market prices in active markets, if available. If active markets are not available, we base fair value on independent appraisals, sales price negotiations and projected future cash flows discounted at a rate estimated by management to be commensurate with the business risk. Quoted market prices are often not available for individual reporting units and for indefinite-life intangible assets. Accordingly, we estimate the fair value of a reporting unit and an indefinite-life intangible asset using an expected present value technique.

Royal Caribbean International Reporting Unit

During the fourth quarter of ~~2017,~~2023, we performed a quantitative analysis as part of our annual impairment review of the Royal Caribbean International reporting unit. As of November 30, 2023, the fair value of the Royal Caribbean International reporting unit was determined using a discounted cash flow model in combination with a market-based valuation approach. As a result of the test, we determined the fair value of the Royal Caribbean International reporting unit exceeded its carrying value by more than 100% as of November 30, 2023, resulting in no impairment to Royal Caribbean International's goodwill.

During the fourth quarter of 2022, we performed a qualitative assessment of the Royal Caribbean International reporting unit. Based on our qualitative assessment, we concluded that it was more-likely-than-not that the estimated fair value of the ~~Royal Caribbean International~~ reporting unit exceeded its carrying value and thus, we did not proceed to the ~~two-step~~ goodwill impairment test. No indicators of impairment exist primarily because the reporting unit's fair value has consistently exceeded its carrying value by a significant margin and forecasts of operating results generated by the reporting unit appear sufficient to support its carrying value.

As of December 31, ~~2017,~~2023 and 2022, the carrying amount of goodwill attributable to our Royal Caribbean reporting unit was ~~$286.9~~$296.4 million.

We did not perform interim impairment evaluations of Royal Caribbean International's goodwill during 2023 and 2022, as no triggering events were identified.

~~2015 Impairment of Pullmantur Related Assets~~Silversea Cruises Reporting Unit

During the ~~third quarter~~fourth quarters of ~~2015,~~2023 and 2022, we performed ~~an interim impairment evaluation of Pullmantur’s goodwill and trademarks and trade names in connection with the preparation~~a quantitative analysis as part of our ~~financial statements.~~annual impairment review of the Silversea Cruises reporting unit. As of November 30, 2023, and November 30, 2022, the fair value of the Silversea Cruises reporting unit was determined using a probability weighted discounted cash flow model in combination with a market-based valuation approach. As a result of ~~this analysis,~~the tests, we determined the fair value of the Silversea Cruises reporting unit exceeded its carrying value by approximately 63% and 26% as of November 30, 2023 and 2022, respectively, resulting in no impairment to Silversea Cruises' goodwill. The carrying value of goodwill attributable to our Silversea Cruises reporting unit was $509 million as of December 31, 2023 and 2022.

During the fourth quarters of 2023 and 2022, we performed our annual impairment reviews of the Silversea Cruises trade name. As a result of the quantitative tests, we determined that the ~~carrying~~fair value of the ~~Pullmantur reporting unit~~Silversea Cruises' trade name exceeded its ~~fair value. Similarly, we determined that~~carrying value by approximately 62% and 25%, as of November 30, 2023 and November 30, 2022, respectively, resulting in no impairment to Silversea Cruises' trade name.

As of December 31, 2023 and 2022, the carrying value of ~~Pullmantur’s trademarks and~~indefinite-life intangible assets was $321 million, which primarily relates to the Silversea Cruises trade name.

We did not perform interim impairment evaluations of Silversea Cruises' goodwill or trade names ~~exceeded their fair value. Accordingly, upon the completion of the relevant impairment tests discussed above, we recognized impairment charges of $123.8 million~~during 2023 and $174.3 million for goodwill and trademark and trade names, respectively, during the quarter ended September 30, 2015. These charges reflected the full carrying amounts of the goodwill and trademark and trade names leaving Pullmantur with2022, as no ~~intangible assets on its books.~~

In conjunction with performing the two-step goodwill impairment test for the Pullmantur reporting unit, we identified that the estimated fair value of certain long-lived assets, consisting of two ships and three aircraft, was less than their carrying values. As a result of this determination, we evaluated these assets pursuant to our long-lived asset impairment test, resulting in an impairment charge of $113.2 million to write down these assets to their estimated fair values during the quarter ended September 30, 2015.triggering events were identified.

Derivative Instruments

value and the vast majority are designated as hedges. We also use non-derivative financial instruments designated as hedges of our net investment in our foreign operations and investments. Although ~~certain~~some of our derivative financial instruments do not qualify for hedge accounting or are not accounted for under hedge accounting, we do not hold or issue derivative financial instruments for trading or other speculative purposes. We account for derivative financial instruments in accordance with authoritative guidance. Refer to Note 2. 2. Summary of Significant Accounting Policies and Note ~~14.~~ 16.Fair Value Measurements and Derivative Instruments to our consolidated financial statements under Item 8. Financial Statements and Supplementary Data for more information on related authoritative guidance, the Company's hedging programs and derivative financial instruments.

WeOn a regular basis, we enter into foreign currency forward contracts, ~~and collars,~~ interest rate ~~cross-currency and~~swaps, fuel swaps and options with third-party institutions in over-the-counter markets. We estimate the fair value of our foreign currency forward contracts and interest rate ~~and cross-currency~~ swaps using expected future cash flows based on the instruments' contract terms and published forward prices for foreign currency exchange and interest rates. We value floors which are embedded within our interest rate swaps using standard option pricing models with inputs based on the options’ contract terms, such as exercise price and maturity, and readily available market data, such as forward interest rates and interest rate volatility. We apply present value techniques ~~and LIBOR or EURIBOR-based discount rates~~ to convert the expected future cash flows to the current fair value of the instruments.

We estimate the fair value of our foreign currency collars using standard option pricing models with inputs based on the options' contract terms, such as exercise price and maturity, and readily available public market data, such as foreign exchange prices, foreign exchange volatility levels and discount rates.

We estimate the fair value of our fuel swaps using expected future cash flows based on the swaps' contract terms and forward prices. We derive forward prices from published forward fuel curves which in turn are based on ~~pricing inputs provided by third-party institutions that transact in the fuel indices we hedge. We validate these pricing inputs against~~ actual market transactions and published price quotes for similar assets. We apply present value techniques ~~and LIBOR-based discount rates~~ to convert the expected future cash flows to the current fair value of the instruments. We also corroborate our fair value estimates using valuations provided by our counterparties.

We adjust the valuation of our derivative financial instruments to incorporate credit risk.

We believe it is unlikely that materially different estimates for the fair value of our foreign currency forward contracts, ~~and~~ interest rate ~~cross-currency and~~swaps, fuel swaps and options would be derived from other appropriate valuation models using similar assumptions, inputs or conditions suggested by actual historical experience.

Contingencies—Litigation

On an ongoing basis, we assess the potential liabilities related to any lawsuits or claims brought against us. While it is typically ~~very~~ difficult to determine the timing and ultimate outcome of such actions, we use our best judgment

to determine if it is probable that we will incur an expense related to the settlement or final adjudication of such matters and whether a reasonable estimation of such probable loss, if any, can be made. In assessing probable losses, we take into consideration estimates of the amount of insurance recoveries, if any, which are recorded as assets when recoverability is probable. We accrue a liability when we believe a loss is probable and the amount of loss can be reasonably estimated. Due to the inherent uncertainties related to the eventual outcome of litigation and potential insurance recoveries, it is possible that certain matters may be resolved for amounts materially different from any provisions or disclosures that we have previously made.

Seasonality

Our revenues are seasonal based on demand for cruises. Demand ishas historically been strongest for cruises during the Northern Hemisphere's summer months and holidays. In order to mitigate the impact of the winter weather in the Northern Hemisphere and to capitalize on the summer season in the Southern Hemisphere, our brands have historically focused on deployment to the Caribbean, Asia and Australia during that period.

Financial Presentation

Description of Certain Line Items

Revenues

Our revenues are comprised of the following:

•Passenger ticket revenues, which consist of revenue recognized from the sale of passenger tickets and the sale of air transportation to and from our ships; and

•Onboard and other revenues, which consist primarily of revenues from the sale of goods and/or services onboard our ships not included in passenger ticket prices, casino operations, cancellation fees, sales of vacation protection insurance, ~~and~~ pre- and post-cruise ~~tours.~~ tours and fees for operating certain port facilities. Onboard and other revenues also ~~includes~~include revenues we receive from independent ~~third-party~~third party concessionaires that pay us a percentage of their

revenues in exchange for the right to provide selected goods and/or services onboard our ships, as well as revenues received for ~~our bareboat charter,~~ procurement and management related services we perform on behalf of our unconsolidated affiliates.

Cruise Operating Expenses

Our cruise operating expenses are comprised of the following:

•Commissions, transportation and other expenses, which consist of those costs directly associated with passenger ticket revenues, including travel ~~agent~~advisor commissions, air and other transportation expenses, port costs that vary with passenger head counts and related credit card fees;

•Onboard and other expenses, which consist of the direct costs associated with onboard and other revenues, including the costs of products sold onboard our ships, vacation protection insurance premiums, costs associated with pre- and post-cruise tours and related credit card fees, as well as the minimal costs associated with concession revenues, as the costs are mostly incurred by third-party concessionaires and costs incurred for the procurement and management related services we perform on behalf of our unconsolidated affiliates;

•Payroll and related expenses, which consist of costs for shipboard personnel (costs associated with our shoreside personnel are included in Marketing, selling and administrative expenses);

•Food expenses, which include food costs for both guests and crew;

•Fuel expenses, which include fuel and related delivery, storage and emission consumable costs and the financial impact of fuel swap agreements; and

•Other operating expenses, which consist primarily of operating costs such as repairs and maintenance, port costs that do not vary with passenger head counts, vessel related insurance, entertainment and gains and/or losses related to the sale of our ships, if any.

We do not allocate payroll and related expenses, food expenses, fuel expenses or other operating expenses to the expense categories attributable to passenger ticket revenues or onboard and other revenues since they are incurred to provide the total cruise vacation experience.

Selected Operational and Financial Metrics

We utilize a variety of operational and financial metrics which are defined below to evaluate our performance and financial condition. As discussed in more detail herein, certain of these metrics are non-GAAP financial measures. These non-GAAP financial measures are provided along with the related GAAP financial measures as we believe they provide useful information to investors as a supplement to our consolidated financial statements, which are prepared and presented in accordance with GAAP. The presentation of non-GAAP financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP.

Adjusted EBITDA is a non-GAAP measure that represents EBITDA (as defined below) excluding certain items that we believe adjusting for is meaningful when assessing our profitability on a comparative basis. For the periods presented, these items included (i) Other expense, which includes the loss contingency in connection with the ongoing Havana Docks litigation recorded in other expenses in 2022; (ii) gain on sale of controlling interest; (iii) impairment and credit losses; (iv) restructuring charges and other initiative expense; (v) equity investment impairment and recovery of losses; (vi) Pullmantur reorganization settlement; (vii) net insurance recoveries or costs related to the collapse of the drydock structure at the Grand Bahama Shipyard involving Oasis of the Seas; and (viii) the net gain recognized in 2021 in relation to the sale of the Azamara brand; A reconciliation of Net Income (Loss) attributable to Royal Caribbean Cruises Ltd. to Adjusted EBITDA is provided below under Results of Operations.

Adjusted Earnings (Loss) per Share ("Adjusted EPS")is a non-GAAP measure thatrepresents Adjusted Net Income (Loss) attributable to Royal Caribbean Cruises Ltd. (as defined below) divided by weighted average shares outstanding or by diluted weighted average shares outstanding, as applicable. We believe that this non-GAAP measure is meaningful when assessing our performance on a comparative basis.

Adjusted Net Income (Loss) attributable to Royal Caribbean Cruises Ltd.is a non-GAAP measure that represents net income (loss) less net income attributable to noncontrolling interest, excluding certain items that we believe adjusting for is meaningful when assessing our performance on a comparative basis. For the periods presented, these items included (i) loss on extinguishment of debt; (ii) gain on sale of controlling interest; (iii) tax on the sale of PortMiami noncontrolling interest; (iv)

Silver Whisper deferred tax liability release; (v) impairment and credit losses; (vi) the amortization of the Silversea Cruises intangible assets resulting from the Silversea Cruises acquisition in 2018; (vii) restructuring charges and other initiative expenses; (viii) equity investments impairment and recovery of losses; (ix) loss contingency recorded in 2022 in connection with the ongoing Havana Docks litigation inclusive of related legal fees and costs; (x) convertible debt amortization of debt discount; (xi) the 2021 Pullmantur reorganization settlement; (xii) net insurance recoveries related ~~assets,~~to the collapse of the drydock structure at the Grand Bahama Shipyard involving Oasis of the Seas incident; (xiii) the net gain recognized in 2021 in relation to the sale of the Azamara brand; and (xiv) the net loss recognized in 2021 related to the elimination of the ~~Pullmantur~~three-month reporting lag ~~the net gain related~~for Silversea Cruises. A reconciliation of Net Income (Loss) attributable to ~~the 51% sale~~Royal Caribbean Cruises Ltd. to Adjusted Net Income (Loss) attributable to Royal Caribbean Cruises Ltd. is provided below under Results of ~~the Pullmantur and CDF Croisières de France ("CDF") brands, restructuring charges and other initiative costs related to our Pullmantur right-sizing strategy and other restructuring initiatives.~~Operations.

Available Passenger Cruise Days ("~~APCD"~~APCD") is our measurement of capacity and represents double occupancy per cabin multiplied by the number of cruise days for the period, which excludes canceled cruise days and ~~drydock days.~~cabins not available for sale. We use this measure to perform capacity and rate analysis to identify our main non-capacity drivers that cause our cruise revenue and expenses to vary.

~~Double-DoubleProgram~~ ~~refers~~EBITDA is a non-GAAP measure that represents of Net Income (Loss) attributable to ~~the multi-year Adjusted EPS~~Royal Caribbean Cruises Ltd. excluding (i) interest income; (ii) interest expense, net of interest capitalized; (iii) depreciation and ~~Return~~amortization expenses; and (iv) income tax benefit or expense. We believe that this non-GAAP measure is meaningful when assessing our operating performance on ~~Invested Capital ("ROIC") goals we publicly announced in 2014 and sought~~a comparative basis. A reconciliation of Net Income (Loss) attributable to ~~achieve by the end~~Royal Caribbean Cruises Ltd. to EBITDA is provided below under Results of 2017. We designed this program to help us better execute and achieve our business goals by clearly articulating longer-term financial objectives. Under the Double-Double Program, we targeted Adjusted EPS of $6.78 by the end of 2017, which was double our 2014 Adjusted EPS of $3.39. We also targeted ROIC of 10% by the end of 2017 as compared to ROIC of 5.9% in 2014.Operations.

Gross Cruise Costsrepresent the sum of total cruise operating expenses plus marketing, selling and administrative expenses.

~~Gross Yields~~ ~~represent total revenues~~CarbonIntensity is our measurement of carbon dioxide emissions per ~~APCD.~~gross tonne nautical mile (well-to-wake).

~~Net Cruise Costs~~ ~~and~~ Net Cruise Costs ~~Excluding~~and Net Cruise Costs excluding Fuel are non-GAAP measures that represent Gross Cruise Costs excluding commissions, transportation and other expenses, ~~and~~ onboard and other expenses and, in the case of Net Cruise Costs ~~Excluding~~excluding Fuel, fuel expenses (each of which is described above under the Description of Certain Line Items heading). In measuring our ability to control costs in a manner that positively impacts net income, we believe changes in Net Cruise Costs and Net Cruise Costs Excluding Fuel to be the most relevant indicators of our cost performance. For the 2023 period presented, Net Cruise Costs and Net Cruise Costs Excluding Fuel excludes (i) gain on sale of controlling interest; (ii) impairment and credit losses; and (iii) restructuring and other initiative expenses. A reconciliation of ~~historical~~ Gross Cruise Costs to Net Cruise Costs and Net Cruise Costs Excluding Fuel is provided below under Results of ~~Operations. For the periods presented, Net Cruise Costs excludes the net gain~~Operations.

Gross Margin Yield represent Gross Margin per APCD.

Adjusted Gross Margin represent Gross Margin, adjusted for payroll and related, food, fuel, other operating, and depreciation and amortization expenses. Gross Margin is calculated pursuant to ~~the 51% sale of the Pullmantur and CDF brands, restructuring charges and other initiative costs related to our Pullmantur right-sizing strategy and other restructuring initiatives~~.

~~Net Revenues~~ ~~represent~~GAAP as total revenues less ~~commissions, transportation and other~~total cruise operating expenses, and ~~onboard~~depreciation and ~~other expenses (each of which is described above under the~~ ~~Description of Certain Line Items~~ ~~heading).~~amortization.

Net Yields represent ~~Net Revenues~~Adjusted Gross Margin per APCD. We utilize ~~Net Revenues~~Adjusted Gross Margin and Net Yields to manage our business on a day-to-day basis as we believe that they are the most relevant measures of our pricing performance because they reflect 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. ~~A reconciliation~~

Invested Capital represents the most recent five-quarter average of ~~historical Gross Yields~~total debt (i.e., Current portion of long-term debt plus Long-term debt) plus the most recent five-quarter average of Total shareholders' equity. We use this measure to ~~Net Yields~~calculate ROIC (as defined below).

Adjusted Operating Income (Loss) is ~~provided below under~~ ~~Results of Operations~~a non-GAAP measure that represents operating income (loss) including income (loss) from equity investments and income taxes but excluding certain items that we believe adjusting for is meaningful when assessing our operating performance on a comparative basis. We use this non-GAAP measure to calculate ROIC (as defined below). ~~For the periods presented, Net Yields excludes initiative costs related~~

Return on Invested Capital ("ROIC") represents Adjusted Operating Income (Loss) divided by Invested Capital. We believe ROIC is a meaningful measure because it quantifies how efficiently we generated operating income relative to the ~~sale of~~capital we have invested in the ~~Pullmantur and CDF brands.~~business. ROIC is also used as a key metric in our long-term incentive compensation program for our executive officers.

Occupancy ("Load factor"), in accordance with cruise vacation industry practice, is calculated by dividing Passenger Cruise Days (as defined below) by APCD. A percentage in excess of 100% indicates that three or more passengers occupied some cabins.

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

We believe Net Yields, Net Cruise Costs and Net Cruise Costs Excluding Fuel are our most relevant non-GAAP financial measures. However, a significant portion of our revenue and expenses are denominated in currencies other than the United States dollar. Because our reporting currency is the United States dollar, the value of these revenues and expenses can be affected by changes in currency exchange rates. Although such changes in local currency prices are just one of many elements impacting our revenues and expenses, they can be an important element. For this reason, we also monitor Net Yields, Net Cruise Costs and Net Cruise Costs Excluding Fuel as if the current periods' currency exchange rates had remained constant with the comparable prior periods' rates, or on a "Constant Currency" basis.

It should be emphasized that Constant Currency is primarily used for comparing short-term changes and/or projections. Changes in guest sourcing and shifting the amount of purchases between currencies can change the impact of the purely currency-based fluctuations.

The use of certain ~~significant~~ non-GAAP measures, such as Net Yields, Net Cruise Costs and Net Cruise Costs Excluding Fuel, allows us to perform capacity and rate analysis to separate the impact of known capacity changes from other less predictable changes which affect our business. We believe these non-GAAP measures provide expanded insight to measure revenue and cost performance in addition to the standard GAAP based financial measures. There are no specific rules or regulations for determining non-GAAP ~~and Constant Currency~~ measures, and as such, ~~there exists the possibility that~~ they may not be comparable to other companies within the industry.

We have not provided a quantitative reconciliation of ~~(i)~~ projected ~~Total revenues~~non-GAAP financial measures to projected Net Revenues, (ii) projected Gross Yields to projected Net Yields, (iii) projected Gross Cruise Costs to projected Net Cruise Costs and projected Net Cruise Costs Excluding Fuel and (iv) projected Net Income and Earnings per Share to projected Adjusted Net Income and Adjusted Earnings per Sharethe most comparable GAAP financial measures because preparation of meaningful U.S. GAAP projections ~~of Total revenues, Gross Yields, Gross Cruise Costs, Net Income and Earnings per Share~~ would require unreasonable effort. Due to significant uncertainty, we are unable to predict, without unreasonable effort, the future movement of foreign exchange rates, fuel prices and interest rates inclusive of our related hedging programs. In addition, we are unable to determine the future impact of ~~restructuring expenses or other~~ non-core business related gains and losses which may result from strategic initiatives. These items are uncertain and could be material to our results of operations in accordance with U.S GAAP. Due to this uncertainty, we do not believe that reconciling information for such projected figures would be meaningful.

Executive Overview

2023 performance was exceptionally strong and significantly exceeded our expectations.

We took delivery of three new ships (Silver Nova, Celebrity Ascent and Icon of the Seas), expanded Perfect Day at CocoCay’s capacity with the launch of Hideaway Beach, and successfully returned to normalized load factors of 105.6%, with peak summer sailings reaching load factors of 110%. We achieved strong financial performance, including EBITDA of $4.5 billion in 2023, record Adjusted EBITDA per APCD and record ROIC. In addition, 2023 delivered record Net Yields and Adjusted EBITDA, and we made significant progress in repairing our balance sheet, repaying approximately $4.0 billion of debt.

Our ~~2017 net income~~2023 Net Income attributable to Royal Caribbean Cruises Ltd. was ~~$1.6~~$1.7 billion, or ~~$7.53~~$6.31 per diluted share, compared to ~~$1.3~~Net Income attributable to Royal Caribbean Cruises Ltd. of $1.9 billion, or ~~$5.93~~$8.95 per diluted share in ~~2016.~~2019, the most recent year of normalized operations. Adjusted Net Income attributable to Royal Caribbean Cruises Ltd. for ~~2017~~2023 was ~~$1.6~~$1.8 billion, or ~~$7.53~~$6.77 per diluted share, compared to ~~$1.3~~Adjusted Net Income attributable to Royal Caribbean Cruises Ltd. of $2.0 billion, or ~~$6.08~~$9.54 per diluted share in ~~2016.~~2019. 2023 Adjusted ~~EPS for 2017 represents the fourth straight year we achieved a record amount, growing approximately 24%~~EBITDA was $4.5 billion, compared to ~~2016.~~Adjusted EBITDA of $3.6 billion in 2019.

~~The year 2017 marked~~Total revenues in 2023 were $13.9 billion, exceeding the ~~final year~~previous record of ~~our Double-Double program ("Double-Double"), which was comprised~~$11.0 billion in 2019 driven by strong ticket revenue and onboard revenue performance, inclusive of ~~two multi-year financial targets, including doubling our 2014 Adjusted EPS to $6.78~~capacity growth. As a result of this, Gross Margin Yields increased 13.2% as-reported, and achieving double-digit ROIC by the end of 2017. The Double-Double program was successful in galvanizing our large workforce and drove a real step change in performance. Our long-term commitment to grow revenue yields, manage costs and maintain steady capacity growth guided us towards the achievement of the Double-Double. We finished 2017 with Adjusted EPS of $7.53 and ROIC in excess of 10%, exceeding our Double-Double targets. During the Double-Double period, we have experienced annual Adjusted EPS growth of approximately 24%, 26% and 42% and annual ROIC growth of approximately 18%, 17% and 29%, in each of 2017, 2016 and 2015, respectively.

~~Additionally,~~ Net Yields ~~on a~~increased 13.5% in Constant-Currency, ~~basis increased for the eighth consecutive year. For the year ended December 31, 2017, our Net Yields on a Constant-Currency basis increased by 6.4%, primarily driven by increases~~both compared to 2019. The strength in ~~both ticket~~revenue and ~~onboard yields and by a benefit from the deconsolidation of the Pullmantur brand. Strong demand for Europe and North America products~~improved cash flow, combined with ~~strong onboard trends are responsible for the growth. Partly offsetting these successes was the impact of the 2017 hurricane season~~our margin expansion efforts allowed us to accelerate debt repayment, improving our debt maturity profile.

Cruise operating expenses increased from $6.1 billion in 2019 to $7.8 billion in 2023. Gross Cruise Costs per APCD increased 10.9% as-reported and ~~China's South Korea travel restrictions.~~

~~Net onboard revenue yield~~11.3% in ~~2017 grew by 6.8% year-over-year on a~~ Constant Currency, ~~basis. Growth came from a variety of areas, including beverage package sales, specialty restaurants, shore excursions, and our high speed onboard internet products.~~

~~We remain dedicated~~compared to ~~finding efficiencies, identifying synergies and reducing costs, while at the same time, focusing on strategic investments in areas that will boost revenue. In 2017, our~~2019. Net Cruise Costs, ~~Excluding~~excluding Fuel, per APCD increased ~~by 2.0% on a~~7.5% as-reported and 7.9% in Constant Currency, ~~basis~~ compared to ~~2016.~~2019. Our disciplined cost control helped mitigate the effects of inflation. For 2023, Net Cruise Costs included $2.31 per APCD of structural costs which were not present in 2019, including increased costs associated with Perfect Day at CocoCay, our Galveston terminal, and roll-out of Starlink internet onboard our fleet.

~~The Company remains focused on improving returns for our shareholders.~~ In 2017, we bought back $225 million shares of common stock under our $500 million share repurchase program that was announced in April 2017. We also announced a 25% increase to our common stock dividend, our fifth consecutive year with a dividend increase. In addition, during 2017, both Moody’s and S&P upgraded our senior unsecured debt rating to investment grade.

~~In 2018, all three of our Global Brands will each welcome a ship in the same year - a first in our history. Royal Caribbean International will welcome newbuild~~ ~~Symphony of the Seas~~ ~~in April; Azamara Club Cruises will welcome~~ ~~Azamara Pursuit~~ ~~in August; and Celebrity Cruises will welcome its newbuild~~ ~~Celebrity Edge~~ ~~in November. In 2018,~~2024, we expect our capacity into increase by 8.5% compared to 2023, with the ~~Caribbean will increase as~~ ~~Symphony~~addition of Silver Ray and Utopia of the Seas and a full year of operations for Silver Nova, Celebrity ~~Edge~~ ~~join~~Ascent, and Icon of the Seas (which began revenue sailings in January 2024). Utopia of the Seas will be the first Oasis class ship focused on short Caribbean ~~in the winter,~~ ~~Celebrity Infinity~~ ~~returns to the Caribbean~~itineraries, and we ~~upsize~~ ~~Jewel of~~also return to China for the ~~Seas~~ to ~~Freedom of the Seas~~ ~~and~~ ~~Enchantment of the Seas~~ to ~~Mariner of the Seas. As a result of~~ ~~Mariner of the Seas~~ ~~repositioning from Asia/Pacific to North America to make way for~~ first time since 2019 with Spectrum of the ~~Seas’~~ ~~arrival in early 2019,~~Seas. In addition, we ~~expect our Asia/Pacific capacity~~ will ~~decrease year over year and will account for 17% of our total capacity in 2018. We expect Europe will represent 17% of our capacity in 2018 with growth driven by~~continue the ~~Symphony~~construction of the ~~Seas'~~ ~~inaugural Western Mediterranean season replacing~~ ~~Freedom~~first Royal Beach Club at Paradise Island, Bahamas, set to open in 2025. Our new ships, optimized deployment, continued load factor growth and enhanced onboard offerings are expected to drive growth in Net Yields and Total Revenues. During 2024, we are expected to have 20 ships in drydock, due to our growing fleet combined with the timing of ~~the Seas~~restarting our entire fleet, and ~~the addition of~~ ~~Azamara Pursuit.~~

~~In November 2017,~~ we ~~announced the order of~~ ~~Celebrity Flora, the brand’s first ship designed specifically for the Galapagos Islands, which we expect will sail beginning in 2019. In addition~~plan to continue investing in ~~new hardware~~newbuilds and retrofitting our existing ~~hardware through~~fleet with technology to help reach our ~~fleet modernization programs,~~ ~~Royal Amplified~~ ~~and~~ ~~Celebrity Revolution, we continue~~long-term goals to ~~opportunistically evaluate selling or transferring older ships to further optimize our fleet. Since 2014, we have sold four ships - the sale of~~ ~~Celebrity Century~~ ~~to a subsidiary of Skysea Holdings, the sale of~~ ~~Ocean Dream~~ ~~to an unrelated third-party, the sale of~~ ~~Splendour of the Seas~~ ~~to TUI Cruises, and sale of~~ ~~Legend of the Seas~~ ~~to an affiliate of TUI AG, our joint venture partner in TUI Cruises.~~reduce carbon intensity.

After announcing our achievement of Double-Double, we thanked employees for their contribution with individual salary bonuses of five percent. Employees received equity-based awards equal to five percent of their 2017 salaries in an $80 million program called the "~~Thank You, Thank You Bonus~~." The awards, which vest over three years, went to all employees – shipboard and shoreside, full-time and part-time, domestic and overseas. Corporate officers, however, were excluded. In addition to the five percent equity-based awards, we will contribute to the Crew Welfare Fund for upgrades to crew living and recreational areas.35

Results of Operations

In addition to the items discussed above under "Executive Overview," significant items for ~~2017~~2023 include:

~~Both our net income~~•Net Income attributable to Royal Caribbean Cruises Ltd. and Adjusted Net Income attributable to Royal Caribbean Cruises Ltd. for the year ended December 31, ~~2017~~2023 was ~~$1.6~~$1.7 billion and $1.8 billion, or ~~$7.53~~$6.31 and $6.77 per share on a diluted basis, respectively, as compared to ~~both net income~~Net Loss attributable to Royal Caribbean Cruises Ltd. and Adjusted Net ~~Income~~Loss attributable to Royal Caribbean Cruises Ltd. of ~~$1.3~~$(2.2) billion and $(1.9) billion, or ~~$5.93~~$(8.45) and ~~$6.08~~$(7.50) per share on a diluted basis, respectively, for the year ended December 31, ~~2016.~~2022.

~~The estimated negative impact resulting from the third quarter 2017 hurricane-related disruptions was approximately $0.26 per share on a diluted basis to our net income and Adjusted Net Income~~•Total revenues increased by $5.1 billion for the year ended December 31, ~~2017.~~2023 as compared to the same period in 2022. The increase was primarily driven by our full operations at higher occupancy, capacity, and ticket prices in 2023,compared to partial to full operations during the first half and second half of 2022, respectively, at lower occupancy and capacity rates.

•Total ~~revenues~~cruise operating expenses increased by ~~$281.4 million~~$1.2 billion for the year ended December 31, ~~2017~~2023 compared to the same period in ~~2016 primarily due to an~~2022. The increase reflects our operations in ~~ticket prices~~2023 at higher capacity and ~~onboard spending on a per passenger basis, which are further discussed below.~~

~~Total Cruise operating expenses decreased by $119.0 million for the year ended December 31, 2017~~occupancy, compared to the same period in ~~2016, primarily~~2022.

•In February 2023, we issued $700 million aggregate principal amount of 7.25% senior guaranteed notes due ~~to the decrease in capacity, which is further discussed below.~~

~~Other items for 2017 include:~~

~~In May 2017, TUI Cruises,~~January 2030 ("7.25% Priority Guaranteed Notes"). Upon closing, we terminated our ~~50% joint venture, took delivery of~~ ~~Mein Schiff 6~~.

~~During the second quarter of 2017, we entered into agreements with Meyer Turku to build two Icon-class ships. In October 2017, we entered into credit agreements~~commitment for the ~~unsecured~~$700 million 364-day term loan facility. In addition, the remaining $350 million backstop committed financing was also terminated upon closing,

•Effective March 31, 2023, we closed on the previously announced partnership with iCON. As part of ~~these ships for up to~~the transaction, we sold 80% of ~~each ship's contract price.~~PortMiami for $209 million and retained a 20% minority interest. The partnership will own, develop, and manage cruise terminal facilities and infrastructure in key ports of call, initially including several development projects in Italy, Spain, and the U.S. Virgin Islands. Refer to Note ~~15.~~ ~~Commitments~~7. Investments and ~~Contingencies~~ toOther Assets in our consolidated financial statements for further ~~information.~~

information on the transaction.

•In June 2023, our 4.25% Convertible Senior Notes with an outstanding balance of $350 million were settled using a combination of $338 million in cash, and the issuance of approximately 374,000 shares of common stock. The issuance of equity increased additional paid in capital by an immaterial amount.

~~During the third quarter of 2017,~~•In June 2023, we ~~entered into an agreement to purchase a ship for our Azamara Club Cruises brand. The sale is expected to be completed with the~~took delivery of Silver Nova, and in November 2023, we took delivery of Celebrity Ascent, and Icon of the ~~ship scheduled for March 2018, and the ship is expected to enter service during the third quarter of 2018.~~

~~During the fourth quarter of 2017, we entered into a credit agreement for the unsecured financing of a ship we have on order designed for the Galapagos Islands for our Celebrity Cruises brand.~~Seas. Refer to Note 7. ~~Long-Term~~8. Debtto our consolidated financial statements under Item 8. Financial Statements and Supplementary Data for further ~~information.~~information on the financing of the ships. Silver Nova, Celebrity Ascent, and Icon of the Seas entered service in the third and fourth quarters of 2023, and the first quarter of 2024, respectively.

•In November 2023, we settled $225 million of our 2.875% Convertible Senior Notes. The notes were settled using a combination of $225 million in cash and the issuance of approximately 147,000 shares of common stock. The issuance of equity increased additional paid in capital by an immaterial amount.

•During the year ended December 31, 2023, we executed and amended various financing arrangements on our two unsecured revolving credit facilities. Following these refinancings, our aggregate revolving credit commitments are $3.5 billion, with $1.7 billion scheduled to mature in October 2026, and $1.7 billion scheduled to mature in October 2028, and $97 million scheduled to mature in April 2025.

•During the year ended December 31, 2023, we fully repaid the $1.4 billion outstanding balance on our 11.50% secured senior notes due in June 2025.

For further information regarding the debt transactions discussed above, refer to Note 8. Debt to our consolidated financial statements under Item 8. Financial Statements and Supplementary Data for further information on our 2023 financing activity.

We reported ~~net income,~~Net Income (Loss) attributable to Royal Caribbean Cruises Ltd., Adjusted Net Income ~~earnings~~(Loss) attributable to Royal Caribbean Cruises Ltd., Earnings (Loss) per ~~share~~Share and Adjusted Earnings (Loss) per Share as shown in the following table (in ~~thousands,~~millions, except per share data):


	Year Ended December 31,
	2023		2022		2021
Net Income (Loss) attributable to Royal Caribbean Cruises Ltd.	$	1,697	$	(2,156)	$	(5,260)
Loss on extinguishment of debt	121		94		139
Gain on sale of controlling interest (1)	(3)		—		—
PortMiami tax on sale of noncontrolling interest (2)	7		—		—
Silver Whisper deferred tax liability release (3)	(26)		—		—
Impairment and credit losses (4)	8		1		82
Amortization of Silversea Cruises intangible assets resulting from the Silversea Cruises acquisition (5)	6		6		6
Restructuring charges and other initiatives expense	5		12		2
Equity investment impairment and recovery of losses (6)	12		—		31
Litigation loss contingency (7)	—		130		—
Convertible debt amortization of debt discount (8)	—		—		104
Pullmantur reorganization settlement (9)	—		—		10
Oasis of the Seas incident (10)	—		—		(7)
Net gain related to the sale of Azamara brand (11)	—		—		(3)
Net loss related to the elimination of the Silversea Cruises reporting lag (12)	—		—		63
Adjusted Net Income (Loss) attributable to Royal Caribbean Cruises Ltd.	$	1,827	$	(1,913)	$	(4,833)

Basic:
Earnings (Loss) per Share	$	6.63	$	(8.45)	$	(20.89)
Adjusted Earnings (Loss) per Share	$	7.14	$	(7.50)	$	(19.19)

Diluted:
Earnings (Loss) per Share (13)	$	6.31	$	(8.45)	$	(20.89)
Adjusted Earnings (Loss) per Share (13)	$	6.77	$	(7.50)	$	(19.19)

Weighted-Average Shares Outstanding:
Basic	256		255		252
Diluted	283		255		252

(1)Represents gain on sale of controlling interest in cruise terminal facilities in Italy. These amounts are included in Other operating within our consolidated statements of comprehensive income (loss).

(2) Represents tax on the PortMiami sale of noncontrolling interest. These amounts are included in Other (expense) income in our consolidated statements of comprehensive income (loss).

(3) Represents the release of the deferred tax liability subsequent to the execution of the bargain purchase option for the Silver Whisper. These amounts are included in Other(expense) income within our consolidated statements of comprehensive income (loss).

(4) Represents asset impairments and credit loss recoveries for notes receivables for which credit losses were previously recorded. These amounts are included in Other operating within our consolidated statements of comprehensive income (loss). Additionally, for 2023 includes an $11 million impairment related to ceasing the use of certain real estate assets in our shoreside operations. This amount is included in Marketing, selling and administrative expenses within our consolidated statements of comprehensive income (loss). For 2022 and 2021, amounts represents asset impairment and credit losses as a result of the impact of COVID-19, net of the recovery of credit losses previously recognized

(5) Represents the amortization of the Silversea Cruises intangible assets resulting from the 2018 Silversea Cruises acquisition.

Year Ended December 31,
2017 2016 2015
Net income $ 1,625,133
$ 1,283,388
$ 665,783
Adjusted Net Income 1,625,133
1,314,689
1,065,066
Net Adjustments to Net Income - Increase $ —
$ 31,301
$ 399,283
Adjustments to Net Income:
Impairment of Pullmantur related assets⁽¹⁾
$ —
$ —
$ 399,283
Net loss related to the elimination of the Pullmantur reporting lag —
21,656
—
Net gain related to the sale of the Pullmantur and CDF Croisières de France brands —
(3,834 ) —
Restructuring charges —
8,452
—
Other initiative costs —
5,027
—
Net Adjustments to Net Income - Increase $ —
$ 31,301
$ 399,283

Basic:
   Earnings per Share $ 7.57
$ 5.96
$ 3.03
   Adjusted Earnings per Share $ 7.57
$ 6.10
$ 4.85

Diluted:
   Earnings per Share $ 7.53
$ 5.93
$ 3.02
   Adjusted Earnings per Share $ 7.53
$ 6.08
$ 4.83

Weighted-Average Shares Outstanding:
Basic 214,617
215,393
219,537
Diluted 215,694
216,316
220,689

(6) For 2023, represents equity method impairments of $13 million and recognition of deferred currency translation adjustment losses of $4 million. These amounts are included in Equity investment income (loss) and Other (expense) income within our consolidated statements of comprehensive income (loss), respectively. Additionally, 2023, includes a $4 million recovery of losses from one of our equity method investees recognized during the second quarter of 2023. For 2021, amount represents equity investment asset impairment, primarily for our investments in TUI Cruises GmbH as a result of the impact of COVID-19. These amount is included in Equity investment income (loss) within our consolidated statements of comprehensive income (loss).

~~(1) Includes a~~(7) Represents the 2022 loss contingency recorded in connection with the ongoing Havana Docks litigation inclusive of post-judgment interest and related legal fees and costs. This amount is included in Other (expense) income within our consolidated statements of comprehensive income (loss).

(8) Represents the amortization of non-cash debt discount on our convertible notes. For further information regarding the adoption of ASU 2020-06 as of January 1, 2022, which impacts the accounting of the non-cash debt discount on convertible notes, refer to Note 2. Summary of Significant Accounting Policies to our consolidated financial statements under Item 8. Financial Statements and Supplementary Data.

(9) Represents estimated cash refunds expected to be paid to Pullmantur guests and other expenses incurred as part of the Pullmantur S.A. reorganization.

(10) Amounts include net ~~deferred income tax benefit~~insurance recoveries related to the collapse of ~~$12.0~~the drydock structure at the Grand Bahama Shipyard involving Oasis of the Seas.

(11) Represents the net gain recognized in 2021 in relation to the sale of the Azamara brand.

(12) Represents the net loss related to the elimination of the Silversea Cruises reporting lag.

(13) For 2023, diluted EPS and adjusted EPS includes the add-back of dilutive interest expense related to our convertible notes of $88 million.


	Year Ended December 31,
	2019
Net Income attributable to Royal Caribbean Cruises Ltd.	$	1,879
Oasis of the Seas incident, Grand Bahama's drydock write-off and other incidental expenses (1)	35
Loss on extinguishment of debt	6
Change in the fair value of contingent consideration and amortization of Silversea Cruises intangible assets related to Silversea Cruises acquisition (2)	31
Restructuring charges and other initiatives expense (3)	14
Transaction and integration costs related to the Silversea Cruises acquisition (2)	2
Noncontrolling interest adjustment (4)	36



Adjusted Net Income attributable to Royal Caribbean Cruises Ltd.	$	2,003

Basic:
Earnings per Share	$	8.97
Adjusted Earnings per Share	$	9.56

Diluted:
Earnings per Share	$	8.95
Adjusted Earnings per Share	$	9.54

Weighted-Average Shares Outstanding:
Basic	209
Diluted	210

(1)Amount includes incidental costs, net of insurance recoveries of $14 million related to the ~~Pullmantur impairment.~~collapse of the drydock structure at the Grand Bahama Shipyard involving Oasis of the Seas, which were reported primarily within Other operating expenses in our consolidated statements of comprehensive income (loss) for the year ended December 31, 2019; and $21 million regarding the Grand Bahama incident involving one of its drydocks, included in our equity investment income within our consolidated statements of comprehensive income (loss) for the year ended December 31, 2019.

(2)Represents the change in the fair value of the contingent consideration and the amortization of the Silversea Cruises intangible assets resulting from the 2018 Silversea Cruises acquisition.

(3)Represents restructuring charges incurred in relation to the reorganization of our international sales and marketing structure and other initiatives expenses.

(4)Adjustment made to exclude the impact of the contractual accretion requirements associated with the put option held by Silversea Cruises Group Ltd.'s noncontrolling interest.

The following table presents operating results as a percentage of total revenues for the last three years:


	Year Ended December 31,
	2023		2022		2021
Passenger ticket revenues	68.8	%	65.5	%	61.4	%
Onboard and other revenues	31.2	%	34.5	%	38.6	%
Total revenues	100.0	%	100.0	%	100.0	%
Cruise operating expenses:
Commissions, transportation and other	14.4	%	15.4	%	13.6	%
Onboard and other	5.8	%	6.8	%	7.6	%
Payroll and related	8.6	%	14.6	%	54.7	%
Food	5.9	%	7.4	%	10.7	%
Fuel	8.3	%	12.1	%	25.1	%
Other operating	12.9	%	18.6	%	67.0	%
Total cruise operating expenses	55.9	%	74.8	%	178.8	%
Marketing, selling and administrative expenses	12.9	%	17.9	%	89.4	%
Depreciation and amortization expenses	10.5	%	15.9	%	84.4	%
Operating Income (Loss)	20.7	%	(8.7)	%	(252.6)	%
Other income (expense):
Interest income	0.3	%	0.4	%	1.1	%
Interest expense, net of interest capitalized	(10.1)	%	(15.4)	%	(84.3)	%
Equity investment income (loss)	1.4	%	0.6	%	(8.8)	%
Other (expense) income	(0.1)	%	(1.3)	%	1.3	%
	(8.4)	%	(15.7)	%	(90.7)	%
Net Income (Loss)	12.3	%	(24.4)	%	(343.3)	%
Less: Net Income attributable to noncontrolling interest	0.1	%	—	%	—	%
Net Income (Loss) attributable to Royal Caribbean Cruises Ltd.	12.2	%	(24.4)	%	(343.3)	%

Year Ended December 31,
2017 2016 2015
Passenger ticket revenues 71.9 % 72.4 % 73.0 %
Onboard and other revenues 28.1 % 27.6 % 27.0 %
Total revenues 100.0 % 100.0 % 100.0 %
Cruise operating expenses:
Commissions, transportation and other 15.5 % 15.9 % 16.9 %
Onboard and other 5.6 % 5.8 % 6.7 %
Payroll and related 9.7 % 10.4 % 10.4 %
Food 5.6 % 5.7 % 5.8 %
Fuel 7.8 % 8.4 % 9.6 %
Other operating 11.5 % 12.8 % 12.1 %
Total cruise operating expenses 55.8 % 59.0 % 61.4 %
Marketing, selling and administrative expenses 13.5 % 13.0 % 13.1 %
Depreciation and amortization expenses 10.8 % 10.5 % 10.0 %
Impairment of Pullmantur related assets — % — % 5.0 %
Operating income 19.9 % 17.4 % 10.5 %
Other expense (1.4 )% (2.3 )% (2.5 )%
Net income 18.5 % 15.1 % 8.0 %

Selected statistical information is shown in the following table:


	Year Ended December 31,
	2017		2016 ⁽¹⁾		2015
	Year Ended December 31,													Year Ended December 31,
	2023									2023			2022				2021(1)(2)
Passengers Carried	5,768,496		5,754,747		5,401,899
Passenger Cruise Days	40,033,527		40,250,557		38,523,060
APCD	36,930,939		37,844,644		36,646,639
Occupancy	108.4	%	106.4	%	105.1	%	Occupancy	105.6	%		85.1	%			49.3	%

~~(1)~~

~~Does not include November and December 2015 amounts for Pullmantur as the net Pullmantur result for those months was included within~~ ~~Other expense~~ in our consolidated statements of comprehensive income (loss) for the year ended December 31, 2016, as a result of the elimination of the Pullmantur reporting lag, and did not affect Gross Yields, Net Yields, Gross Cruise Costs, Net Cruise Costs and Net Cruise Costs Excluding Fuel. Additionally, effective August 2016, we no longer include Pullmantur Holdings in these amounts.

(1)Due to the elimination of the Silversea Cruises three-month reporting lag in October of 2021, we include Silversea Cruises' metrics from October 1, 2020 through June 30, 2021 and October 1 through December 31, 2021 in the year ended December 31, 2021. The year ended December 31, 2021 does not include July, August, and September 2021 statistics as Silversea Cruises' results of operations for those months are included within Other (expense) income in our consolidated statements of comprehensive loss for the year ended December 31, 2021. Refer to Note 1. General to our consolidated financial statements under Item 8. Financial Statements and Supplementary Data for more information on the three-month reporting lag.

(2) For the year ended December, 31, 2021, we include Azamara Cruises' metrics through March 19, 2021, the effective sale date of the brand. Refer to Note 1. General to our consolidated financial statements under Item 8. Financial Statements and Supplementary Data for more information on the sale of the Azamara Cruises brand.

EBITDA and Adjusted EBITDA were calculated as follows (in millions):


	Year Ended December 31,
	2023		2022		2021

Net Income (Loss) attributable to Royal Caribbean Cruises Ltd.	$	1,697	$	(2,156)	$	(5,260)
Interest income	(36)		(36)		(17)
Interest expense, net of interest capitalized	1,402		1,364		1,292
Depreciation and amortization expenses	1,455		1,407		1,293
Income tax expense (benefit) (1)	6		4		(47)
EBITDA	4,524		583		(2,739)

Other expense (2)	2		115		27
Gain on sale of controlling interest (3)	(3)		—		—
Impairment and credit losses (4)	8		1		82
Restructuring charges and other initiatives expense	5		12		2
Equity investment impairment and recovery of losses (5)	8		—		31
Pullmantur reorganization settlement (6)	—		—		5
Oasis of the Seas incident (7)	—		—		(7)
Net gain related to the sale of Azamara brand	—		—		(3)
Adjusted EBITDA	$	4,544	$	711	$	(2,602)

(1) These amounts are included in Other (expense) income within our consolidated statements of comprehensive income (loss).

(2) Represents net non-operating expense. For 2022, primarily represents our loss contingency recorded in connection with the ongoing Havana Docks litigation inclusive of related legal fees and costs. For 2021 primarily relates to changes in the fair value of fuel swaps for which cash flow hedge accounting was discontinued. The amount excludes income tax expense (benefit), included in the EBITDA calculation above.

(3) Represents gain on sale of controlling interest in cruise terminal facilities in Italy. These amounts are included in Other operating within our consolidated statements of comprehensive income (loss).

(5) For 2023, represents equity method impairments of $13 million recognized during the third quarter of 2023, and a $4 million recovery of losses from one of our equity method investees recognized during the second quarter of 2023. For 2021, amount represents equity investment asset impairment, primarily for our investments in TUI Cruises GmbH, as a result of the impact of COVID-19. These amounts are included in Equity investment income (loss) within our consolidated statements of comprehensive income (loss).

(6) Represents estimated cash refunds expected to be paid to Pullmantur guests and other expenses incurred as part of the Pullmantur S.A. reorganization..

(7) Represents net insurance recoveries related to the collapse of the drydock structure at the Grand Bahama Shipyard involving Oasis of the Seas.

Gross Margin Yields and Net Yields were calculated by dividing Gross Margin and Adjusted Gross Margin by APCD as follows (in ~~thousands,~~millions, except APCD and Yields):


	Year Ended December 31,
	2023		2022		2021
Total revenues	$	13,900	$	8,840	$	1,532
Less:
Cruise operating expenses	7,775		6,616		2,739
Depreciation and amortization expenses	1,455		1,407		1,293
Gross Margin	4,670		817		(2,500)
Add:
Payroll and related	1,197		1,288		838
Food	819		653		164
Fuel	1,150		1,073		385
Other operating	1,799		1,648		1,027
Depreciation and amortization expenses	1,455		1,407		1,293
Adjusted Gross Margin	$	11,090	$	6,886	$	1,207

APCD	46,916,259		41,197,650		11,767,441
Gross Margin Yields	$	99.54	$	19.83	$	(212.45)
Net Yields	$	236.38	$	167.15	$	102.57


	Year Ended December 31,
	2023		2023 On a Constant Currency Basis		2019
Total revenues	$	13,900	$	—	$	10,951
Less:
Cruise operating expenses	7,775		—		6,063
Depreciation and amortization expenses	1,455		—		1,246
Gross Margin	4,670		4,699		3,642
Add:
Payroll and related	1,197		—		1,079
Food	819		—		584
Fuel	1,150		—		698
Other operating	1,799		—		1,406
Depreciation and amortization expenses	1,455		—		1,246
Adjusted Gross Margin	$	11,090	$	11,123	$	8,655

APCD	46,916,259		46,916,259		41,432,451
Gross Margin Yields	$	99.54	$	100.16	$	87.90
Net Yields	$	236.38	$	237.08	$	208.89

Year Ended December 31,
2017 2017
On a
Constant
Currency
basis 2016 2015
Passenger ticket revenues $ 6,313,170
$ 6,302,600
$ 6,149,323
$ 6,058,821
Onboard and other revenues 2,464,675
2,462,531
2,347,078
2,240,253
Total revenues 8,777,845
8,765,131
8,496,401
8,299,074
Less:
Commissions, transportation and other 1,363,170
1,361,001
1,349,677
1,400,778
Onboard and other 495,552
493,790
493,558
553,104
Net revenues including other initiative costs 6,919,123
6,910,340
6,653,166
6,345,192
Less:
Other initiative costs included within Net Revenues —
—
(2,230 ) —
Net Revenues $ 6,919,123
$ 6,910,340
$ 6,655,396
$ 6,345,192

APCD 36,930,939
36,930,939
37,844,644
36,646,639
Gross Yields $ 237.68
$ 237.34
$ 224.51
$ 226.46
Net Yields $ 187.35
$ 187.12
$ 175.86
$ 173.15

Gross Cruise Costs, Net Cruise Costs and Net Cruise Costs ~~Excluding~~excluding Fuel were calculated as follows (in ~~thousands,~~millions, except APCD and costs per APCD):

Year Ended December 31,
2017 2017 On a
Constant
Currency
basis 2016 2015
Total cruise operating expenses $ 4,896,579
$ 4,891,324
$ 5,015,539
$ 5,099,393
Marketing, selling and administrative expenses ⁽¹⁾
1,186,016
1,189,694
1,100,290
1,086,504
Gross Cruise Costs 6,082,595
6,081,018
6,115,829
6,185,897
Less:
Commissions, transportation and other 1,363,170
1,361,001
1,349,677
1,400,778
Onboard and other 495,552
493,790
493,558
553,104
Net Cruise Costs including other initiative costs 4,223,873
4,226,227
4,272,594
4,232,015
Less:
Net gain related to the sale of Pullmantur and CDF Croisières de France brands included within other operating expenses —
—
(3,834 ) —
Other initiative costs included within cruise operating expenses and marketing, selling and administrative expenses —
—
2,433
—
Net Cruise Costs 4,223,873
4,226,227
4,273,995
4,232,015
Less:
Fuel ⁽²⁾
681,118
681,114
713,252
795,801
Net Cruise Costs Excluding Fuel $ 3,542,755
$ 3,545,113
$ 3,560,743
$ 3,436,214

APCD 36,930,939
36,930,939
37,844,644
36,646,639
Gross Cruise Costs per APCD $ 164.70
$ 164.66
$ 161.60
$ 168.80
Net Cruise Costs per APCD $ 114.37
$ 114.44
$ 112.94
$ 115.48
Net Cruise Cost Excluding Fuel per APCD $ 95.93
$ 95.99
$ 94.09
$ 93.77


~~(1)~~	~~For the year ended December 31, 2016, amount does not include restructuring charges of $8.5 million.~~


~~(2)~~	~~For the year ended December 31, 2016, amount does not include fuel expense of $0.4 million included within other initiative costs associated with the redeployment of Pullmantur’s~~ ~~Empress~~ ~~to the Royal Caribbean International brand.~~

~~Outlook~~


	Year Ended December 31,
	2023		2022		2021
Total cruise operating expenses	$	7,775	$	6,616	$	2,739
Marketing, selling and administrative expenses	1,792		1,583		1,370
Gross Cruise Costs	9,567		8,199		4,109
Less:
Commissions, transportation and other	2,001		1,357		208
Onboard and other	809		597		117
Net Cruise Costs including other costs	6,757		6,245		3,784
Less:
Gain on sale of controlling interests (1)	(3)		—		—
Impairment and credit losses (2)	8		1		82
Restructuring charges and other initiatives expense (3)	5		12		2
Net Cruise Costs	6,747		6,232		3,700
Less:
Fuel	1,150		1,073		385
Net Cruise Costs excluding Fuel	$	5,597	$	5,159	$	3,315

APCD	46,916,259		41,197,650		11,767,441
Gross Cruise Costs per APCD	$	203.92	$	199.02	$	349.18
Net Cruise Costs per APCD	$	143.81	$	151.27	$	314.43
Net Cruise Costs excluding Fuel per APCD	$	119.30	$	125.23	$	281.71

~~The company does not make predictions about fuel pricing,~~(1) Represents gain on sale of controlling interest ~~rates or currency exchange rates but does provide guidance about its future business activities. On January 24, 2018, we announced~~in cruise terminal facilities in Italy. These amounts are included in Other operating within our consolidated statements of comprehensive income (loss).

(2) Represents asset impairments and credit loss recoveries for notes receivables for which credit losses were previously recorded. These amounts are included in Other operating within our consolidated statements of comprehensive income (loss). Additionally, for 2023 includes an $11 million impairment related to ceasing the ~~following initial full year~~use of certain real estate assets in our shoreside operations. This amount is included in Marketing, selling and ~~first quarter 2018 guidance based on~~administrative expenses within our consolidated statements of comprehensive income (loss). For 2022 and 2021, amounts represents asset impairment and credit losses as a result of the ~~then current fuel pricing, interest rates~~impact of COVID-19, net of the recovery of credit losses previously recognized.

(3) These amounts are included in Marketing, selling and ~~currency exchange rates:~~

~~Full Year 2018~~administrative expenses within our consolidated statements of comprehensive income (loss).



	~~As Reported~~	~~Constant Currency~~
~~Net Yields~~	~~2.75% to 4.75%~~	~~1.5% to 3.5%~~
~~Net Cruise Costs per APCD~~	~~1.0% to 1.5%~~	~~0.5% to 1.0%~~
~~Net Cruise Costs per APCD, excluding Fuel~~	~~2.0% to 2.5%~~	~~1.5% to 2.0%~~
~~Capacity Increase~~	~~3.9%~~
~~Depreciation and Amortization~~	~~$1,053 to $1,063 million~~
~~Interest Expense, net~~	~~$280 to $290 million~~
~~Fuel Consumption (metric tons)~~	~~1,350,100~~
~~Fuel Expenses~~	~~$675 million~~
~~Percent Hedged (fwd consumption)~~	~~50%~~
~~Impact of 10% change in fuel prices~~	~~$38 million~~
~~1% Change in Currency~~	~~$18 million~~
~~1% Change in Net Yield~~	~~$75 million~~
~~1% Change in NCC x Fuel~~	~~$38 million~~
~~100 basis pt. Change in LIBOR~~	~~$30 million~~
~~Adjusted Earnings per Share — Diluted~~	~~$8.55 to $8.75~~

~~First Quarter 2018~~

Gross Cruise Costs, Net Cruise Costs and Net Cruise Costs excluding Fuel were calculated as follows (in millions, except APCD and costs per APCD):


	Year Ended December 31,
	2023		2023 On a Constant Currency Basis		2019
Total cruise operating expenses	$	7,775	$	—	$	6,063
Marketing, selling and administrative expenses	1,792		—		1,559
Gross Cruise Costs	9,567		9,602		7,622
Less:
Commissions, transportation and other	2,001		—		1,656
Onboard and other	809		—		640
Net Cruise Costs including other costs	6,757				5,326
Less:
Gain on sale of controlling interests (1)	(3)		—		—
Impairment and credit losses (2)	8		—		—
Restructuring charges and other initiatives expense (3)	5		—		14
Integration costs related to Silversea Cruises acquisition (3)	—		—		1
Transaction costs related to Silversea Cruises acquisition (3)	—		—		1
Incidental costs related to the Oasis of the Seas incident included within other operating expenses	—		—		15
Net Cruise Costs	6,747		6,769		5,295
Less:
Fuel	1,150		—		698
Net Cruise Costs excluding Fuel	$	5,597	$	5,619	$	4,597

APCD	46,916,259		46,916,259		41,432,451
Gross Cruise Costs per APCD	$	203.92	$	204.66	$	183.96
Net Cruise Costs per APCD	$	143.81	$	144.28	$	127.80
Net Cruise Costs excluding Fuel per APCD	$	119.30	$	119.77	$	110.95

(1) Represents gain on sale of controlling interest in cruise terminal facilities in Italy. These amounts are included in Other operating within our consolidated statements of comprehensive income (loss).

(3) These amounts are included in Marketing, selling and administrative expenses within our consolidated statements of comprehensive income (loss).



	~~As Reported~~	~~Constant Currency~~
~~Net Yields~~	~~Approx. 5.5%~~	~~3.0% to 3.5%~~
~~Net Cruise Costs per APCD~~	~~Approx. 8.5%~~	~~Approx. 7.5%~~
~~Net Cruise Costs per APCD, excluding Fuel~~	~~Approx. 11.0%~~	~~Approx. 10.0%~~
~~Capacity Decrease~~	~~(3.9%)~~
~~Depreciation and Amortization~~	~~$245 to $250 million~~
~~Interest Expense, net~~	~~$59 to $63 million~~
~~Fuel Consumption (metric tons)~~	~~324,400~~
~~Fuel Expenses~~	~~$162 million~~
~~Percent Hedged (fwd consumption)~~	~~50%~~
~~Impact of 10% change in fuel prices~~	~~$9 million~~
~~1% Change in Currency~~	~~$4 million~~
~~1% Change in Net Yield~~	~~$16 million~~
~~1% Change in NCC x Fuel~~	~~$10 million~~
~~100 basis pt. Change in LIBOR~~	~~$5 million~~
~~Adjusted Earnings per Share — Diluted~~	~~Approx. $0.95~~

~~Since our earnings release on January 24, 2018, bookings have remained consistent with our previous expectations. Accordingly, our forecast has remained essentially unchanged.~~

Volatility in foreign currency exchange rates affects the United States dollar value of our earnings. Based on our highest net exposure for each quarter and the full year 2018, the top five foreign currencies are ranked below. For example, the Australian Dollar is the most impactful currency in the first and fourth quarters of 2018. Rankings are based on estimated net exposures.



~~Ranking~~	Q1	Q2	Q3	Q4	~~FY 2018~~
1	~~AUD~~	~~GBP~~	~~GBP~~	~~AUD~~	~~GBP~~
2	~~CAD~~	~~AUD~~	~~CNH~~	~~GBP~~	~~AUD~~
3	~~GBP~~	~~CAD~~	~~EUR~~	~~CAD~~	~~CAD~~
4	~~EUR~~	~~CNH~~	~~CAD~~	~~EUR~~	~~EUR~~
5	~~CNH~~	~~EUR~~	~~AUD~~	~~CNH~~	~~CNH~~

~~The currency abbreviations above are defined as follows:~~



~~Currency Abbreviation~~		~~Currency~~
~~AUD~~		~~Australian Dollar~~
~~CAD~~		~~Canadian Dollar~~
~~CNH~~		~~Chinese Yuan~~
~~EUR~~		~~Euro~~
~~GBP~~		~~British Pound~~

Year Ended December 31, ~~2017~~2023 Compared to Year Ended December 31, ~~2016~~

2022

In this section, references to ~~2017~~2023 refer to the year ended December 31, ~~2017~~2023 and references to ~~2016~~2022 refer to the year ended December 31, ~~2016.~~

2022.

Revenues

Total revenues ~~for 2017~~ increased ~~$281.4 million,~~$5.1 billion, or ~~3.3%~~57.2%, to $13.9 billion in 2023 from $8.8 billion ~~from $8.5 billion~~ in ~~2016.~~2022.

Passenger ticket revenues comprised ~~71.9%~~68.8% of our ~~2017~~2023 total revenues. Passenger ticket revenues increasedby $3.8 billion, or 65.2% to $9.6 billion in 2023 from $5.8 billion in 2022. The increase was primarily driven by a 20.5% higher occupancy, 13.9% increase in capacity, and higher ticket prices in 2023, compared to the same period in 2022.

The remaining 31.2% of total revenues was comprised of Onboard and other revenues, which increased ~~by $163.8 million,~~$1.3 billion, or ~~2.7%~~42.2% to $4.3 billion in 2023 from ~~2016, despite the impact of canceled sailings resulting from hurricane-related disruptions during the third quarter of 2017.~~$3.0 billion in 2022. The increase was primarily due ~~to:~~

~~an increase of $301.8 million~~the increased occupancy and capacity noted above in ~~ticket prices primarily driven by the improvement in our ticket price on a per passenger basis due~~2023 compared to the ~~exit of the Pullmantur ships and the addition of~~ ~~Harmony of the Seas~~ ~~and~~ ~~Ovation of the Seas,~~ ~~as well as higher pricing on North America and Europe sailings.~~ same period in 2022.

The increase in ~~ticket~~revenues reflect our full operations in 2023 at higher occupancy, capacity, and prices, ~~on these itineraries was partially offset by lower pricing on Asia/Pacific sailings; and~~

~~the favorable effect of changes in foreign currency exchange rates related~~compared to ~~our revenue transactions denominated in currencies other than the United States dollar of approximately $10.6 million.~~

~~The increase in passenger ticket revenues was partially offset by~~ a ~~2.4% decrease in capacity, which decreased~~ ~~passenger ticket revenues~~ by~~$148.5 million primarily due~~partial return to ~~the sale of our majority interest in Pullmantur Holdings~~operations during the ~~third quarter~~first half of ~~2016, the sale of~~ ~~Splendour of the Seas~~2022, full operations in the second ~~quarter~~half of ~~2016~~2022 at lower occupancy and ~~the sale of~~ ~~Legend of the Seas~~capacity rates. Occupancy in ~~first quarter of 2017, which~~2023 was ~~partially offset by an increase~~105.6% compared to 85.1% in ~~capacity due to the addition of~~ ~~Ovation of the Seas~~ ~~and~~ ~~Harmony of the Seas~~ ~~into our fleet during the second quarter of 2016.~~2022.

~~The remaining 28.1% of 2017 total revenues was comprised of~~ Onboard and other revenues~~, which increased $117.6 million, or 5.0%. The increase in~~ ~~Onboard and other revenues~~ ~~was primarily due to:~~

a $125.3 million increase in onboard revenue attributable to higher spending on a per passenger basis primarily due to our revenue enhancing initiatives, including beverage package, shore excursion and specialty restaurant sales and promotions and increased revenue associated with internet and other telecommunication service.

~~a $45.7 million increase in other revenue primarily due to charter revenue and management fees earned from Pullmantur Holdings.~~

The increase was partially offset by a $55.6 million decrease attributable to the 2.4% decrease in capacity noted above, including the impact of canceled sailings resulting from hurricane-related disruptions during the third quarter of 2017.

~~Onboard and other revenues~~ included concession revenues of ~~$326.5~~$472 million in ~~2017~~2023 and ~~$316.9~~$332 million in ~~2016.~~

2022.

Cruise Operating Expenses

Total ~~cruise~~Cruise operating expenses ~~for 2017 decreased $119.0 million,~~ increased by $1.2 billion, or ~~2.4%~~17.5%, to ~~$4.9~~$7.8 billion in ~~2017~~2023 from ~~$5.0~~$6.6 billion in ~~2016.~~2022. The ~~decrease~~increase was primarily due to:

•a ~~$120.5 million decrease attributable to the 2.4% decrease in capacity noted above;~~

~~a $30.9 million gain resulting from the sale of~~ ~~Legend of the Seas~~ ~~in 2017 compared to an immaterial gain from the sale of~~ ~~Splendour of the Seas~~ ~~in 2016;~~

~~a $17.2 million decrease in air expense due to itinerary changes and lower ticket costs;~~

~~a $16.8 million decrease in vessel maintenance primarily due to the timing of scheduled drydocks; and~~

a $15.5 million decrease in fuel expense, excluding the impact of the decrease in capacity. Our cost of fuel (net of the financial impact of fuel swap agreements) for 2017 decreased 4.6% per metric ton compared to 2016.

~~The decrease was partially offset by:~~

~~a $33.8~~$644 million increase in ~~commissions expense mainly due to the increase in ticket prices discussed above~~Commissions, transportation and ~~changes in commission incentives;~~other expenses; and

•a ~~$19.3~~$212 million increase in ~~head taxes primarily due to itinerary changes;~~Onboard and other expenses;

~~an $18.9~~•a $166 million increase in ~~food~~Food Costs;

•a $151 million increase in Other operating expenses; and

•a $77 million increase in Fuel expense.

The increase in operating expenses ~~mainly~~noted above reflects full operations in 2023, including additional capacity and higher occupancy compared to the same period in 2022, offset by a decrease of $91 million in Payroll and related due to additional costs incurred during our ~~new culinary initiatives.~~

return to service in 2022, which did not recur in 2023.

Marketing, Selling and Administrative Expenses

Marketing, selling and administrative expenses ~~for 2017~~ increased ~~$77.3~~$209 million, or ~~7.0%,~~13.2% to ~~$1.2 billion from $1.1~~$1.8 billion in ~~2016. The increase was primarily due to~~2023 from $1.6 billion in 2022, driven by an increase in payroll and benefits ~~mostly~~expense primarily driven by an increase in headcount and higher stock ~~prices~~price year over year related to our performance share ~~awards, partially offset by a decrease in expenses due to the sale of our majority interest in Pullmantur Holdings.~~

~~Depreciation and Amortization Expenses~~

~~Depreciation and amortization expenses~~ ~~for 2017 increased $56.3 million, or 6.3%, to $951.2 million from $894.9 million in 2016.~~ T~~he increase was primarily due to the addition of~~ ~~Ovation of the Seas~~ ~~and~~ ~~Harmony of the Seas~~ in the second quarter of 2016, new shipboard additions associated with our ship upgrade projects and to a lesser extent, additions related to our shoreside projects. The increase was partially offset by the decrease in depreciation associated with the sale of ~~Legend of the Seas~~ ~~in the first quarter of 2017 and to a lesser extent, the sale of~~ ~~Splendour of the Seas~~ ~~in the second quarter of 2016.~~

awards.

Other Income (Expense)

~~Interest expense, net of interest capitalized, decreased $7.4~~Equity investment income (loss) increased$143 million, or ~~2.4%~~250.9%, to ~~$300.0~~$200 million in ~~2017~~2023 from ~~$307.4~~$57 million in ~~2016.~~2022. The ~~decrease~~increase in income was ~~due to a lower average debt level in 2017 compared to 2016, partially offset by higher interest rates in 2017 compared to 2016.~~

~~Equity investment income~~ ~~increased $27.9 million, or 21.7%, to $156.2 million in 2017 from $128.4 million in 2016~~ primarily due to an increase inof income from TUI Cruises, one of our equity ~~method investments.~~investments, in 2023 compared to 2022.

Other expense ~~decreased $30.4 million, or 85.2%, to~~ was$~~5.3~~8 million in ~~2017 from $35.7~~2023 compared to other expense of $119 million in ~~2016.~~2022. The ~~decrease was primarily due to a net~~$111 million improvement is mainly driven by the loss contingency of ~~$21.7~~$130 million ~~related to~~recorded in 2022 in connection with the ~~elimination of the Pullmantur reporting lag in 2016~~ongoing Havana Docks litigation, which did not recur in ~~2017.~~

~~Gross and Net Yields~~

~~Gross and Net Yields increased 5.9%~~ ~~and~~ ~~6.5% in 2017, respectively, compared to 2016 primarily due to the increase in passenger ticket and onboard and other revenues discussed above.~~

~~Gross and Net Cruise Costs~~

Gross Cruise Costs remained consistent in 2017 compared to 2016. Net Cruise Costs decreased 1.2% in 2017 compared to 2016 primarily due to the decrease in capacity and cruise operating expenses discussed above. Gross Cruise Costs per APCD and Net Cruise Costs per APCD increased 1.9% and 1.3% in 2017, respectively, compared to 2016. The increase was mainly due to the hurricane-related disruptions during the third quarter of 2017 which reduced our capacity; however, certain operating expenses were still incurred, negatively impacting our metrics per APCD. Net Cruise Costs Excluding Fuel per APCD increased 2.0% in 2017 compared to 2016.

2023.

Other Comprehensive Income (Loss)

Other comprehensive ~~income~~loss in ~~2017~~2023 was ~~$582.2~~$30 million compared to ~~$411.9~~Other comprehensive income of $67 million in ~~2016.~~2022. The ~~increase~~decrease of ~~$170.3~~$97 million ~~or 41.3%~~ was primarily due a Loss on cash flow derivative hedges in 2023 of 27 million compared to ~~the~~ a Gain on cash flow derivative hedges ~~in 2017~~ of ~~$570.5 million compared to $411.2~~$8 million in 2016. The increase of $159.3 million in 2017 was primarily due to an increase in foreign currency forward contract values in 2017 compared to a decrease in 2016, which was partially offset by lower amounts of fuel swap losses reclasssified to income in 20172022, and ~~a smaller increase in fuel swap instrument values in 2017 compared to 2016.~~

~~Year Ended December 31, 2016 Compared to Year Ended December 31, 2015~~

~~In this section, references to 2016 refer to the year ended December 31, 2016 and references to 2015 refer to the year ended December 31, 2015.~~

~~Revenues~~

~~Total revenues for 2016 increased $197.3 million, or 2.4%, to $8.5 billion from $8.3 billion in 2015.~~

~~Passenger ticket revenues~~ ~~comprised 72.4% of our 2016 total revenues. Passenger ticket revenues increased by $90.5 million, or 1.5%. The increase was primarily due to:~~

~~a 3.3% increase in capacity, which increased~~ ~~passenger ticket revenues by~~ ~~$198.1 million, net of the capacity decrease resulting from the sale of our majority interest in Pullmantur Holdings; and~~

~~an increase of $63.9 million in ticket prices primarily driven by our newest shipsas well as higher pricing on Alaska and Caribbean sailings. The increase in ticket prices was partially offset by lower pricing on Mediterranean and Asia sailings.~~

The increase in passenger ticket revenues was partially offset by the unfavorable effect of changes in foreign currency exchange rates related to our revenue transactions denominated in currencies other than the United States dollar of approximately $171.5 million.

~~The remaining 27.6% of 2016 total revenues was comprised of~~ ~~Onboard and other revenues, which increased $106.8 million, or 4.8%. The increase in~~ ~~Onboard and other revenues~~ ~~was primarily due to:~~

~~a $70.5 million increase attributable to the 3.3% increase in capacity noted above; and~~

an $89.9 million increase in onboard revenue attributable to higher spending on a per passenger basis primarily due to our ship upgrade programs and other revenue enhancing initiatives, including various beverage and gaming initiatives, the promotion of specialty restaurants and the increased revenue associated with internet and other telecommunication services partially offset by a decrease in port activities revenue mainly due to itinerary changes.

~~The increase was partially offset by:~~

an approximate $16.4 million unfavorable effect of changes in foreign currency exchange rates related to our onboard and other revenue transactions denominated in currencies other than the United States dollar; and

a $37.2 million decrease in other revenues primarily related to our travel agency business that was sold in 2015 partially offset by an increase in revenue received for our bareboat charter and ship management services associated with our unconsolidated affiliates. The decrease in revenues from our travel agency business sold is mostly offset by the related decrease in travel agency expenses discussed below.

~~Onboard and other revenues~~ ~~included concession revenues of $316.9 million in 2016 and $327.1 million in 2015.~~

~~Cruise Operating Expenses~~

~~Total cruise operating expenses for 2016 decreased $83.9 million, or 1.6%, to $5.0 billion in 2016 from $5.1 billion in 2015. The decrease was primarily due to:~~

a $114.4 million decrease in fuel expense, excluding the impact of the increase in capacity. Our cost of fuel (net of the financial impact of fuel swap agreements) for 2016 decreased 10.3% per metric ton compared to 2015;

~~an approximate $40.9 million favorable effect of changes in foreign currency exchange rates related to our cruise operating expenses denominated in currencies other than the United States dollar;~~

~~a $41.2 million decrease in other expenses primarily related to our travel agency business that was sold in 2015, which mostly offsets the related decrease in travel agency revenues discussed above;~~

~~a $25.0 million decrease in air expense primarily due to the decrease in air transportation sales and lower costs; and~~

~~a $20.2 million decrease in shore excursion expense attributable to lower contractual costs incurred and the decrease in port activities revenue discussed above.~~

~~The decrease was partially offset by a $164.7 million increase attributable to the 3.3% increase in capacity noted above.~~

~~Marketing, Selling and Administrative Expenses~~

~~Marketing, selling and administrative expenses~~ ~~for 2016 remained consistent compared to 2015.~~

~~Depreciation and Amortization Expenses~~

~~Depreciation and amortization expenses~~ ~~for 2016 increased $67.9 million, or 8.2%, to $894.9 million from $827.0 million in 2015. The increase was primarily due to the addition of~~ ~~Harmony of the Seas~~ ~~and~~ ~~Ovation of the Seas~~ ~~in the second quarter of 2016 into our fleet and the addition of~~ ~~Anthem of the Seas~~ ~~in the second quarter of 2015 and, to a lesser extent, new shipboard additions associated with our ship upgrade projects. The increase was partially offset by the sale of~~ ~~Splendour of the Seas~~ ~~in April 2016.~~

~~Impairment of Pullmantur Related Assets~~

During 2015, we recognized an impairment charge of $411.3 million to write down Pullmantur's goodwill to its implied fair value and to write down trademarks and trade names and certain long-lived assets, consisting of three aircraft that was then owned and operated by Pullmantur Air and two ships owned and operated by Pullmantur, to their fair value.

~~Other Income (Expense)~~

~~Interest expense, net of interest capitalized, decreased $29.6 million, or 10.7%, to $307.4 million in 2016 from $277.7 million in 2015. The increase was due to a higher average debt level attributable to the financing of~~ ~~Ovation of the Seas~~ ~~and~~ ~~Harmony of the Seas, partially offset by lower pricing on debt refinanced in 2015.~~

~~Equity investment income~~ ~~increased $47.3 million, or 58.4%, to $128.4 million in 2016 from $81.0 million in 2015 mainly due to the increase in income from TUI Cruises, one of our equity method investments.~~

~~Other expense~~ in 2016 was $35.7 million compared to $24.4 million in 2015. The increase in expense of $11.2 million was primarily due to a net loss of $21.7 million related to the elimination of the Pullmantur reporting lag in 2016. The increase in other expense was partially offset by a decrease of ~~$9.6~~$43 million in ~~foreign exchange losses from the remeasurement of monetary assets and liabilities denominated~~change in ~~foreign currency.~~

~~Gross and Net Yields~~

~~Gross Yields remained consistent~~defined benefit plans in ~~2016~~2023 compared to 2015. Net Yields increased 1.6% in 2016 compared to 2015 primarily due to the increase in passenger ticket and onboard and other revenues discussed above. Gross Yields and Net Yields increased 1.3% and 3.9%, respectively, in 2016 compared to 2015 on a Constant Currency basis.2022.

~~Gross and Net Cruise Costs~~

Gross Cruise Costs decreased 1.1% in 2016 compared to 2015 primarily due to the decrease in fuel. Net Cruise Costs increased 1.0% in 2016 compared to 2015 primarily due to the increase in capacity, partially offset by the decrease in fuel, which are further discussed above. Gross Cruise Costs per APCD and Net Cruise Costs per APCD decreased 4.3% and 2.2%, respectively, in 2016 compared to 2015 primarily due to the decrease in fuel. Gross Cruise Costs per APCD on a Constant Currency basis decreased 3.4% in 2016 compared to 2015. Net Cruise Costs per APCD on a Constant Currency basis decreased 1.7% in 2016 compared to 2015. Net Cruise Costs Excluding Fuel per APCD remained consistent in 2016 compared to 2015 and increased 0.9% in 2016 compared to 2015 on a Constant Currency basis.

~~Other Comprehensive Income (Loss)~~

~~Other comprehensive income~~ ~~in 2016 was $411.9 millioncompared to a loss of$431.4 million in 2015. The change of $843.4 million was primarily due to the~~ ~~Gain on cash flow derivative hedges~~ ~~in 2016 of $411.2 million compared to the~~ ~~Loss on cash flow derivative hedges~~ of $406.0 million in 2015. The gain in 2016 resulted mostly from the reclassification of losses to earnings during 2016 from fuel cash flow hedges. In addition, there was an increase in the fair value of our fuel swaps in 2016 as a result of higher forward fuel prices. The loss in 2015 was primarily due to the decrease in the fair value of our fuel swaps and of our foreign currency forward contracts as a

~~result of decreases in fuel prices and forward currency rates, somewhat offset by the reclassification of losses to earnings during 2015 from fuel cash flow hedges.~~

Future Application of Accounting Standards

Refer to ~~Note 2.~~ Note. 2 Summary of Significant Accounting Policies to our consolidated financial statements under Item 8. Financial Statements and Supplementary Data for further information on Recent Accounting Pronouncements.

Liquidity and Capital Resources

Sources and Uses of Cash

~~Cash flow generated from operations provides us with a significant source of liquidity.~~ Net cash provided by operating activities increased ~~$357.9 million~~by $4.0 billion to ~~$2.9~~cash provided of $4.5 billion ~~in 2017~~for the year ended December 31, 2023, compared to ~~$2.5 billion in 2016. The increase in~~ cash provided ~~by operating activities~~of $0.5 billion for the same period in 2022. The increase was primarily attributable to ~~an increase~~higher occupancy and bookings in ~~proceeds from customer deposits, an increase in cash receipts from onboard spending and a decrease in fuel costs in 2017~~2023 compared to ~~2016. Additionally, dividends received from unconsolidated affiliates increased by $33.7 million.~~the same period in 2022.

~~Net cash provided by operating activities~~ increased $570.3 million to $2.5 billion in 2016 compared to $1.9 billion in 2015. The increase in cash provided by operating activities was primarily attributable to an increase in proceeds from customer deposits, an increase in cash receipts from onboard spending and a decrease in fuel costs in 2016 compared to 2015. Additionally, dividends received from unconsolidated affiliates increased by $42.6 million.

Net cash used in investing activities ~~decreased $2.5~~increased by$0.9 billion to ~~$213.6 million in 2017 compared to $2.7~~cash used of $3.9 billion ~~in 2016. The decrease was primarily attributable to a decrease in capital expenditures of $1.9 billion due to ship deliveries in 2016,~~ ~~Ovation of~~for the ~~Seas~~ ~~and~~ ~~Harmony of the Seas~~, compared to no ship deliveries in 2017. In addition, we received $230.0 million of proceeds from the sale of property and equipment in 2017 which did not occur in 2016. Furthermore, during 2017, we received cash of $63.2 million on settlements on our foreign currency forward contractsyear ended December 31, 2023, compared to cash ~~paid~~used of ~~$213.2 million during 2016.~~

~~Net cash used~~$3.0 billion for the same period in ~~investing activities~~ ~~increased $981.9 million to $2.7 billion in 2016 compared to $1.7 billion in 2015.~~2022. The increase was primarily attributable to ana increase in capital expenditures of ~~$881.0 million in 2016~~$1.2 billion during 2023, compared to the same period in ~~2015 primarily~~2022 due to the ~~deliveries~~increased cost associated with taking delivery of ~~Ovation~~Silver Nova, Celebrity Ascent and Icon of the Seas ~~and~~ ~~Harmony~~ in 2023, compared to the delivery of Wonder of the Seas,Celebrity Beyond, and Silver Endeavour during the same period in ~~2016. Additionally,~~2022. The increase was partially offset by a decrease in cash ~~repayments received~~paid on ~~loans~~settlement of derivative financial instruments of $270 million during 2022 compared to ~~our unconsolidated affiliates decreased $86.0 million~~2023.

Net cash (used in) provided by financing activities was $(2) billion for the year ended December 31, 2023, compared to cash provided of $1.7 billion for the same period in ~~2016~~2022. The change of $3.7 billion was primarily attributable to decrease of debt proceeds of $2.1 billion in 2023 compared to the same period in ~~2015 mainly due to TUI Cruises repaying in 2015 the outstanding balance of the debt facility we originally provided to them in 2011.~~

~~Net cash used in financing activities~~ ~~was $2.7 billion in 2017 compared to~~ ~~Net cash provided in financing activities of~~ ~~$243.8 million in 2016. The change was primarily attributable to a decrease in debt proceeds of $1.5 billion, an increase in debt repayments of $1.5 billion~~2022, and a higher amount of dividends paid during 2017 compared to 2016, partially offset by a decrease of stock repurchases of $75.0 million during 2017 compared to 2016. The decrease in debt proceeds was primarily due to the $841.8 million unsecured term loan borrowed in April 2016 to finance ~~Ovation of the Seas and the €700.7 million and $226.1 million unsecured term loans borrowed in May 2016 to finance~~ ~~Harmony of the Seas~~ ~~that did not recur in 2017~~and lower drawings on our revolving credit facilities during 2017 compared to 2016, partially offset by $800 million in proceeds received from unsecured senior notes issued during 2017 which did not occur in 2016. The increase in repayment of debt was primarily due to higher payments on our revolving credit facilities.

~~Net cash provided by financing activities~~ ~~was $243.8 million in 2016 compared to~~ ~~Net cash used in financing activities~~ ~~of $253.5 million in 2015. The change was primarily attributable to an increase in debt proceeds of $2.9 billion during 2016 compared to 2015, partially offset by~~ an increase in repayment of debt of ~~$2.2~~$1.8 billion ~~an increase~~ in ~~stock repurchases of~~ ~~$100.0 million~~and an increase in dividends paid of $66.3 million during 2016 compared to 2015. The increase in debt proceeds was primarily due to the $841.8 million unsecured term loan borrowed in April 2016 to finance ~~Ovation of the Seas, the €700.7 million and $226.1 million unsecured term loans borrowed in May~~

~~2016 to finance~~ ~~Harmony of the Seas, the $200.0 million unsecured term loan borrowed in April 2016 and higher drawings on our revolving credit facilities during 2016~~2023 compared to the ~~$742.1~~same period in 2022. The change was partially offset by proceeds received of $209 million ~~unsecured term loan borrowed in April 2015 to finance~~ ~~Anthem~~for the sale of ~~the Seas.~~ ~~The increase in repayment~~noncontrolling interest of ~~debt was primarily due to higher payments on our revolving credit facilities.~~PortMiami during 2023.

Future Capital Commitments

Capital Expenditures

Our future capital commitments consist primarily of new ship orders. As of December 31, ~~2017,~~2023, we have ~~two Quantum-class ships, two~~one Oasis-class ~~ships~~ship, and two ships of a new generation, known as our Icon-class, on order for our Royal Caribbean International brand with an aggregate capacity of approximately ~~30,500~~16,900 berths. ~~Additionally,~~As of December 31, 2023, we have ~~four ships of a new generation, known as our~~one Edge-class ~~and a~~ ship ~~designed for the Galapagos Islands~~ on order for our Celebrity Cruises brand, with a capacity of approximately 3,250 berths. Additionally, as of December 31, 2023, we have one Evolution-class ship on order for our Silversea Cruises brand with an aggregate capacity of approximately ~~11,700~~730 berths. ~~For each of these orders, we~~Refer to Item 1. Business-Operations for further information on our ships on order. We have committed ~~unsecured~~ financing arrangements in place covering 80% of the cost of the ship ~~almost~~for the five ships on order for our Global Brands, all of which include sovereign financing guarantees. ~~Furthermore, during 2017,~~During the year ended December 31, 2023 we ~~entered into an agreement to purchase a~~received commitments for the unsecured financing of the fifth Edge-class ship, estimated for ~~our Azamara Club Cruises brand that is scheduled to be delivered~~delivery in ~~March 2018 and expected to enter service during the third quarter of 2018.~~2025.

As of December 31, ~~2017,~~2023, the aggregate cost of our ships on order, ~~not including the TUI Cruises'~~excluding any ships on order by our Partner Brands, was approximately ~~$13.3~~$7.9 billion, of which we had deposited ~~$465.7 million as of such date.~~$698 million. Approximately ~~54.0%~~43.5% of the aggregate cost was exposed to fluctuations in the Euro exchange rate at December 31, ~~2017. (Refer~~2023. Refer to Note ~~14.~~ 16.Fair Value Measurements and Derivative Instruments and Note ~~15.~~ 17.Commitments and Contingencies to our consolidated financial statements under Item 8. Financial Statements and Supplementary ~~Data)~~Data.

As of December 31, ~~2017, anticipated~~2023, we anticipate overall full year capital expenditures, based on our existing ships on order, ~~are~~will be approximately ~~$3.4~~$3.3 billion for ~~2018, $2.1 billion for 2019, $2.5 billion for 2020 and $2.5 billion for 2021.~~2024. This amount does not include any ships on order by our Partner Brands.

~~Contractual Obligations~~

Material Cash Requirements

As of December 31, ~~2017,~~2023, our ~~contractual obligations~~material cash requirements were as follows (in ~~thousands)~~millions):

Payments due by period
Less than 1-3 3-5 More than
Total 1 year years years 5 years
Operating Activities:

Operating lease obligations⁽¹⁾
$ 241,468
$ 29,420
$ 44,191
$ 22,644
$ 145,213
Interest on long-term debt⁽²⁾
1,275,346
250,600
415,000
292,665
317,081
Other⁽³⁾
879,206
214,444
282,570
150,003
232,189
Investing Activities: 0

Ship purchase obligations⁽⁴⁾
10,888,494
2,368,806
3,063,165
4,089,153
1,367,370
Financing Activities: 0

Long-term debt obligations⁽⁵⁾
7,506,312
1,185,038
2,047,882
2,012,922
2,260,470
Capital lease obligations⁽⁶⁾
33,139
3,476
7,210
8,395
14,058
Other⁽⁷⁾
21,552
8,868
11,217
1,467
—
Total $ 20,845,517
$ 4,060,652
$ 5,871,235
$ 6,577,249
$ 4,336,381


	Payments due by period
	2024		2025		2026		2027		2028		Thereafter		Total
Operating Activities:
Interest on debt(1)	$	1,222	$	1,141	$	1,004	$	834	$	512	$	1,104	$	5,817
Other(2)	157		149		173		141		116		925		1,661
Investing Activities:
Ship purchase obligations(3)	1,967		2,211		1,303		—		—		—		5,481
Total	$	3,346	$	3,501	$	2,480	$	975	$	628	$	2,029	$	12,959

(1) ~~We are obligated under noncancelable operating leases primarily for offices, warehouses and motor vehicles. Amounts represent contractual obligations with initial terms in excess of one year.~~

~~(2)~~ Long-term debt obligations mature at various dates through fiscal year ~~2028~~2037 and bear interest at fixed and variable rates. Interest on variable-rate debt is calculated based on forecasted debt balances, including the impact of interest rate swap agreements, using the applicable rate at December 31, ~~2017.~~2023. Debt denominated in other currencies is calculated based on the applicable exchange rate at December 31, ~~2017.~~2023.

~~(3)~~(2) Amounts primarily represent future commitments with remaining terms in excess of one year to pay for our usage of certain port facilities, marine consumables, services and maintenance contracts.

(3) Amounts ~~do not~~are based on contractual installment and delivery dates for our ships on order. Included in these figures are $4.5 billion in final contractual installments, which have committed financing covering 80% of the cost of the ships on order for our Global Brands, all of which include ~~the PortMiami lease further discussed below under~~ ~~Off-Balance Sheet Arrangements~~.

~~(4)~~sovereign financing guarantees. Amounts do not include potential obligations which remain subject to cancellation at our sole ~~discretion.~~discretion or any agreements entered for ships on order that remain contingent upon completion of conditions precedent.

~~(5) Amounts represent debt obligations with initial terms in excess of one year.~~Refer to Note 8. Debt ~~denominated in other currencies is calculated based on the applicable exchange rate at December 31, 2017.~~to our consolidated financial statements under Item 8. Financial Statements and Supplementary Data for maturities related to debt.

~~(6) Amounts represent capital~~Refer to Note 9. Leases to our consolidated financial statements under Item 8. Financial Statements and Supplementary Data for maturities related to lease ~~obligations with initial terms in excess of one year.~~liabilities.

~~(7) Amounts represent fees payable~~Refer to ~~sovereign guarantors in connection with certain of our export credit debt facilities and facility fees on our revolving credit facilities.~~

~~Please refer to~~ Funding Needs and Sources below for discussion on the planned funding of the above material contractual obligations.

As a normal part of our business, depending on market conditions, pricing and our overall growth strategy, we continuously consider opportunities to enter into contracts for the building of additional ships. We may also consider the sale of ships or the purchase of existing ships. We continuously consider potential acquisitions and strategic alliances. If any of these were to occur, they would be financed through the incurrence of additional indebtedness, the issuance of additional shares of equity securities or through cash flows from operations.

Off-Balance Sheet Arrangements.

WeRefer to Note 3. Revenue to our consolidated financial statements under Item 8. Financial Statements and ~~TUI AG have each guaranteed repayment of 50% of a bank loan provided~~Supplementary Data for credit card processor agreements for export credit agency guarantees.

Refer to Note 7. Investments and Other Assets to our consolidated financial statements under Item 8. Financial Statements and Supplementary Data for ownership restrictions related to TUI ~~Cruises which is due 2022. Notwithstanding this, the lenders have agreed~~Cruises.

Refer to release each shareholder’s guarantee if certain conditions are met by April 2018. As of December 31, 2017, €95.1 million, or approximately $114.2 million based on the exchange rate at December 31, 2017, remains outstanding. Based on current factsNote 17. Commitments and ~~circumstances, we do not believe potential obligations~~Contingencies to our consolidated financial statements under ~~this guarantee are probable.~~

~~TUI Cruises has entered into various ship construction~~Item 8. Financial Statements and ~~credit agreements that include certain restrictions on each of our and TUI AG's ability to reduce our current ownership interest in TUI Cruises below 37.55% through 2021.~~

In July 2016, we executed an agreement with Miami Dade County (“MDC”), which was simultaneously assigned to Sumitomo Banking Corporation (“SMBC”), to lease land from MDC and construct a new cruise terminal at PortMiami in Miami, Florida. The terminal is expected to be approximately 170,000 square feet and will serve as a homeport. During the construction period, SMBC will fund the costs of the terminal’s construction and land lease. Upon completion of the terminal's construction, we will operate and lease the terminal from SMBC Supplementary Data for ~~a five-year term. We determined that the lease arrangement between SMBC and us should be accounted for as an operating lease upon completion of the terminal.~~

Some of the contracts that we enter into include indemnification provisions that obligate us to make payments to the counterparty if certain events occur. These contingencies generally relate to changes in taxes, increased lender capital costs and other similar costs. The indemnification clauses are often standard contractual terms and are entered into in the normal course of business. There are no stated or notional amounts included in the indemnification clauses and we are not able to estimate the maximum potential amount of future payments, if any, under these indemnification clauses. We have not been required to make any payments under such indemnification clauses in the past and, under current circumstances, we do not believe an indemnification obligation is probable.agreements.

As of December 31, ~~2017,~~2023, other than the items described above, we are not party to any other off-balance sheet arrangements, including guarantee contracts, retained or contingent interest, certain derivative instruments and variable interest entities, that either have, or are reasonably likely to have, a current or future material effect on our financial position.

Funding Needs and Sources

We have significant contractual obligations of which our debt service obligations and the capital expenditures associated with our ship purchases represent our largest funding needs. As of December 31, ~~2017,~~2023, we had approximately ~~$4.1~~$6.0 billion ~~in contractual~~of committed financing for our ships on order. As of December 31, 2023, our obligations due through December 31, ~~2018~~2024 primarily consisted of ~~which approximately $1.2~~$1.7 billion ~~relates~~related to debt maturities, ~~$0.3~~$1.2 billion ~~relates~~related to interest on ~~long-term~~ debt and ~~$2.4~~$2.0 billion ~~relates~~related to progress payments on our ship ~~purchase payments, including~~orders and, based on expected delivery date, the final installments payable due upon the ~~deliveries~~delivery of ~~Symphony~~Utopia of the Seas,and ~~Celebrity Edge~~ ~~in the~~

~~first and fourth quarters of 2018, respectively.~~Silver Ray. We have historically relied on a combination of cash flows provided by operations, ~~drawdowns~~draw-downs under our available credit facilities, the incurrence of additional debt and/or the refinancing of our existing debt and the issuance of additional shares of equity securities to fund ~~these~~our obligations.

~~We had a working capital deficit of $3.9 billion and $3.7 billion as of December 31, 2017~~ ~~and~~ December 31, 2016, respectively. Included within our working capital deficit is $1.2 billion and $1.3 billion of current portion of debt, including capital leases, as of December 31, 2017 and December 31, 2016, respectively. Similar to others in our industry, we operate with a substantial working capital deficit. This deficit is mainly attributable to the fact that, under our business model, a vast majority of our passenger ticket receipts are collected in advance of the applicable sailing date. These advance passenger receipts remain a current liability until the sailing date. The cash generated from these advance receipts is used interchangeably with cash on hand from other sources, such as our revolving credit facilities and other cash from operations. The cash received as advanced receipts can be used to fund operating expenses for the applicable future sailing or otherwise, pay down our revolving credit facilities, invest in long term investments or any other use of cash. In addition, we have a relatively low-level of accounts receivable and rapid turnover results in a limited investment in inventories. We generate substantial cash flows from operations and our business model, along with our unsecured revolving credit facilities, has historically allowed us to maintain this working capital deficit and still meet our operating, investing and financing needs. We expect that we will continue to have working capital deficits in the future.

As of December 31, ~~2017,~~2023, we had liquidity of ~~$2.2~~$3.1 billion, ~~consisting of approximately $0.1 billion in~~including cash and cash equivalents of $0.5 billion, and ~~$2.1~~$2.6 billion ~~available under our unsecured~~of undrawn revolving credit ~~facilities.~~facility capacity. We anticipate that our cash flows from operations and our current financing arrangements, as described above, will be adequate to meet our capital expenditures and debt repayments over the next twelve-month period.

~~In April 2017, Moody's changed our senior unsecured debt credit rating to Baa3~~have agreed with a stable outlook. Consistent with the provisions of our interest rate derivatives instruments, all collateral that was posted with our counterparties as of that date was returned in April 2017. In addition, the interest margins and guarantee premium payable under certain of our ~~credit agreements~~lenders not to pay dividends or engage in stock repurchases unless we repay the remaining principal payments that were ~~automatically reduced in accordance with their terms.~~

On April 28, 2017, we announced that our Board of Directors authorized a twelve-month common stock repurchase program for up to $500 million. As of December 31, 2017, we have $275.0 million that remains available for future common stock repurchase transactions under this Board approved program. Future repurchases may be made at management's discretion from time to time on the open market or through privately negotiated transactions. Repurchases under the program are expected to be funded from available cash or borrowingsdeferred under our ~~revolving~~export credit ~~facilities.~~facilities in 2020 and 2021. Refer to Note 8.8. Debt and Note 10. Shareholders' Equity to our consolidated financial statements under Item 8. Financial Statements and Supplementary Data for further information.

If any person acquires ownership of more than 50% of our common stock or, subject to certain exceptions, during any 24-month period, a majority of ~~the Board~~our board of directors is no longer comprised of individuals who were members of ~~the Board~~our board of directors on the first day of such period, we may be obligated to prepay indebtedness outstanding under our credit facilities, which we may be unable to replace on similar terms. Our public debt securities also contain change of control provisions that would be triggered by a third-party acquisition of greater than 50% of our common stock coupled with a ratings downgrade. If this were to occur, it would have an adverse impact on our liquidity and operations.

Based on our assumptions and estimates and our financial condition, we believe that we have sufficient financial resources to fund our obligations for at least the next twelve months from the issuance of these financial statements. However, there is no assurance that our assumptions and estimates are accurate as there is inherent uncertainty in our ability to predict future liquidity requirements.

Debt Covenants

~~Certain~~Our export credit facilities and our non-export credit facilities, and certain of our ~~financing~~credit card processing agreements contain covenants that require us, among other things, to maintain ~~minimum net worth of at least $8.0 billion,~~ a fixed charge coverage ratio, ~~of at least 1.25x and~~ limit our net debt-to-capital ratio, and maintain a minimum liquidity, and under certain facilities, to ~~no more than 62.5%. The fixed charge coverage ratio is calculated by dividing net cash from operations for the past four quarters by the sum~~maintain a minimum level of ~~dividend payments plus scheduled principal debt payments in excess of any new financings for the past four quarters.~~shareholders' equity. Our minimum ~~net worth~~stockholders' equity and maximum net debt-to-capital calculations exclude the impact of Accumulated other comprehensive losson Total ~~shareholders'~~shareholders’ equity. ~~We were well in excess of all debt covenant requirements as~~As of December 31, ~~2017. The specific~~2023, we were in compliance with our financial covenants and ~~related definitions can~~we estimate that we will be ~~found~~ in compliance for at least the ~~applicable debt agreements, the majority of which have been previously filed with the Securities and Exchange Commission.~~next twelve months.

Dividends

The declaration of dividends shall at all times be subject to the final determination of our board of directors that a dividend is prudent at that time in consideration of the needs of the business. In ~~December 2017,~~the event we declare a dividend or engage in share repurchases, we will need to repay the amounts deferred under our export credit facilities. Accordingly, we have not declared a ~~cash~~ dividend ~~on our common stock of $0.60 per share which was paid in~~since the first quarter of 2018. We declared a cash dividend on our common stock of $0.60 per share during the third quarter of 2017 which was paid in the fourth quarter of 2017. During the first and second quarters of 2017, we declared a cash dividend on our common stock of $0.48 per share which was paid in the second and third quarters of 2017, respectively. During the first quarter of 2017, we also paid a cash dividend on our common stock of $0.48 per share which was declared during the fourth quarter of 2016.2020.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Financial Instruments and Other

General

We are exposed to market risk attributable to changes in interest rates, foreign currency exchange rates and fuel prices. We try to mitigate these risks through a combination of our normal operating and financing activities and through the use of derivative financial instruments pursuant to our hedging practices and policies. The financial impact of these hedging instruments is primarily offset by corresponding changes in the underlying exposures being hedged. We achieve this by closely matching the amount, term and conditions of the derivative instrument with the underlying risk being hedged. Although certain of our derivative financial instruments do not qualify or are not accounted for under hedge accounting, our objective is not to hold or issue derivative financial instruments for trading or other speculative purposes. ~~(Refer~~Refer to Note ~~14.~~ 16.Fair Value Measurementsand Derivative Instruments to our consolidated financial statements under Item 8. Financial Statements and Supplementary Data.)

Interest Rate Risk

Our exposure to market risk for changes in interest rates relates to our long-term debt obligations including future interest payments. At December 31, ~~2017,~~2023, approximately ~~57.4%~~83% of our long-term debt was effectively fixed as compared to ~~40.5%~~75.0% as of December 31, ~~2016.~~2022. We use interest rate swap agreements to modify our exposure to interest rate movements and to manage our interest expense.

Market risk associated with our long-term fixed rate debt is the potential increase in fair value resulting from a decrease in interest rates. We use interest rate swap agreements that effectively convert a portion of our fixed-rate debt to a floating-rate basis to manage this risk. At December 31, 2017 and December 31, 2016, we maintained interest rate swap agreements on the following fixed-rate debt instruments:

Debt Instrument Swap Notional as of December 31, 2017 (In thousands) Maturity Debt Fixed Rate Swap Floating Rate: LIBOR plus All-in Swap Floating Rate as of December 31, 2017
Oasis of the Seas term loan
$ 140,000
October 2021 5.41% 3.87% 5.44%
Unsecured senior notes 650,000
November 2022 5.25% 3.63% 5.05%
$ 790,000

~~These interest rate swap agreements are accounted for as fair value hedges.~~

The estimated fair value of our long-term fixed-rate debt at December 31, ~~2017~~2023 was ~~$2.4~~$15.9 billion, using quoted market prices, where available, or using the present value of expected future cash flows which incorporates risk profile. The fair value of our fixed to floating interest rate swap agreements was estimated to be a liability of $19.8 million as of December 31, 2017, based on the present value of expected future cash flows. A hypothetical one percentage point decrease in interest rates at December 31, ~~2017~~2023 would increase the fair value of our hedged and unhedged long-term fixed-rate debt by approximately ~~$127.4 million and would increase the fair value of our fixed to floating interest rate swap agreements by approximately $31.8 million.~~

$2.1 billion.

Market risk associated with our long-term floating-rate debt is the potential increase in interest expense from an increase in interest rates. We use interest rate swap agreements that effectively convert a portion of our floating-rate debt to a fixed-rate basis to manage this risk. A hypothetical one percentage point increase in interest rates would increase our forecasted ~~2018~~2024 interest expense by approximately ~~$30.1~~$25.5 million, assuming no change in foreign currency exchange rates.

At December 31, ~~2017 and December 31, 2016,~~2023, we maintained interest rate swap agreements on the following floating-rate debt instruments:


Debt Instrument	Swap Notional as of December 31, 2017 (In thousands)		Maturity	Debt Floating Rate		All-in Swap Fixed Rate	Debt Instrument	Swap Notional as of December 31, 2023 (In millions)		Maturity		Debt Floating Rate (3)		All-in Fixed Rate
Celebrity Reflection term loan	$	381,792	October 2024	LIBOR plus	0.40%	2.85%	Celebrity Reflection term loan	$	55	October 2024	October 2024	Term SOFR	0.40%	2.88%
Quantum of the Seas term loan	551,250		October 2026	LIBOR plus	1.30%	3.74%	Quantum of the Seas term loan	184		October 2026	October 2026	Term SOFR	1.30%	3.78%
Anthem of the Seas term loan	573,958		April 2027	LIBOR plus	1.30%	3.86%	Anthem of the Seas term loan	211		April 2027	April 2027	Term SOFR	1.30%	3.9%
Ovation of the Seas term loan	726,250		April 2028	LIBOR plus	1.00%	3.16%	Ovation of the Seas term loan	311		April 2028	April 2028	Term SOFR	1.00%	3.2%
Harmony of the Seas term loan ⁽¹⁾	728,373		May 2028	EURIBOR plus	1.15%	2.26%	Harmony of the Seas term loan (1)	287		May 2028	May 2028	EURIBOR plus	1.15%	2.26%
	$	2,961,623
Odyssey of the Seas term loan(2)							Odyssey of the Seas term loan(2)	345		October 2032		Term SOFR	0.96%	3.28%
Odyssey of the Seas term loan (2)							Odyssey of the Seas term loan (2)	173		October 2032		Term SOFR	0.96%	2.91%
	$

(1) Interest rate swap agreements hedging the Euro-denominated term loan for Harmony of the Seas include EURIBOR zero-floors matching the hedged debt EURIBOR zero-floor. Amount presented is based on the exchange rate as of December 31, 2023.

~~(1)~~

~~Interest rate swap agreements hedging the Euro-denominated term loan for~~ ~~Harmony of the Seas~~ ~~include EURIBOR zero-floors matching the hedged debt EURIBOR zero-floor. Amount presented is based on the exchange rate as of December 31, 2017.~~

(2) Interest rate swap agreements hedging the term loan of Odyssey of the Seas include Term SOFR zero-floors, Term SOFR with no floors, and Overnight SOFR.

(3) During the year ended December 31, 2023, we completed our transition from LIBOR to Term SOFR rates for substantially all of our Interest rate swap agreements.

These interest rate swap agreements are accounted for as cash flow hedges.

The fair value of our floating to fixed interest rate swap agreements was estimated to be ~~a liability~~an asset of ~~$24.5~~$87 million as of December 31, ~~2017~~2023 based on the present value of expected future cash flows. These interest rate swap agreements are accounted for as cash flow hedges.

Foreign Currency Exchange Rate Risk

Our primary exposure to foreign currency exchange rate risk relates to our ship construction contracts denominated in Euros, our foreign currency denominated debt and our international business operations. WeOn a regular basis, we enter into foreign currency forward contracts ~~collar options~~ and, from time to time, we utilize cross-currency swap agreements and collar options to manage portions of the exposure to movements in foreign currency exchange rates.

The estimated fair value, as of December 31, ~~2017,~~2023, of our Euro-denominated forward contracts associated with our ship construction contracts was an asset of ~~$235.9~~$51 million, based on the present value of expected future cash flows. As of December 31, ~~2017,~~2023, the aggregate cost of our ships on order, not including ~~the TUI Cruises'~~ ships on order by our Partner Brands, was approximately ~~$13.3~~$7.9 billion, of which we had deposited ~~$465.7~~$698 million as of such date. Approximately ~~54.0%~~43.5% and ~~66.7%~~52.3% of the aggregate cost of the ships under construction was exposed to fluctuations in the Euro exchange rate at December 31, ~~2017~~2023 and ~~December 31, 2016,~~2022, respectively. A hypothetical 10% strengthening of the Euro as of December 31, ~~2017,~~2023, assuming no changes in comparative interest rates, would result in a ~~$716.0~~$346 million increase in the United States dollar cost of the foreign currency denominated ship construction contracts exposed to fluctuations in the Euro exchange rate. ~~The majority of our~~Our foreign currency forward ~~contracts, collar options and cross-currency swap~~contract agreements are accounted for as cash flow ~~fair value~~ or net investment hedges depending on the designation of the related hedge.

Our international business operations subject us to foreign currency exchange risk. We transact business in many different foreign currencies and maintain investments in foreign operations which may expose us to financial market risk resulting from fluctuations in foreign currency exchange rates. Movements in foreign currency exchange rates may affect the value of our earnings in foreign currencies and cash flows. We manage most of this exposure on a consolidated basis, which allows us to take advantage of any natural offsets. Therefore, weakness in one particular currency might be offset by strengths in other currencies over time. The extent to which one currency is effective as a natural offset of another currency fluctuates over time. In addition, some foreign currency exposures have little to no mitigating natural offsets available.

We consider our investments in our foreign operations to be denominated in relatively stable currencies and of a long-term nature. As of December 31, 2017, we maintained foreign currency forward contracts and designated them as hedges of a portion of our net investment in TUI cruises of €101.0 million, or approximately $121.3 million based on the exchange rate at December 31, 2017. These forward currency contracts mature in October 2021.

We ~~also~~ address the exposure of our investments in foreign operations by denominating a portion of our debt in our subsidiaries' and investments' functional currencies and designating it as a hedge of these subsidiaries and investments. We had designated debt as a hedge of our net investments primarily in TUI Cruises of approximately ~~€246.0~~€648 million, or approximately ~~$295.3~~$716 million, through December 31, ~~2017.~~2023. As of December 31, ~~2016,~~2022, we had designated debt as a hedge of our net investments primarily in TUI Cruises of approximately ~~€295.0~~€433.0 million, or approximately ~~$311.2~~$462 million.

We have included net gains of approximately ~~$68.5~~$41 million and ~~$114.0~~$64 million of foreign-currency transaction ~~losses~~remeasurement and of changes in the fair value of derivatives in the foreign currency translation adjustment component of Accumulated other comprehensive loss at December 31, ~~2017~~2023 and ~~December 31, 2016,~~2022, respectively.

~~Lastly, on~~On a regular basis, we enter into foreign currency forward contracts and, from time to time, we utilize cross-currency swap agreements and collar options to minimize the volatility resulting from the remeasurement of net monetary assets and liabilities denominated in a currency other than our functional currency or the functional currencies of our foreign subsidiaries. During ~~2017,~~2023, we maintained an average of approximately ~~$739.4 million~~$1.3 billion of these foreign currency forward contracts. These instruments are not designated as hedging instruments. ~~In 2017, 2016~~For the years ended December 31, 2023, 2022 and ~~2015~~2021 changes in the fair value of the foreign currency forward contracts resulted in a gain ~~(loss)~~(losses) of approximately ~~$62.0~~$19 million,, ~~$(51.1)~~ $(102) million and ~~$(55.5)~~$(31) million, respectively, which offset gains (losses) ~~gains~~ arising from the remeasurement of monetary assets and liabilities denominated in foreign currencies in those same years of ~~$(75.6)~~$(43) million,, ~~$39.8~~ $93 million and ~~$34.6~~$24 million, respectively. These changes were recognized in earnings within Other ~~expense~~ (expense) income in our consolidated statements of comprehensive income (loss).

Fuel Price Risk

Our exposure to market risk for changes in fuel prices relates primarily to the consumption of fuel on our ships. Fuel cost, ~~(net~~net of the financial impact of fuel swap ~~agreements),~~agreements, as a percentage of our total revenues, was approximately ~~7.8%~~8.3% in ~~2017, 8.4%~~2023, 12.1% in ~~2016~~2022 and ~~9.6%~~25.1% in ~~2015.~~2021. We use fuel swap agreements to mitigate the financial impact of fluctuations in fuel prices.

As of December 31, ~~2017,~~2023, we had fuel swap agreements to pay fixed prices for fuel with an aggregate notional amount of approximately ~~$828.5~~$899 million, maturing through 2021. The fuel swap agreements represented 50% of our projected 2018 fuel requirements, 46% of our projected 2019 fuel requirements, 36% of our projected 2020 fuel requirements and 14% of our projected 2021 fuel requirements.2026. These fuel swap agreements are generally accounted for as cash flow hedges. The fuel swap agreements designated as hedges of projected fuel purchases represented 61% of our projected 2024 fuel

requirements. The estimated fair value of ~~these contracts~~our fuel swap agreements at December 31, ~~2017~~2023 was estimated to be ~~an asset~~a liability of ~~$14.3~~$48 million. We estimate that a hypothetical 10% increase in our weighted-average fuel price from that experienced during the year ended December 31, ~~2017~~2023 would increase our forecasted ~~2018~~2024 fuel cost by approximately ~~$38.0~~$58 million, net of the impact of fuel swap agreements.

Item 8. Financial Statements and Supplementary Data

Our Consolidated Financial Statements ~~and Quarterly Selected Financial Data~~ are included beginning on page F-1 of this report.

Item 9. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure

None.

Item 9A. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our ~~Chairman~~President and Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the effectiveness of our disclosure controls and procedures, as such term is defined in Exchange Act Rule 13a-15(e), as of the end of the period covered by this ~~report.~~Annual Report on Form 10-K. Based upon such evaluation, our ~~Chairman~~President and Chief Executive Officer and Chief Financial Officer concluded that those controls and procedures are effective to provide reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to management, including our ~~Chairman~~President and Chief Executive Officer and our Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure and are effective to provide reasonable assurance that such information is recorded, processed, summarized and reported within the time periods specified by the ~~SEC’s~~ rules and ~~forms.~~forms of the Securities and Exchange Commission's (the "SEC").

Management's Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Our management, with the participation of our ~~Chairman~~President and Chief Executive Officer and our Chief Financial Officer, conducted an evaluation of the effectiveness of our internal control over financial reporting based on the Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, management concluded that our internal control over financial reporting was effective as of December 31, ~~2017.~~ 2023.

The effectiveness of our internal control over financial reporting as of December 31, ~~2017~~2023 has been audited by PricewaterhouseCoopers LLP, the independent registered ~~certified~~ public accounting firm that audited our consolidated financial statements included in this Annual Report on Form 10-K, as stated in its report, which is included herein on page F-2.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting identified in connection with the evaluation required by Exchange Act Rule 13a-15(d) during the quarter ended December 31, ~~2017~~2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Inherent Limitations on Effectiveness of Controls

It should be noted that any system of controls, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the system will be met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events. Because of these and other inherent limitations of control systems, there is only reasonable assurance that our controls will succeed in achieving their goals under all potential future conditions.

Item 9B. Other Information

~~None.~~During the quarter ended December 31, 2023, none of our directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement” (as such term is defined in Item 408 of Regulation S-K).

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Not applicable.

PART III

Items 10, 11, 12, 13 and 14. Directors, Executive Officers and Corporate Governance; Executive Compensation; Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters; Certain Relationships and Related ~~Transactions;~~Transactions, and Director ~~Independence~~Independence; and Principal Accountant Fees and Services.

Except for information concerning executive officers (called for by Item 401(b) of Regulation S-K), which is included in Part I of this Annual Report on Form 10-K, the information required by Items 10, 11, 12, 13 and 14 is incorporated herein by reference to certain sections of the Royal Caribbean Cruises Ltd. Definitive Proxy Statement relating to our ~~2018~~2024 Annual Meeting of Shareholders (the "Proxy Statement") to be filed with the Securities and Exchange Commission no later than 120 days after the close of the fiscal year. Please refer to the following sections in the Proxy Statement for more ~~information regarding our corporate governance:~~information: "Corporate Governance"; "Proposal 1—Election of Directors"; ~~and~~ "Certain Relationships and Related Person ~~Transactions.~~Transactions"; "Delinquent Section 16(a) Reports"; "Executive Compensation"; "Security Ownership of Certain Beneficial Owners and Management"; and "Proposal 3—Ratification of Principal Independent Registered Public Accounting Firm." Copies of the Proxy Statement will become available when filed through our Investor Relations website at www.rclcorporate.com (please see "Financial Reports" under "Financial Information"); by contacting our Investor Relations department at 1050 Caribbean Way, Miami, Florida 33132—telephone (305) 982-2625; or by visiting the SEC's website at www.sec.gov.

We have adopted a Code of Business Conduct and Ethics that applies to all of our employees, including our executive officers, and our directors. A copy of the Code of Business Conduct and Ethics is posted in the corporate governance section of our website at www.rclcorporate.com and is available in print, without charge, to shareholders upon written request to our Corporate Secretary at Royal Caribbean Cruises, Ltd., 1050 Caribbean Way, Miami, Florida 33132. Any amendments to the code or any waivers from any provisions of the code granted to executive officers or directors will be promptly disclosed to investors by posting on our website at www.rclcorporate.com. None of the websites referenced in this Annual Report on Form 10-K or the information contained therein is incorporated herein by reference.

PART IV

Item 15. Exhibits and Financial Statement Schedules

(a)(1) Financial Statements

Our Consolidated Financial Statements have been prepared in accordance with Item 8. Financial Statements and Supplementary Data and are included beginning on page F-1 of this report.


~~(2)~~	~~Financial Statement Schedules~~

(1)Financial Statement Schedules

None.


~~(3)~~	~~Exhibits~~

(1)Exhibits

~~INDEX TO EXHIBITS~~

~~Exhibits 10.22 through 10.50 represent management compensatory plans or arrangements.~~

Incorporated By Reference

Exhibit Number

Form

Exhibit

Filing Date/ Period End Date

3.1

Restated Articles of Incorporation of the Company, as amended (composite)

S-3

3.1

3/23/2009

3.2

Amended and Restated By-Laws of the Company, as amended

8-K

3.1

2/11/2022

4.1

Agreement of Royal Caribbean Cruises Ltd. to furnish certain debt instruments to the Securities and Exchange Commission*

4.2

Description of the Company's Securities *

10.1

Amended and Restated Registration Rights Agreement dated as of July 30, 1997, by and among the Company, A. Wilhelmsen AS., Cruise Associates, Monument Capital Corporation, Archinav Holdings, Ltd. and Overseas Cruiseship, Inc.

20-F

2.20

12/31/1997

10.2

Hull No. B34 Credit Agreement, dated as of January 30, 2015, as novated, amended and restated on the Actual Delivery Date pursuant to a novation agreement dated January 30, 2015 (as amended),between Royal Caribbean Cruises Ltd., Citibank N.A., London Branch, Citibank Europe plc, UK Branch, and the banks and financial institutions as lender parties thereto

10-Q

10.1

3/31/2018

10.3

Hull No. S-700 Credit Agreement, dated as of November 13, 2015, by and among the Company, the Lenders from time to time party thereto and KfW IPEX-Bank GmbH, as Hermes Agent, Facility Agent and Initial Mandated Lead Arranger

8-K

10.1

11/19/2015

10.4

Amendment No. 1 to Hull No. S-700 Credit Agreement, dated as of November 13, 2015, by and among the Company, the Lenders from time to time party thereto and KfW IPEX-Bank GmbH, as Hermes Agent, Facility Agent and Initial Mandated Lead Arranger

10-Q

10.7

6/30/2018

10.5

Amendment No. 2 to Hull No. S-700 Credit Agreement, dated as of July 3, 2018, by and among the Company, the Lenders from time to time party thereto and KfW IPEX-Bank GmbH, as Hermes Agent, Facility Agent and Initial Mandated Lead Arranger

10-Q

10.8

6/30/2018

10.6

Hull No. S-713 Credit Agreement, dated as of November 13, 2015, by and among the Company, the Lenders from time to time party thereto and KfW IPEX-Bank GmbH, as Hermes Agent, Facility Agent and Initial Mandated Lead Arranger

8-K

10.2

11/19/2015

10.7

Amendment No. 1 to Hull No. S-713 Credit Agreement, dated as of September 7, 2016, by and among the Company, the Lenders from time to time party thereto and KfW IPEX-Bank GmbH, as Hermes Agent, Facility Agent and Initial Mandated Lead Arranger

10-Q

10.9

6/30/2018

10.8

Amendment No. 2 to Hull No. S-713 Credit Agreement, dated as of July 3, 2018, by and among the Company, the Lenders from time to time party thereto and KfW IPEX-Bank GmbH, as Hermes Agent,Facility Agent and Initial Mandated Lead Arranger

10-Q

10.10

6/30/2018

Incorporated By Reference
Exhibit Number Exhibit Description Form Exhibit Filing Date/ Period End Date
3.1
Restated Articles of Incorporation of the Company, as amended (composite)
S-3 3.1 3/23/2009
3.2
Amended and Restated By-Laws of the Company
8-K 3.1 9/11/2013
4.1 Indenture dated as of July 15, 1994, by and between the Company, as issuer, and The Bank of New York Trust Company, N.A., successor to NationsBank of Georgia, National Association, as Trustee 20-F 2.4 12/31/1994
4.2 Sixth Supplemental Indenture dated as of October 14, 1997, to the Indenture, dated as of July 15, 1994, by and between the Company, as issuer, and The Bank of New York Trust Company, N.A., as Trustee 20-F 2.11 12/31/1997
4.3 Eighth Supplemental Indenture dated as of March 16, 1998, to the Indenture, dated as of July 15, 1994, by and between the Company, as issuer, and The Bank of New York Trust Company, N.A., as Trustee 20-F 2.13 12/31/1997
4.4
Form of Indenture, dated as of July 31, 2006, by and between the Company, as issuer, and The Bank of New York Trust Company, N.A., as Trustee
S-3 4.1 7/31/2006
4.5
Second Supplemental Indenture dated as of November 7, 2012 between the Company, as issuer, and The Bank of New York Mellon Trust Company, N.A., as Trustee
8-K 4.1 11/7/2012
4.6
Third Supplemental Indenture, dated as of November 28, 2017 between the Company, as issuer, and The Bank of New York Mellon Trust Company, N.A., as Trustee
8-K 4.1 11/28/2017
10.1 Amended and Restated Registration Rights Agreement dated as of July 30, 1997, by and among the Company, A. Wilhelmsen AS., Cruise Associates, Monument Capital Corporation, Archinav Holdings, Ltd. and Overseas Cruiseship, Inc. 20-F 2.20 12/31/1997
10.2
Amendment to the Amended and Restated Credit Agreement, dated as of June 15, 2015, by and among the Company, The Bank of Nova Scotia, as administrative agent for the lender parties and the lender parties
8-K 10.1 6/19/2015
10.3
Amendment to the Credit Agreement, dated as of December 4, 2017, by and among the Company, the various financial institutions as are or shall become parties thereto and The Bank of Nova Scotia, as administrative agent for the lender parties
8-K 10.1 12/7/2017
10.4
Assignment and Amendment to the Credit Agreement, dated as of August 23, 2013, by and among the Company, Nordea Bank Finland plc, New York Branch, as administrative agent for the lender parties and the lender parties
8-K 10.1 8/26/2013
10.5
Amendment No. 1 to the Amended and Restated Credit Agreement, dated as of July 10, 2015, by and among the Company Nordea Bank Finland Plc, New York Branch, as administrative agent for the lender parties and the lender parties
10-Q 10.2 6/30/2015
10.6
Amendment to the Credit Agreement, dated as of October 12, 2017, by and among the Company, the various financial institutions as are or shall become parties thereto and Nordea Bank AB (PUBL), New York branch, as administrative agent for the lender parties
8-K 10.3 10/17/2017
10.7
Amendment No. 4 to Hull No. S-697 Credit Agreement, dated as of February 2, 2016, by and between the Company, the Lenders from time to time party thereto, the Mandated Lead Arrangers and KfW-IPEX-Bank GmbH, as Hermes Agent and Facility Agent
10-K 10.7 12/31/2015
10.8
Amendment No. 4 to Hull No. S-698 Credit Agreement, dated as of February 3, 2016, by and between the Company, the Lenders from time to time party thereto, the Mandated Lead Arrangers and KfW-IPEX-Bank GmbH, as Hermes Agent and Facility Agent
10-K 10.8 12/31/2015

Incorporated By Reference

Exhibit Number

Form

Exhibit

Filing Date/ Period End Date

10.9

Novation Agreement, dated as of June 22, 2016, by and between Azairemia Finance Ltd., Royal Caribbean Cruises Ltd., Citibank Europe Plc, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch and the banks and financial institutions as lender parties thereto

8-K

10.2

6/28/2016

10.10

First Supplemental Agreement, dated as of October 5, 2018, relating to Hull No. K34 and the Novation Agreement, dated as of June 22, 2016, by and between Azairemia Finance Ltd., Royal Caribbean Cruises Ltd., Citibank Europe Plc, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch, and the banks and financial institutions as lender parties thereto

10-K

10.20

12/31/2018

10.11

Novation Agreement, dated as of July 24, 2017, between Hibisyeu Finance Ltd., Royal Caribbean Cruises Ltd., Citibank Europe Plc, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch and the banks and financial institutions as lender parties thereto

8-K

10.1

7/28/2017

10.12

Novation Agreement, dated as of July 24, 2017, between Hoediscus Finance Ltd., Royal Caribbean Cruises Ltd., Citibank Europe Plc, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch and the banks and financial institutions as lender parties thereto

8-K

10.2

7/28/2017

10.13

Novation Agreement, dated as of July 24, 2017, between Houatorris Finance Ltd., Royal Caribbean Cruises Ltd., Citibank Europe Plc, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch and the banks and financial institutions as lender parties thereto

8-K

10.3

7/28/2017

10.14

Novation Agreement, dated as of December 13, 2019, between Palmeraie Finance Limited, Royal Caribbean Cruises Ltd., Citibank Europe Plc, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch HSBC France, Banco Santander S.A., Banco Bilbao Vizcaya Argentaria S.A., Paris Branch, BNP Paribas SA, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch, Société Générale, Unicredit Bank AG and the banks and financial institutions as lender parties thereto

8-K

10.1

12/18/2019

10.15

Icon 1 Hull No. S-1400 Credit Agreement, dated as of October 11, 2017, between Royal Caribbean Cruises Ltd., as the Borrower, the Lenders from time to time party thereto, KfW IPEX-Bank GmbH, as Hermes Agent, Facility Agent, Documentation Agent and Initial Mandated Lead Arranger and BNP Paribas Fortis SA/NV as Finnvera Agent

8-K

10.1

10/17/2017

10.16

Icon 2 Hull No. S-1401 Credit Agreement, dated as of October 11, 2017, between Royal Caribbean Cruises Ltd., as the Borrower, the Lenders from time to time party thereto, KfW IPEX-Bank GmbH, as Hermes Agent, Facility Agent, Documentation Agent and Initial Mandated Lead Arranger and BNP Paribas Fortis SA/NV as Finnvera Agent

8-K

10.2

10/17/2017

10.17

Amendment No. 1 to Icon 1 Hull No. S-1400 Credit Agreement, dated as of July 3, 2018, between Royal Caribbean Cruises Ltd., as the Borrower, the Lenders from time to time party thereto, KfW IPEX-Bank GmbH, as Hermes Agent, Facility Agent, Documentation Agent and Initial Mandated Lead Arranger and BNP Paribas Fortis SA/NV as Finnvera Agent

10-Q

10.11

6/30/2018

Incorporated By Reference
Exhibit Number Exhibit Description Form Exhibit Filing Date/ Period End Date
10.9
Amendment No. 1 to Hull No. S-699 Credit Agreement, dated as of March 31, 2016, by and between the Company, the Lenders from time to time party thereto, the Mandated Lead Arrangers and KfW-IPEX-Bank GmbH, as Hermes Agent and Facility Agent
10-Q 10.1 3/31/2016
10.10
Amendment and Restatement Agreement, dated as of January 15, 2016, in respect of a Facility Agreement dated, as of July 9, 2013, by and between the Company, the Lenders from time to time party thereto, Société Générale, as Facility Agent and Mandated Lead Arranger, BNP Paribas, as Documentation Bank and Mandated Lead Arranger, and HSBC France, as Mandated Lead Arranger
10-K 10.10 12/31/2015
10.11
Novation Agreement, dated as of January 30, 2015, by and between Frosaitomi Finance Ltd. the Company, Citibank International Limited, Citicorp Trustee Company Limited, Citibank N.A., London Branch and the banks and financial institutions as a lender parties thereto
8-K 10.1 2/5/2015
10.12
Form of Hull No. B34 Novated Credit Agreement (as amended and restated on February 8, 2017)
10-K 10.10 12/31/2016
10.13
Hull No. S-700 Credit Agreement, dated as of November 13, 2015, by and among the Company, the Lenders from time to time party thereto and KfW IPEX-Bank GmbH, as Hermes Agent, Facility Agent and Initial Mandated Lead Arranger.
8-K 10.1 11/19/2015
10.14
Hull No. S-713 Credit Agreement, dated as of November 13, 2015, by and among the Company, the Lenders from time to time party thereto and KfW IPEX-Bank GmbH, as Hermes Agent, Facility Agent and Initial Mandated Lead Arranger.
8-K 10.2 11/19/2015
10.15
Novation Agreement, dated as of June 22, 2016, by and between Saintiami Finance Ltd., Royal Caribbean Cruises Ltd., Citibank Europe Plc, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch and the banks and financial institutions as lender parties thereto
8-K 10.1 6/28/2016
10.16
Novation Agreement, dated as of June 22, 2016, by and between Azairemia Finance Ltd., Royal Caribbean Cruises Ltd., Citibank Europe Plc, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch and the banks and financial institutions as lender parties thereto
8-K 10.2 6/28/2016
10.17
Novation Agreement, dated as of July 24, 2017, between Hibisyeu Finance Ltd., Royal Caribbean Cruises Ltd., Citibank Europe Plc, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch and the banks and financial institutions as lender parties thereto
8-K 10.1 7/28/2017
10.18
Novation Agreement, dated as of July 24, 2017, between Hoediscus Finance Ltd., Royal Caribbean Cruises Ltd., Citibank Europe Plc, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch and the banks and financial institutions as lender parties thereto
8-K 10.2 7/28/2017
10.19
Novation Agreement, dated as of July 24, 2017, between Houatorris Finance Ltd., Royal Caribbean Cruises Ltd., Citibank Europe Plc, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch and the banks and financial institutions as lender parties thereto
8-K 10.3 7/28/2017
10.20
Icon 1 Hull No. S-1400 Credit Agreement, dated as of October 11, 2017, between Royal Caribbean Cruises Ltd., as the Borrower, the Lenders from time to time party thereto, KfW IPEX-Bank GmbH, as Hermes Agent, Facility Agent, Documentation Agent and Initial Mandated Lead Arranger and BNP Paribas Fortis SA/NV as Finnvera Agent
8-K 10.1 10/17/2017

Incorporated By Reference

Exhibit Number

Form

Exhibit

Filing Date/ Period End Date

10.18

Amendment No. 1 to Icon 2 Hull No. S-1401 Credit Agreement, dated as of July 3, 2018, between Royal Caribbean Cruises Ltd., as the Borrower, the Lenders from time to time party thereto, KfW IPEX-Bank GmbH, as Hermes Agent, Facility Agent, Documentation Agent and Initial Mandated Lead Arranger and BNP Paribas Fortis SA/NV as Finnvera Agent

10-Q

10.12

6/30/2018

10.19

Icon 3 Hull No. 1402 Credit Agreement, dated as of December 18, 2019, between Royal Caribbean Cruises Ltd., as the Borrower, KfW IPEX-Bank GmbH, as Facility Agent CIRR Agent, Documentation Agent, Hermes Agent, Initial Mandated Lead Arranger and Sole Bookrunner, and the Lenders and Residual Risk Guarantors from time to time party thereto

8-K

10.1

12/20/2019

10.20

Term Loan Agreement, dated as of March 23, 2020, among Royal Caribbean Cruises Ltd., the various financial institutions as are or shall be party thereto and Morgan Stanley Senior Funding, Inc., as administrative agent for the lender parties and as collateral agent for the secured parties

8-K

10.1

3/23/2020

10.21

Third Amendment Agreement to a Credit Agreement, dated as of 13 November 2015 (as amended and restated from time to time) “Spectrum of the Seas” – ex Hull No. S-700, dated April 8, 2020, between Royal Caribbean Cruises Ltd., the lenders party thereto, KfW IPEX-Bank GmbH, as Hermes agent, facility agent, initial mandated lead arrangers and the mandated lead arrangers

8-K

10.2

4/10/2020

10.22

Second Supplemental Agreement to a Credit Agreement in respect of the financing of acquisition of m.v. Celebrity Apex (ex hull no. K34), dated as of April 29, 2020, between Royal Caribbean Cruises Ltd., Citibank N.A., London Bank, as global coordinator, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch as ECA agent, Citibank Europe PLC, UK Branch as facility agent, the mandated lead arrangers and the other lenders party thereto

8-K

10.2

5/4/2020

10.23

Fourth Supplemental Agreement to a Credit Agreement in respect of the financing of acquisition of m.v. Symphony of the Seas (ex hull no. B34), dated as of April 29, 2020, between Royal Caribbean Cruises Ltd., Citibank N.A., London Branch as ECA agent, Citibank Europe PLC, UK Branch as facility agent, the mandated lead arrangers and the other lenders party thereto

8-K

10.3

5/4/2020

10.24

First Supplemental Agreement relating to Hull No. L34 at Chantiers de l’Atlantique (previously known as STX France S.A.), dated as of March 12, 2020, by and among Houatorris Finance Limited, Chantiers de L’Atlantique, the Company, Citibank Europe PLC, UK Branch as facility agent, Citicorp Trustee Company Limited as security trustee, Citibank N.A., London branch, HSBC France, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch and the banks and financial institutions party thereto

10-Q

10.4

5/21/2020

10.25

First Supplemental Agreement relating to Hull No. M34 at Chantiers de l’Atlantique (previously known as STX France S.A.), dated as of March 12, 2020, by and among Hoediscus Finance Limited, Chantiers de L’Atlantique as seller, the Company as buyer, Citibank Europe PLC, UK Branch as facility agent, Citicorp Trustee Company Limited as security trustee, Citibank N.A., London branch as global coordinator, HSBC France as French coordinating bank, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch as ECA agent and the banks and financial institutions listed thereto

10-Q

10.5

5/21/2020

Incorporated By Reference
Exhibit Number Exhibit Description Form Exhibit Filing Date/ Period End Date
10.21
Icon 2 Hull No. S-1401 Credit Agreement, dated as of October 11, 2017, between Royal Caribbean Cruises Ltd., as the Borrower, the Lenders from time to time party thereto, KfW IPEX-Bank GmbH, as Hermes Agent, Facility Agent, Documentation Agent and Initial Mandated Lead Arranger and BNP Paribas Fortis SA/NV as Finnvera Agent
8-K 10.2 10/17/2017
10.22
Royal Caribbean Cruises Ltd. 2000 Stock Award Plan
8-K 10.1 12/8/2005
10.23
Amendment No. 1 to 2000 Stock Award Plan
8-K 10.1 9/22/2006
10.24
Royal Caribbean Cruises Ltd. 2008 Equity Incentive Plan (as amended)
10-K 10.17 12/31/2016
10.25
Form of 2008 Equity Incentive Plan Stock Option Award Agreement—Incentive Options
10-Q 10.3 9/30/2008
10.26
Form of 2008 Equity Incentive Plan Stock Option Award Agreement—Nonqualified Options
10-Q 10.4 9/30/2008
10.27
Form of 2008 Equity Incentive Plan Restricted Stock Unit Agreement— Executive Officer Grants
10-K 10.23 12/31/2013
10.28
Form of 2008 Equity Incentive Plan Restricted Stock Unit Agreement— Executive Officer Grants (Non-Vesting Into Retirement)
10-Q 10.7 9/30/2017
10.29
Form of 2008 Equity Incentive Plan Restricted Stock Unit Agreement—Director Grants
10-K 10.31 12/31/2010
10.30
Form of 2008 Equity Incentive Plan Performance Shares Agreement
10-K 10.27 12/31/2014
10.31
Form of 2008 Equity Incentive Plan Performance-Based Restricted Shares Agreement
10-K 10.26 12/31/2015
10.32
Employment Agreement, dated as of December 31, 2012, by and between the Company and Richard D. Fain
10-K 10.22 12/31/2012
10.33
Employment Agreement, dated as of December 31, 2012, by and between the Company and Adam M. Goldstein
10-K 10.23 12/31/2012
10.34
Employment Agreement, dated as of May 20, 2013, by and between the Company and Jason T. Liberty
10-Q 10.2 6/30/2013
10.35
Employment Agreement, dated as of July 16, 2015, by and between the Company and Michael W. Bayley
10-Q 10.3 6/30/2015
10.36
Form of First Amendment to Employment Agreement, dated as of February 6, 2015 (entered into between the Company and each of Messrs. Fain, Goldstein and Liberty)
10-K 10.33 12/31/2014
10.37
Employment Agreement dated as of August 3, 2015, by and between Celebrity Cruises Inc. and Lisa Lutoff-Perlo
10-K 10.31 12/31/2016
10.38
Royal Caribbean Cruises Ltd. Executive Short-Term Bonus Plan
10-Q 10.4 6/30/2015
10.39
Royal Caribbean Cruises Ltd. et. al. Non Qualified 401(k) Plan
8-K 10.2 12/8/2005
10.40
Amendment to Royal Caribbean Cruises Ltd. et. al. Non Qualified 401(k) Plan
10-K 10.29 12/31/2006
10.41
Amendment to Royal Caribbean Cruises Ltd. et. al. Non Qualified 401(k) Plan
10-K 10.28 12/31/2007
10.42
Amendment to Royal Caribbean Cruises Ltd. et. al. Non Qualified 401(k) Plan
10-K 10.36 12/31/2008
10.43
Royal Caribbean Cruises Ltd. Supplemental Executive Retirement Plan
8-K 10.3 12/8/2005
10.44
Amendment to Royal Caribbean Cruises Ltd. Supplemental Executive Retirement Plan
10-K 10.31 12/31/2006
10.45
Amendment to Royal Caribbean Cruises Ltd. Supplemental Executive Retirement Plan
10-K 10.31 12/31/2007
10.46
Amendment to Royal Caribbean Cruises Ltd. Supplemental Executive Retirement Plan
10-Q 10.1 9/30/2008
10.47
Amendment to Royal Caribbean Cruises Ltd. Supplemental Executive Retirement Plan
10-K 10.38 12/31/2008

Incorporated By Reference

Exhibit Number

Form

Exhibit

Filing Date/ Period End Date

10.26

First Supplemental Agreement relating to Hull No. C34 at Chantiers de l’Atlantique (previously known as STX France S.A.), dated as of March 12, 2020, by and among Hibisyeu Finance Limited as borrower, Chantiers de L’Atlantique as seller, the Company as buyer, Citibank Europe PLC, UK Branch as facility agent, Citicorp Trustee Company Limited as security trustee, Citibank N.A., London branch as global coordinator, HSBC France as French coordinating bank, Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch as ECA agent and the banks and financial institutions listed thereto

10-Q

10.6

5/21/2020

10.27

Supplemental Agreement in relation to the extension of the waiver period for financial covenants in respect of the financing of the acquisition of Celebrity Apex (ex hull no. K34), dated July 28, 2020, among Royal Caribbean Cruises Ltd. and Citibank Europe plc, UK Branch

8-K

10.6

8/3/2020

10.28

Supplemental Agreement in relation to the extension of the waiver period for financial covenants in respect of the financing of the acquisition of Symphony of the Seas (ex hull no. B34), dated July 28, 2020, among Royal Caribbean Cruises Ltd. and Citibank Europe plc, UK Branch

8-K

10.7

8/3/2020

10.29

Third Amendment Agreement to a Credit Agreement dated as of 13 November 2015 (as amended and restated from time to time) in respect of “Odyssey of the Seas” – Hull S-713, dated 30 April 2020, between the Company, the lenders party thereto, KfW IPEX-Bank GmbH, as Hermes agent, facility agent, initial mandated lead arrangers and the mandated lead arrangers.

10-Q

10.15

8/10/2020

10.30

Amendment Letter, dated May 11, 2020 in respect of the Icon 3 Hull No. 1402 credit agreement, dated 18 December 2019 between the Company, the lenders and residual risk guarantors party thereto, and KfW IPEX-Bank GmbH as facility agent, CIRR agent, documentation agent, Hermes agent, initial mandated lead arranger and sole bookrunner.

10-Q

10.16

8/10/2020

10.31

Supplemental Agreement in relation to certain amendments in connection with the Silversea negative covenants and the exercise of the Buyer's Stretch Option in respect of Edge 3 (ex. hull no. L34), dated August 29, 2020, among the Company, Hoediscus Finance Limited, Citibank Europe Plc, UK Branch, Citibank N.A., London Branch, Citicorp Trustee Company Limited, HSBC France and Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch

10-Q

10.10

11/4/2020

10.32

Supplemental Agreement in relation to certain amendments in connection with the Silversea negative covenants and the exercise of the Buyer's Stretch Option in respect of Edge 4 (ex. hull no. M34), dated August 29, 2020, by and among the Company, Hoediscus Finance Limited, Citibank Europe Plc, UK Branch, Citibank N.A., London Branch, Citicorp Trustee Company Limited, HSBC France and Sumitomo Mitsui Banking Corporation Europe Limited, Paris Branch

10-Q

10.11

11/4/2020

10.33

Supplemental Agreement in relation to certain amendments in connection with Silversea Cruise Holding Ltd. in respect of Oasis 5 (ex. hull no. C34), dated August 29, 2020, among the Company, Hibisyeu Finance Limited, Citibank Europe Plc, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch and HSBC France

10-Q

10.12

11/4/2020

10.34

Supplemental Agreement in relation to certain amendments in connection with Silversea Cruise Holding Ltd. in respect of Oasis 6 (ex. hull no. A35), dated August 29, 2020, among the Company, Palmeraie Finance Limited, Citibank Europe Plc, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch and HSBC France

10-Q

10.13

11/4/2020

Incorporated By Reference
Exhibit Number Exhibit Description Form Exhibit Filing Date/ Period End Date
10.48
Cruise Policy for Members of the Board of Directors of the Company
10-K 10.35 12/31/2013
12.1
Statement regarding computation of fixed charge coverage ratio*

21.1
List of Subsidiaries*

23.1
Consent of PricewaterhouseCoopers LLP, an independent registered certified public accounting firm*

23.2
Consent of Drinker Biddle & Reath LLP*

24.1
Power of Attorney*

31.1
Certification of Richard D. Fain required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934*

31.2
Certification of Jason T. Liberty required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934*

32.1
Certification of Richard D. Fain and Jason T. Liberty pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code**


*	~~Filed herewith~~


**	~~Furnished herewith~~

~~Interactive Data File~~

Incorporated By Reference

Exhibit Number

Form

Exhibit

Filing Date/ Period End Date

10.35

Fourth Supplemental Agreement relating to a credit agreement in respect of the financing of the acquisition of mv. Celebrity Apex (ex hull no. K34), dated as of October 30, 2020, between Royal Caribbean Cruises Limited, Citibank N.A., London Branch, SMBC Bank International PLC, Citibank Europe PLC, UK Branch, the mandated lead arrangers and the banks and financial institutions party thereto as lenders

10-K

10.69

12/31/2020

10.36

Sixth Supplemental Agreement relating to a credit agreement in respect of the financing of the acquisition of m.v. Symphony of the Seas (ex hull no. B34), dated as of October 30, 2020, between Royal Caribbean Cruises Ltd., Citibank N.A., London Branch, Citibank Europe PLC, UK Branch, the mandated lead arrangers listed therein and the banks and financial institutions party thereto as lenders

10-K

10.72

12/31/2020

10.37

Supplemental Agreement relating to a secured credit facility agreement for Hull No. L34 at Chantiers l’Atlantique S.A., dated November 13, 2020, between Hoediscus Finance Limited, Royal Caribbean Cruises Ltd., Citibank Europe PLC, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, SMBC Bank International PLC, the mandated lead arrangers and the banks and financial institutions party thereto

10-K

10.73

12/31/2020

10.38

Supplemental Agreement relating to a secured credit facility for hull no. M34, dated November 13, 2020, between Houatorris Finance Limited, Royal Caribbean Cruises Ltd., Citibank Europe PLC, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, SMBC Bank International PLC, the mandated lead arrangers and the banks and financial institutions party thereto

10-K

10.74

12/31/2020

10.39

Supplemental Agreement relating to Hull No. C34 at Chantiers de l’Atlantique, dated November 13, 2020, between Hibisyeu Finance Limited, Royal Caribbean Cruises Ltd., Citibank Europe PLC, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, SMBC Bank International PLC, the banks and financial institutions party thereto and the mandated lead arrangers

10-K

10.75

12/31/2020

10.40

Supplemental Agreement relating to Hull No. A35 at Chantiers de l’Atlantique, dated November 13, 2020, between Palmeraie Finance Limited, Royal Caribbean Cruises Ltd., Citibank Europe PLC, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC France, the mandated lead arrangers and the banks and financial institutions party thereo

10-K

10.76

12/31/2020

10.41

Amendment No. 4 in connection with the Credit Agreement in respect of “Odyssey of the Seas” – Hull S-713, dated December 21, 2020, between Royal Caribbean Cruises Ltd., KfW IPEX-Bank GmbH, the mandated lead arrangers and the banks and financial institutions party thereto

10-K

10.80

12/31/2020

10.42

Amendment No. 4 in connection with the Credit Agreement in respect of “Spectrum of the Seas” – Hull S-700, dated December 21, 2020, between Royal Caribbean Cruises Ltd., KfW IPEX-Bank GmbH, the mandated lead arrangers and the banks and financial institutions party thereto

10-K

10.83

12/31/2020

10.43

Amendment No. 2 in connection with the Credit Agreement in respect of Icon 1—Hull 1400, dated as of February 15, 2021, between the Company, the lenders party thereto, KfW IPEX-Bank GmbH, as Hermes agent and facility agent, BNP Paribas Fortis SA/NV as Finnvera agent, the banks and financial institutions listed therein as initial mandated lead arranger, other mandated lead arrangers or lead arrangers and the banks and financial institutions listed therein as lenders

8-K

10.4

2/18/2021

Incorporated By Reference

Exhibit Number

Form

Exhibit

Filing Date/ Period End Date

10.44

Amendment No. 2 in connection with the Credit Agreement in respect of Icon 2—Hull 1401, dated as of February 15, 2021, between the Company, the lenders party thereto, KfW IPEX-Bank GmbH, as Hermes agent and facility agent, BNP Paribas Fortis SA/NV as Finnvera agent, the banks and financial institutions listed therein as initial mandated lead arranger, other mandated lead arrangers or lead arrangers and the banks and financial institutions listed therein as lenders

8-K

10.5

2/18/2021

10.45

Amendment No. 1 in connection with the Credit Agreement in respect of Icon 3—Hull 1402, dated as of February 15, 2021, between the Company, the lenders party thereto, KfW IPEX-Bank GmbH, as Hermes agent, facility agent, initial mandated lead arranger and sole book runner and the banks and financial institutions listed therein as lenders and residual risk guarantors

8-K

10.6

2/18/2021

10.46

Amendment No. 5 in connection with the Credit Agreement in respect of “ODYSSEY OF THE SEAS” – Hull S-713, dated as of February 18, 2021, between Royal Caribbean Cruises Ltd., KfW IPEX-GmbH as administrative agent and Hermes agent and the banks and financial institutions party thereto as lenders

8-K

10.5

2/23/2021

10.47

Amendment No. 5 in connection with the Credit Agreement in respect of “SPECTRUM OF THE SEAS” – Hull S-700, dated as of February 17, 2021, between Royal Caribbean Cruises Ltd., KfW IPEX-GmbH as administrative agent and Hermes agent and the banks and financial institutions party thereto as lenders

8-K

10.7

2/23/2021

10.48

Amendment Agreement in connection with the Credit Agreement in respect of “CELEBRITY APEX” (ex. Hull K34), dated as of February 18, 2021 between Royal Caribbean Cruises Ltd., Citibank N.A., London Branch as global coordinator, SMBC Bank International plc as ECA agent, Citibank Europe plc, UK Branch, as facility agent, the banks and financial institutions listed therein as the mandated lead arrangers and the banks and financial institutions listed as lenders party thereto

8-K

10.12

2/23/2021

10.49

Amendment Agreement in connection with the Credit Agreement in respect of “SYMPHONY OF THE SEAS” (ex. Hull B34), dated as of February 17, 2021 between Royal Caribbean Cruises Ltd., Citibank N.A., London Branch as global coordinator, SMBC Bank International plc as ECA agent, Citibank Europe plc, UK Branch, as facility agent, the banks and financial institutions listed therein as the mandated lead arrangers and the banks and financial institutions listed as lenders party thereto

8-K

10.15

2/23/2021

10.50

Amendment No. 6 in connection with the Credit Agreement in respect of “Odyssey of the Seas” – Hull S-713, dated as of March 10, 2021, between the Company, Kfw IPEX-Bank GmbH as facility agent and Hermes agent, the banks and financial institutions party thereto as mandated lead arrangers and the banks and financial institutions listed therein as lenders.

8-K

10.1

3/16/2021

10.51

Amendment No. 3 in connection with the Credit Agreement in respect of “ICON 1” - Hull 1400, dated as of March 16, 2021, between the Company, KfW IPEX-Bank GmbH as facility agent and Hermes agent, BNP Paribas Fortis SA/NV as Finnvera agent, the banks and financial institutions party thereto as mandated lead arrangers and the banks and financial institutions listed therein as lenders

8-K

10.1

3/19/2021

10.52

Amendment No. 3 in connection with the Credit Agreement in respect of “ICON 2” - Hull 1401, dated as of March 16, 2021, between the Company, KfW IPEX-Bank GmbH as facility agent and Hermes agent, BNP Paribas Fortis SA/NV as Finnvera agent, the banks and financial institutions party thereto as mandated lead arrangers and the banks and financial institutions listed therein as lenders

8-K

10.2

3/19/2021

Incorporated By Reference

Exhibit Number

Form

Exhibit

Filing Date/ Period End Date

10.53

Amendment No. 2 in connection with the Credit Agreement in respect of “ICON 3” - Hull 1402, dated as of March 18, 2021, between the Company, KfW IPEX-Bank GmbH as facility agent and Hermes agent, KfW IPEX-Bank GmbH as the mandated lead arranger, the banks and financial institutions party thereto as mandated lead arrangers and the banks and financial institutions listed therein as lenders

8-K

10.3

3/19/2021

10.54

Third Supplemental Agreement relating to a secured credit facility agreement for Hull No. A35 at Chantiers l’Atlantique S.A., dated July 6, 2021, between Palmeraie Finance Limited, Royal Caribbean Cruises Ltd., Citibank Europe PLC, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC Continental Europe, SMBC Bank International PLC, the mandated lead arrangers and the banks and financial institutions party thereto.

10-Q

10.1

9/30/2021

10.55

F ourth Supplemental Agreement relating to a secured credit facility agreement for Hull No. L34 at Chantiers l’Atlantique S.A., dated July 12, 2021, between Hoediscus Finance Limited, Royal Caribbean Cruises Ltd., Citibank Europe PLC, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC Continental Europe, SMBC Bank International PLC, the mandated lead arrangers and the banks and financial institutions party thereto

10-Q

10.2

9/30/2021

10.56

Fourth Supplemental Agreement relating to a secured credit facility for Hull No. M34 at Chantiers l’Atlantique S.A., dated July 12, 2021, between Houatorris Finance Limited, Royal Caribbean Cruises Ltd., Citibank Europe PLC, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC Continental Europe, SMBC Bank International PLC, the mandated lead arrangers and the banks and financial institutions party thereto

10-Q

10.3

9/30/2021

10.57

Fourth Supplemental Agreement relating to Hull No. C34 at Chantiers de l’Atlantique, dated July 12, 2021, between Hibisyeu Finance Limited, Royal Caribbean Cruises Ltd., Citibank Europe PLC, UK Branch, Citicorp Trustee Company Limited, Citibank N.A., London Branch, HSBC Continental Europe, SMBC Bank International PLC, the mandated lead arrangers and the banks and financial institutions party thereto

10-Q

10.4

9/30/2021

10.58

Amendment No. 7 in connection with the Credit Agreement in respect of Odyssey of the Seas – Hull S-713, dated as of December 22, 2021, 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

8-K

10.1

12/28/2021

10.59

Amendment No. 6 in connection with the Credit Agreement in respect of Spectrum of the Seas – Hull S-700, dated as of December 22, 2021, 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

8-K

10.5

12/28/2021

10.60

Amendment No. 4 in connection with the Credit Agreement in respect of Icon 1 - Hull 1400, dated as of December 22, 2021, 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

8-K

10.13

12/28/2021

10.61

Amendment No. 4 in connection with the Credit Agreement in respect of Icon 2 - Hull 1401, dated as of December 22, 2021, 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

8-K

10.14

12/28/2021

Incorporated By Reference

Exhibit Number

Form

Exhibit

Filing Date/ Period End Date

10.62

Amendment No. 3 in connection with the Credit Agreement in respect of Icon 3 - Hull 1402, dated as of December 22, 2021, between Royal Caribbean Cruises Ltd., the lenders party thereto, and KfW IPEX-Bank GmbH

8-K

10.15

12/28/2021

10.63

Amendment Agreement in connection with the Credit Agreement in respect of Symphony of the Seas - Hull B34, dated as of December 22, 2021, 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

8-K

10.17

12/28/2021

10.64

Amendment Agreement in connection with the Credit Agreement in respect of Celebrity Apex - Hull K34, dated as of December 22, 2021, 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

8-K

10.19

12/28/2021

10.65

Amendment Agreement in connection with the Credit Agreement in respect of Hull A35 at Chantiers de L’Atlantique S.A., dated as of December 22, 2021, 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

8-K

10.20

12/28/2021

10.66

Amendment Agreement in connection with the Credit Agreement in respect of Hull C34 at Chantiers de L’Atlantique S.A., dated as of December 22, 2021, between Royal Caribbean Cruises Ltd., Hibisyeu 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

8-K

10.21

12/28/2021

10.67

Amendment Agreement in connection with the Credit Agreement in respect of Hull L34 at Chantiers de L’Atlantique S.A., dated as of December 22, 2021, between Royal Caribbean Cruises Ltd., Hoediscus 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

8-K

10.22

12/28/2021

10.68

Amendment Agreement in connection with the Credit Agreement in respect of Hull M34 at Chantiers de L’Atlantique S.A., dated as of December 22, 2021, 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

8-K

10.23

12/28/2021

10.69

Hull C34 Credit Agreement, dated as of July 24, 2017, as novated, amended and restated on the Actual Delivery Date pursuant to a Novation Agreement, dated as of July 24, 2017, by and between Royal Caribbean Cruises Ltd., Citibank N.A., Sumitomo Mitsui Banking Corporation Limited (Paris Branch), Citibank Europe plc (UK Branch), and the banks and financial institutions as lender parties thereto

10-K

10.142

12/31/2021

10.70

Hull L34 Credit Agreement, dated as of July 24, 2017, as novated, amended and restated on the Actual Delivery Date pursuant to a Novation Agreement, dated as of July 24, 2017, by and between Royal Caribbean Cruises Ltd., Citibank N.A., SMBC Bank International plc, Citibank Europe plc, and the banks and financial institutions as lender parties thereto

10-Q

10.1

3/31/2022

Incorporated By Reference

Exhibit Number

Form

Exhibit

Filing Date/ Period End Date

10.71

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-Q

10.1

6/30/2022

10.72

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-Q

10.2

6/30/2022

10.73

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-Q

10.9

6/30/2022

10.74

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-Q

10.10

6/30/2022

10.75

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-Q

10.11

6/30/2022

10.76

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-Q

10.12

6/30/2022

10.77

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-Q

10.13

6/30/2022

10.78

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-Q

10.14

6/30/2022

10.79

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-Q

10.15

6/30/2022

Incorporated By Reference

Exhibit Number

Form

Exhibit

Filing Date/ Period End Date

10.80

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-Q

10.16

6/30/2022

10.81

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-Q

10.17

6/30/2022

10.82

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-Q

10.21

6/30/2022

10.83

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-Q

10.27

6/30/2022

10.84

Amendment to Term Loan Agreement, dated as of September 19, 2022, among Royal Caribbean Cruises Ltd., as the Borrower, the various financial institutions party thereto and Bank of America, N.A.

10-Q

10.1

9/30/2022

10.85

LIBOR Replacement Amendment to Term Loan Agreement, dated as of September 19, 2022, between Royal Caribbean Cruises Ltd., as the Borrower and Bank of America, N.A., as Administrative Agent.

10-Q

10.2

9/30/2022

10.86

$1,925M Amended and Restated Credit Agreement, dated as of January 12, 2023, by and among the Company, the various financial institutions party thereto, and JPMorgan Chase Bank, N.A., as administrative agent

10-K

10.72

12/31/2022

10.87

$1,110M Amended and Restated Credit Agreement, dated as of January 12, 2023, by and among the Company, the various financial institutions party thereto, and JPMorgan Chase Bank, N.A., as administrative agent.

10-K

10.73

12/31/2022

10.88

Amendment No. 6 in connection with the Credit Agreement in respect of Hull S-719 dated as of June 21, 2023, between the Company, KfW IPEX-Bank GmbH as facility agent and Hermes agent and the banks and financial institutions listed therein as lenders.

10-Q

10.1

6/30/2023

10.89

Amendment Agreement in connection with the Credit Agreement in respect of “Symphony of the Seas” (ex Hull B34), dated as of June 30, 2023, between the Company, Citibank N.A. London Branch as ECA agent, Citibank Europe plc UK Branch as facility agent, and the banks and financial institutions listed therein as mandated lead arrangers and the banks and financial institutions listed therein as lenders.

10-Q

10.2

6/30/2023

10.90

Amendment No. 8 in connection with the Credit Agreement in respect of “Spectrum of the Seas” – Hull S-700, dated as of June 30, 2023, between the Company, KfW IPEX-Bank GmbH as facility agent and Hermes agent and the banks and financial institutions listed therein as mandated lead arrangers and the banks and financial institutions listed therein as lenders.

10-Q

10.3

6/30/2023

Incorporated By Reference

Exhibit Number

Form

Exhibit

Filing Date/ Period End Date

10.91

Amendment No. 9 in connection with the Credit Agreement in respect of “Odyssey of the Seas” – Hull S-713, dated as of June 30, 2023, between the Company, KfW IPEX-Bank GmbH as facility agent and Hermes agent, the banks and financial institutions listed therein as mandated lead arrangers and the banks and financial institutions listed therein as lenders.

10-Q

10.4

6/30/2023

10.92

Amendment Agreement in connection with the Credit Agreement in respect of Celebrity Apex (ex hull no. K34), dated as of June 30, 2023, between the Company, Citibank N.A., London Bank, as global coordinator, SMBC Bank International plc as ECA agent, Citibank Europe plc, UK Branch as facility agent, the banks and financial institutions listed therein as mandated lead arrangers and the banks and financial institutions listed therein as lenders.

10-Q

10.5

6/30/2023

10.93

Amendment Agreement in connection with the Credit Agreement in respect of “Wonder of the Seas” (ex Hull C34), dated as of June 30, 2023, between the Company, Citibank N.A., London Bank, as global coordinator, SMBC Bank International plc as ECA agent, Citibank Europe plc, UK Branch as facility agent, the banks and financial institutions listed therein as mandated lead arrangers and the banks and financial institutions listed therein as lenders.

10-Q

10.6

6/30/2023

10.94

Amendment Agreement in connection with the Credit Agreement in respect of Hull No. A35 dated as of June 30, 2023, between the Company, Palmeraie Finance Limited, Citibank Europe PLC UK Branch, Citicorp Trustee Company Limited, Citibank N.A. London Branch, HSBC Continental Europe, the banks and financial institutions listed therein as mandated lead arrangers and the banks and financial institutions listed therein as lenders.

10-Q

10.7

6/30/2023

10.95

Amendment Agreement in connection with the Credit Agreement in respect of Hull No. M34, dated as of June 30, 2023, between the Company, Citibank N.A., London Bank, as global coordinator, SMBC Bank International plc as ECA agent and mandated lead arrangers, Citibank Europe plc, UK Branch as facility agent and the banks and financial institutions listed therein as lenders.

10-Q

10.8

6/30/2023

10.96

Amended and Restated Credit Agreement, dated October 4, 2023, by and among the Company, the various financial institutions as are or shall be parties thereto and JPMorgan Chase Bank, N.A., as administrative agent for the lender parties (and as successor to The Bank of Nova Scotia).

8-K

10.1

10/11/2023

10.97

8-K

10.2

10/11/2023

10.98

Amendment No. 5 in connection with the Credit Agreement in respect of “ICON 3” – Hull 1402, dated as of August 11, 2023, between the Company, KfW IPEX-Bank GmbH as facility agent and Hermes agent, and the banks and financial institutions listed therein as lenders.

10-Q

10.1

9/30/2023

10.99

Amendment No. 7 in connection with the Credit Agreement in respect of “ICON 1” – Hull 1400, dated as of September 5, 2023, between the Company, KfW IPEX-Bank GmbH as facility agent and Hermes agent, BNP Paribas Fortis SA/NV as Finnvera agent, the banks and financial institutions listed therein as mandated lead arrangers and lenders.

10-Q

10.2

9/30/2023

Incorporated By Reference

Exhibit Number

Form

Exhibit

Filing Date/ Period End Date

10.100

Novation Agreement relating to a Secured Credit Facility Agreement for Hull No. N34 (Celebrity Xcel), dated December 22, 2023, by and among the Company and the banks and financial institu t ions listed therein *

10.101

Royal Caribbean Cruises Ltd. 2008 Equity Incentive Plan (as amended) †

10-K

10.17

12/31/2016

10.102

Amended and Restated 2008 Equity Incentive Plan †

8-K

10.1

6/3/2022

10.103

T ransition and Separation Agreement, dated as of March 31, 2023, by and between Lisa Lutoff-Perlo and Celebrity Cruises Inc. †

10-Q

10.1

3/31/2023

10.104

F orm of Performance Shares Agreement pursuant to the 2008 Equity Incentive Plan, as amended and restated †

10-Q

10.2

3/31/2023

10.105

Form of Performance Shares Agreement (Vesting into Retirement) pursuant to the 2008 Equity Incentive Plan, as amended and restated †

10-Q

10.3

3/31/2023

10.106

Form of Restricted Stock Unit Agreement for Non-Employee Directors pursuant to the 2008 Equity Incentive Plan, as amended and restated †

10-Q

10.4

3/31/2023

10.107

Form of Restricted Stock Unit Agreement pursuant to the 2008 Equity Incentive Plan, as amended and restated †

10-Q

10.5

3/31/2023

10.108

Form of Restricted Stock Unit Agreement (Vesting into Retirement) pursuant to the 2008 Equity Incentive Plan, as amended and restated †

10-Q

10.6

3/31/2023

10.109

Employment Agreement, dated as of May 20, 2013, by and between the Company and Jason T. Liberty †

10-Q

10.2

6/30/2013

10.110

Employment Agreement, dated as of July 16, 2015, by and between the Company and Michael W. Bayley †

10-Q

10.3

6/30/2015

10.111

Form of First Amendment to Employment Agreement, dated as of February 6, 2015 (entered into between the Company and Mr. Liberty) †

10-K

10.33

12/31/2014

10.112

Employment Agreement, dated as of December 31, 2012, by and between the Company and Harri U. Kulovaara †

10-K

10.26

2/25/2013

10.113

Form of First Amendment to Employment Agreement, dated as of February 6, 2015 (entered into between the Company and each of Messrs. Kulovaara and Liberty) †

10-K

10.33

12/31/2014

10.114

Royal Caribbean Cruises Ltd. Executive Short-Term Bonus Plan †

10-Q

10.4

6/30/2015

10.115

Royal Caribbean Cruises Ltd. Supplemental Executive Retirement Plan †

8-K

10.3

12/8/2005

10.116

Amendment to Royal Caribbean Cruises Ltd. Supplemental Executive Retirement Plan †

10-K

10.31

12/31/2006

10.117

Amendment to Royal Caribbean Cruises Ltd. Supplemental Executive Retirement Plan †

10-K

10.31

12/31/2007

10.118

Amendment to Royal Caribbean Cruises Ltd. Supplemental Executive Retirement Plan †

10-Q

10.1

9/30/2008

10.119

Amendment to Royal Caribbean Cruises Ltd. Supplemental Executive Retirement Plan †

10-K

10.38

12/31/2008

21.1

List of Subsidiaries*

23.1

Consent of PricewaterhouseCoopers LLP, an independent registered public accounting firm*

23.2

Consent of Faegre Drinker Biddle & Reath LLP*

24.1

Power of Attorney*

31.1

Certification of Jason T. Liberty required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934*

31.2

Certification of Naftali Holtz required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934*

Incorporated By Reference

Exhibit Number

Form

Exhibit

Filing Date/ Period End Date

~~101~~32.1

—

Certification of Jason T. Liberty and Naftali Holtz pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code**

97.1

R oyal Caribbean Cruises Ltd. Clawback Policy* †

* Filed herewith

** Furnished herewith

†Management contract or compensatory plan or arrangement.

Interactive Data File


101	The following financial statements from Royal Caribbean Cruises Ltd.'s Annual Report on Form 10-K for the year ended December 31, ~~2017, as filed with the SEC on February 20, 2018,~~2023 formatted in ~~XBRL,~~iXBRL (Inline eXtensible Business Reporting Language) are as follows:
	(i)	the Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015;~~2021;
	(ii)	the Consolidated Balance Sheets at December 31, ~~2017~~2023, and ~~2016;~~2022;
	(iii)	the Consolidated Statements of Cash Flows for the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015;~~2021;
	(iv)	the Consolidated Statements of Shareholders' Equity for the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015;~~2021; and
	(v)	~~(v)~~	the Notes to the Consolidated Financial Statements, tagged in summary and detail.
104		Cover Page Interactive Data File, formatted in iXBRL and contained in Exhibit 101

Item 16. Form 10-K Summary

None.

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.



ROYAL CARIBBEAN CRUISES LTD. (Registrant)
By:			/s/ ~~JASON T. LIBERTY~~NAFTALI HOLTZ
			~~Jason T. Liberty~~ ~~Executive Vice President,~~ Naftali Holtz Chief Financial Officer (Principal Financial Officer and duly authorized signatory)

February ~~20, 2018~~21, 2024

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on February ~~20, 2018.~~

21, 2024.



/s/ ~~RICHARD D. FAIN~~JASON T. LIBERTY
~~Richard D. Fain~~Jason T. Liberty Director ~~Chairman~~ and Chief Executive Officer (Principal Executive Officer)

/s/ ~~JASON T. LIBERTY~~NAFTALI HOLTZ
~~Jason T. Liberty~~Naftali Holtz ~~Executive Vice President,~~ Chief Financial Officer (Principal Financial Officer)

/s/ HENRY L. PUJOL
Henry L. Pujol Senior Vice President, Chief Accounting Officer (Principal Accounting Officer)

*
Richard D. Fain Chairman of the Board

*
John F. Brock Director

*
Stephen R. Howe Jr. Director

*
William L. Kimsey Director

*
Michael O. Leavitt Director
*
Maritza G. Montiel Director

*
Ann S. Moore Director

*
Eyal M. Ofer Director

*
~~Thomas J. Pritzker~~ ~~Director~~

*
~~William K. Reilly~~ ~~Director~~

*
~~Bernt Reitan~~ ~~Director~~

*
Vagn O. Sørensen Director

*
Donald Thompson Director

*
Arne Alexander Wilhelmsen Director

*
Amy C. McPherson Director

*
Rebecca Yeung Director


*By:			/s/ NAFTALI HOLTZ
			Naftali Holtz, as Attorney-in-Fact



*By:	~~/s/ JASON T. LIBERTY~~
	~~Jason T. Liberty,~~ ~~as Attorney-in-Fact~~

ROYAL CARIBBEAN CRUISES LTD.

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

F-1

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders

of Royal Caribbean Cruises Ltd.

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of Royal Caribbean Cruises Ltd. and its subsidiaries (the “Company”) as of December 31, ~~2017~~2023 and ~~2016,~~2022, and the related consolidated statements of comprehensive income (loss), shareholders’ equity and cash flows for each of the three years in the period ended December 31, ~~2017,~~2023, including the related notes (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of December 31, ~~2017,~~2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, ~~2017~~2023 and ~~2016,~~2022, and the results of ~~their~~its operations and ~~their~~its cash flows for each of the three years in the period ended December 31, ~~2017~~2023 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, ~~2017,~~2023, based on criteria established in Internal Control - Integrated Framework(2013)issued by the COSO.

Changes in Accounting Principles

As discussed in Notes 2 and 1 to the consolidated financial statements, effective January 1, 2022, the Company changed the manner in which it accounts for convertible notes and effective October 1, 2021, the Company changed the manner in which it accounts for the consolidation of Silversea Cruises.

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in ~~Management's~~Management’s Report on Internal Control ~~over~~Over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ~~("PCAOB")~~(PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

F-2

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Impairment Assessments – Silversea Cruises Reporting Unit Goodwill and Trade Name

As described in Notes 2, 4 and 5 to the consolidated financial statements, as of December 31, 2023 the Company’s consolidated goodwill balance was $809 million and the goodwill associated with the Silversea Cruises reporting unit was $509 million. The Company’s consolidated indefinite-life intangible assets balance was $321 million which primarily relates to the Silversea Cruises trade name. Management reviews goodwill and indefinite-life intangible assets for impairment annually or, when events or circumstances dictate, more frequently. The quantitative impairment assessment consists of a comparison of the fair value of the reporting unit or asset with its carrying value. Fair value is estimated by management using a probability weighted discounted cash flow model in combination with a market-based valuation approach for reporting units and a relief-from-royalty method for trade names. Management’s principal assumptions for the impairment assessments consisted of forecasted revenues per available passenger cruise day, occupancy rates from existing vessels, vessel operating expenses, terminal growth rate, royalty rate, and weighted average cost of capital (i.e., discount rate).

The principal considerations for our determination that performing procedures relating to the impairment assessments of the Silversea Cruises reporting unit goodwill and trade name is a critical audit matter are (i) the significant judgment by management when developing the fair value estimates of the Silversea Cruises reporting unit and trade name; (ii) a high degree of auditor judgment, subjectivity and effortin performing procedures and evaluating management’s significant assumptions related to forecasted revenues per available passenger cruise day, occupancy rates from existing vessels, terminal growth rates, and discount rates for the goodwill and trade name impairment assessments, vessel operating expenses for the goodwill impairment assessment and the royalty rate for the trade name impairment assessment; and (iii) the audit effort involved the use of professionalswith specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s goodwill and trade name impairment assessments, including controls over the valuation of the Silversea Cruises reporting unit and trade name. These procedures also included, among others, (i) testing management’s process for developing the fair value estimates; (ii) evaluating the appropriateness of the probability weighted discounted cash flow model and relief-from-royalty method used by management; (iii) testing the completeness and accuracy of underlying data used in the probability weighted discounted cash flow model and relief-from-royalty method; and (iv) evaluating the reasonableness of the significant assumptions used by management related to forecasted revenues per available passenger cruise day, occupancy rates from existing vessels, terminal growth rates, and discount rates for the goodwill and trade name impairment assessments, vessel operating expenses for the goodwill impairment assessment, and the royalty rate for the trade name impairment assessment. Evaluating management’s assumptions related to forecasted revenues per available passenger cruise day, occupancy rates from existing vessels, vessel operating expenses and terminal growth rates involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the reporting unit and the Silversea Cruises brand; (ii) the consistency with external market and industry data; and (iii) whether these assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the probability weighted discounted cash flow model and relief-from-royalty method and (ii) the reasonableness of the discount rate and royalty rate assumptions.

/s/ PricewaterhouseCoopers LLP

~~Certified Public Accountants~~

Miami, Florida

February ~~20, 2018~~21, 2024

We have served as the Company’s auditor since at least 1989, which includes periods before the Company became subject to SEC reporting requirements. We have not ~~determined~~been able to determine the specific year we began serving as auditor of the Company.

F-3

ROYAL CARIBBEAN CRUISES LTD.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(in millions, except per share data)


	Year Ended December 31,
	2023		2022		2021
Passenger ticket revenues	$	9,568	$	5,793	$	941
Onboard and other revenues	4,332		3,047		591
Total revenues	13,900		8,840		1,532
Cruise operating expenses:
Commissions, transportation and other	2,001		1,357		208
Onboard and other	809		597		117
Payroll and related	1,197		1,288		838
Food	819		653		164
Fuel	1,150		1,073		385
Other operating	1,799		1,648		1,027
Total cruise operating expenses	7,775		6,616		2,739
Marketing, selling and administrative expenses	1,792		1,583		1,370
Depreciation and amortization expenses	1,455		1,407		1,293
Operating Income (Loss)	2,878		(766)		(3,870)
Other income (expense):
Interest income	36		36		17
Interest expense, net of interest capitalized	(1,402)		(1,364)		(1,292)
Equity investment income (loss)	200		57		(135)
Other (expense) income (1)	(8)		(119)		20
	(1,174)		(1,390)		(1,390)
Net Income (Loss)	1,704		(2,156)		(5,260)
Less: Net Income attributable to noncontrolling interest	7		—		—
Net Income (Loss) attributable to Royal Caribbean Cruises Ltd.	$	1,697	$	(2,156)	$	(5,260)
Earnings (Loss) per Share:
Basic	$	6.63	$	(8.45)	$	(20.89)
Diluted	$	6.31	$	(8.45)	$	(20.89)
Comprehensive Income (Loss)
Net Income (Loss)	$	1,704	$	(2,156)	$	(5,260)
Other comprehensive income (loss):
Foreign currency translation adjustments	(9)		10		16
Change in defined benefit plans	6		49		9
(Loss) Gain on cash flow derivative hedges	(27)		8		4
Total other comprehensive (loss) income	(30)		67		29
Comprehensive Income (Loss)	$	1,674	$	(2,089)	$	(5,231)
Less: Comprehensive Income attributable to noncontrolling interest	7		—		—
Comprehensive Income (Loss) attributable to Royal Caribbean Cruises Ltd.	$	1,667	$	(2,089)	$	(5,231)

____________________________________________________________

(1) Including a $62.6 million net loss related to the 2021 elimination of the Silversea Cruises reporting lag for the year ended December 31, 2021.

The accompanying notes are an integral part of these consolidated financial statements.

F-4

Year Ended December 31,
2017 2016 2015
(in thousands, except per share data)
Passenger ticket revenues $ 6,313,170
$ 6,149,323
$ 6,058,821
Onboard and other revenues 2,464,675
2,347,078
2,240,253
Total revenues 8,777,845
8,496,401
8,299,074
Cruise operating expenses:
Commissions, transportation and other 1,363,170
1,349,677
1,400,778
Onboard and other 495,552
493,558
553,104
Payroll and related 852,990
882,891
861,775
Food 492,857
485,673
480,009
Fuel 681,118
713,676
795,801
Other operating 1,010,892
1,090,064
1,007,926
Total cruise operating expenses 4,896,579
5,015,539
5,099,393
Marketing, selling and administrative expenses 1,186,016
1,108,742
1,086,504
Depreciation and amortization expenses 951,194
894,915
827,008
Impairment of Pullmantur related assets —
—
411,267
7,033,789
7,019,196
7,424,172
Operating Income 1,744,056
1,477,205
874,902
Other income (expense):
Interest income 30,101
20,856
12,025
Interest expense, net of interest capitalized (299,982 ) (307,370 ) (277,725 )
Equity investment income 156,247
128,350
81,026
Other expense⁽¹⁾
(5,289 ) (35,653 ) (24,445 )
(118,923 ) (193,817 ) (209,119 )
Net Income $ 1,625,133
$ 1,283,388
$ 665,783
Basic Earnings per Share:
Net income $ 7.57
$ 5.96
$ 3.03
Diluted Earnings per Share:
Net income $ 7.53
$ 5.93
$ 3.02
Comprehensive Income (Loss)
Net Income $ 1,625,133
$ 1,283,388
$ 665,783
Other comprehensive income (loss):
Foreign currency translation adjustments 17,307
2,362
(30,152 )
Change in defined benefit plans (5,583 ) (1,636 ) 4,760
Gain (loss) on cash flow derivative hedges 570,495
411,223
(406,047 )
Total other comprehensive income (loss) 582,219
411,949
(431,439 )
Comprehensive Income $ 2,207,352
$ 1,695,337
$ 234,344


~~(1)~~	~~Including a $21.7 million loss related to the 2016 elimination of the Pullmantur reporting lag and a net deferred tax benefit of $12.0 million related to the 2015 Pullmantur impairment.~~

ROYAL CARIBBEAN CRUISES LTD.

CONSOLIDATED BALANCE SHEETS

(in millions, except share data)


	As of December 31,
	2023		2022
Assets
Current assets
Cash and cash equivalents	$	497	$	1,935
Trade and other receivables, net of allowances of $6.6 and $11.6 at December 31, 2023 and December 31, 2022, respectively	405		531
Inventories	248		224
Prepaid expenses and other assets	617		456
Derivative financial instruments	25		59
Total current assets	1,792		3,205
Property and equipment, net	30,114		27,546
Operating lease right-of-use assets	611		538
Goodwill	809		809
Other assets, net of allowances of $42.7 and $71.6 at December 31, 2023 and December 31, 2022, respectively	1,805		1,678
Total assets	$	35,131	$	33,776
Liabilities and shareholders' equity
Current liabilities
Current portion of long-term debt	$	1,720	$	2,088
Current portion of operating lease liabilities	65		80
Accounts payable	792		647
Accrued expenses and other liabilities	1,478		1,459
Derivative financial instruments	35		131
Customer deposits	5,311		4,168
Total current liabilities	9,401		8,573
Long-term debt	19,732		21,303
Long-term operating lease liabilities	613		523
Other long-term liabilities	486		508
Total liabilities	30,232		30,907
Commitments and Contingencies (Note 17)
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; 284,672,386 and 283,257,102 shares issued, December 31, 2023 and December 31, 2022, respectively)	3		3
Paid-in capital	7,474		7,285
Accumulated deficit	(10)		(1,707)
Accumulated other comprehensive loss	(674)		(644)
Treasury stock (28,248,125 and 28,018,385 common shares at cost, December 31, 2023 and December 31, 2022, respectively)	(2,069)		(2,068)
Total shareholders’ equity attributable to Royal Caribbean Cruises Ltd	4,724		2,869
Noncontrolling Interest	175		—
Total shareholders' equity	4,899		2,869
Total liabilities and shareholders’ equity	$	35,131	$	33,776

The accompanying notes are an integral part of these consolidated financial statements.

F-5

As of December 31,
2017 2016
(in thousands, except share data)
Assets
Current assets
Cash and cash equivalents $ 120,112
$ 132,603
Trade and other receivables, net 318,641
291,899
Inventories 111,393
114,087
Prepaid expenses and other assets 193,562
209,716
Derivative financial instruments 99,320
—
Total current assets 843,028
748,305
Property and equipment, net 19,735,180
20,161,427
Goodwill 288,512
288,386
Other assets 1,429,597
1,112,206
$ 22,296,317
$ 22,310,324
Liabilities and Shareholders' Equity
Current liabilities
Current portion of long-term debt $ 1,188,514
$ 1,285,735
Accounts payable 360,113
305,313
Accrued interest 47,469
46,166
Accrued expenses and other liabilities 903,022
692,322
Derivative financial instruments 47,464
146,592
Customer deposits 2,243,682
1,965,473
Total current liabilities 4,790,264
4,441,601
Long-term debt 6,350,937
8,101,701
Other long-term liabilities 452,813
645,610
Commitments and contingencies (Note 15)

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; 235,198,901 and 234,613,486 shares issued, December 31, 2017 and December 31, 2016, respectively) 2,352
2,346
Paid-in capital 3,390,117
3,328,517
Retained earnings 9,022,405
7,860,341
Accumulated other comprehensive loss (334,265 ) (916,484 )
Treasury stock (21,861,308 and 20,019,237 common shares at cost, December 31, 2017 and December 31, 2016, respectively) (1,378,306 ) (1,153,308 )
Total shareholders' equity 10,702,303
9,121,412
$ 22,296,317
$ 22,310,324

ROYAL CARIBBEAN CRUISES LTD.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Year Ended December 31,
2017 2016 2015
(in thousands)
Operating Activities
Net income $ 1,625,133
$ 1,283,388
$ 665,783
Adjustments:
Depreciation and amortization 951,194
894,915
827,008
Impairment of Pullmantur related assets —
—
411,267
Net deferred income tax expense (benefit) 1,730
2,608
(10,001 )
Share-based compensation expense 69,459
32,659
36,073
Equity investment income (156,247 ) (128,350 ) (81,026 )
Amortization of debt issuance costs 45,943
52,795
52,153
Gain on sale of property and equipment (30,902 ) —
—
(Gain) loss on derivative instruments not designated as hedges (61,704 ) 45,670
59,162
Changes in operating assets and liabilities:
(Increase) decrease in trade and other receivables, net (32,043 ) 4,759
63,102
Decrease (increase) in inventories 2,424
(1,679 ) 1,197
Decrease (increase) in prepaid expenses and other assets 20,859
11,519
(2,262 )
Increase (decrease) in accounts payable 36,780
29,564
(25,278 )
Increase (decrease) in accrued interest 1,303
7,841
(10,749 )
Increase in accrued expenses and other liabilities 34,215
20,718
33,859
Increase (decrease) in customer deposits 274,705
188,632
(92,849 )
Dividends received from unconsolidated affiliates 109,677
75,942
33,338
Other, net (17,960 ) (4,291 ) (14,411 )
Net cash provided by operating activities 2,874,566
2,516,690
1,946,366
Investing Activities
Purchases of property and equipment (564,138 ) (2,494,363 ) (1,613,340 )
Cash received (paid) on settlement of derivative financial instruments 63,224
(213,202 ) (178,597 )
Investments in and loans to unconsolidated affiliates (10,396 ) (9,155 ) (56,163 )
Cash received on loans to unconsolidated affiliates 62,303
38,213
124,253
Proceeds from sale of property and equipment 230,000
—
—
Other, net ⁽¹⁾
5,415
(46,385 ) (19,128 )
Net cash used in investing activities (213,592 ) (2,724,892 ) (1,742,975 )
Financing Activities
Debt proceeds 5,866,966
7,338,560
4,399,501
Debt issuance costs (51,590 ) (88,241 ) (68,020 )
Repayments of debt (7,835,087 ) (6,365,570 ) (4,118,553 )
Purchase of treasury stock (224,998 ) (299,960 ) (200,000 )
Dividends paid (437,455 ) (346,487 ) (280,212 )
Proceeds from exercise of common stock options 2,525
2,258
11,252
Other, net 3,843
3,249
2,520
Net cash (used in) provided by financing activities (2,675,796 ) 243,809
(253,512 )
Effect of exchange rate changes on cash 2,331
(24,569 ) (17,555 )
Net (decrease) increase in cash and cash equivalents (12,491 ) 11,038
(67,676 )


	Year Ended December 31,
	2023		2022		2021
	(in millions)
Operating Activities
Net Income (Loss)	$	1,704	$	(2,156)	$	(5,260)
Adjustments:
Depreciation and amortization	1,455		1,407		1,293
Net deferred income tax benefit	(8)		(22)		(43)
(Gain) Loss on derivative instruments not designated as hedges	(19)		100		(1)
Share-based compensation expense	126		36		64
Equity investment (income) loss	(200)		(57)		135
Amortization of debt issuance costs, discounts and premiums	109		163		249
Loss on extinguishment of debt	121		94		139
Changes in operating assets and liabilities:
Decrease (increase) in trade and other receivables, net	99		(234)		(182)
Increase in inventories	(24)		(74)		(35)
Increase in prepaid expenses and other assets	(184)		(153)		(152)
Increase in accounts payable	124		75		189
Increase in accrued expenses and other liabilities	13		352		233
Increase in customer deposits	1,143		1,007		1,427
Other, net	18		(57)		66
Net cash provided by (used in) operating activities	4,477		481		(1,878)
Investing Activities
Purchases of property and equipment	(3,897)		(2,710)		(2,230)
Cash received on settlement of derivative financial instruments	35		53		44
Cash paid on settlement of derivative financial instruments	(86)		(356)		(74)
Investments in and loans to unconsolidated affiliates	(31)		—		(70)
Cash received on loans to unconsolidated affiliates	40		19		31
Proceeds from the sale of property and equipment and other assets	13		—		176
Other, net	3		7		(22)
Net cash used in investing activities	(3,923)		(2,987)		(2,145)

Financing Activities
Debt proceeds	7,641		9,787		4,468
Debt issuance costs	(194)		(252)		(202)
Repayments of debt	(9,566)		(7,729)		(2,297)
Premium on repayment of debt	(80)		(49)		(135)
Repayments of commercial paper notes	—		—		(415)
Proceeds from common stock issuances	—		—		1,622
Proceeds from sale of noncontrolling interest	209		—		—
Other, net	(3)		(16)		—
Net cash (used in) provided by financing activities	(1,993)		1,741		3,041

The accompanying notes are an integral part of these consolidated financial statements.

F-6

Cash and cash equivalents at beginning of year 132,603
121,565
189,241
Cash and cash equivalents at end of year $ 120,112
$ 132,603
$ 121,565
Supplemental Disclosures
Cash paid during the year for:
Interest, net of amount capitalized $ 249,615
$ 256,775
$ 248,611

Non-Cash Investing Activities
Purchases of property and equipment included in accounts payable and accrued expenses and other liabilities $ 139,644
$ —
$ —
Notes receivable issued upon sale of property and equipment $ 20,409
$ 213,042
$ —

~~(1)Amount includes $26.0 million in 2016 related to cash included in the divestiture of Pullmantur Holdings.~~

ROYAL CARIBBEAN CRUISES LTD.

CONSOLIDATED STATEMENTS OF CASH FLOWS - CONTINUED


	Year Ended December 31,
	2023		2022		2021
	(in millions)
Effect of exchange rate changes on cash	1		(2)		—
Net decrease in cash and cash equivalents	(1,438)		(767)		(982)
Cash and cash equivalents at beginning of year	1,935		2,702		3,684
Cash and cash equivalents at end of year	$	497	$	1,935	$	2,702
Supplemental Disclosures
Cash paid during the year for:
Interest, net of amount capitalized	$	1,442	$	960	$	834
Non-Cash Investing Activities
Notes receivable issued upon sale of property and equipment and other assets	$	—	$	—	$	16
Purchases of property and equipment included in accounts payable and accrued expenses and other liabilities	$	50	$	34	$	14
Acquisition of property and equipment from assumed debt	$	—	$	277	$	—
Non-Cash Financing Activities
Debt related to acquisition of property and equipment	$	—	$	277	$	—

The accompanying notes are an integral part of these consolidated financial statements.

F-7

Table of Contents

ROYAL CARIBBEAN CRUISES LTD.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY


	Common Stock		Paid-in Capital		Retained Earnings (Accumulated Deficit)		Accumulated Other Comprehensive Income (Loss)		Treasury Stock		Noncontrolling Interest		Total Shareholders' Equity
	(in millions)
Balances at January 1, 2021	$	3	$	5,999	$	5,563	$	(740)	$	(2,064)	$	—	$	8,761
Activity related to employee stock plans	—		63		—		—		—		—		63
Common stock issuance	—		1,496		—		—		—		—		1,496
Changes related to cash flow derivative hedges	—		—		—		4		—		—		4
Change in defined benefit plans	—		—		—		9		—		—		9
Foreign currency translation adjustments	—		—		—		16		—		—		16
Purchases of treasury stock	—		—		—		—		(2)		—		(2)
Net Loss attributable to Royal Caribbean Cruises Ltd.	—		—		(5,260)		—		—		—		(5,260)
Balances at December 31, 2021	$	3	$	7,558	$	303	$	(711)	$	(2,066)	$	—	$	5,087
Activity related to employee stock plans	—		35		—		—		—		—		35
Cumulative effect of adoption of Accounting Standards Update 2020-06	—		(308)		146		—		—		—		(162)
Changes related to cash flow derivative hedges	—		—		—		8		—		—		8
Change in defined benefit plans	—		—		—		49		—		—		49
Foreign currency translation adjustments	—		—		—		10		—		—		10
Purchases of treasury stock	—		—		—		—		(2)		—		(2)
Net Loss attributable to Royal Caribbean Cruises Ltd.	—		—		(2,156)		—		—		—		(2,156)
Balances at December 31, 2022	$	3	$	7,285	$	(1,707)	$	(644)	$	(2,068)	$	—	$	2,869
Activity related to employee stock plans	—		130		—		—		—		—		130
Convertible notes settlements	—		13		—		—		—		—		13
Changes related to cash flow derivative hedges	—		—		—		(27)		—		—		(27)
Change in defined benefit plans	—		—		—		6		—		—		6
Foreign currency translation adjustments	—		—		—		(9)		—		—		(9)
Purchases of treasury stock	—		—		—		—		(1)		—		(1)
Sale of noncontrolling interests	—		46		—		—		—		174		220
Net Income attributable to Noncontrolling interests	—		—		—		—		—		7		7
Dividends from noncontrolling interests	—		—		—		—		—		(6)		(6)
Net Income attributable to Royal Caribbean Cruises Ltd.	—		—		1,697		—		—		—		1,697
Balances at December 31, 2023	$	3	$	7,474	$	(10)	$	(674)	$	(2,069)	$	175	$	4,899

The accompanying notes are an integral part of these consolidated financial statements.

F-8

Common Stock Paid-in Capital Retained Earnings Accumulated Other Comprehensive Income (Loss) Treasury Stock Total Shareholders' Equity
(in thousands)
Balances at January 1, 2015 $ 2,331
$ 3,253,552
$ 6,575,248
$ (896,994 ) $ (649,778 ) $ 8,284,359
Issuance under employee related plans 8
40,497
—
—
—
40,505
Common Stock dividends —
—
(296,169 ) —
—
(296,169 )
Changes related to cash flow derivative hedges —
—
—
(406,047 ) —
(406,047 )
Change in defined benefit plans —
—
—
4,760
—
4,760
Foreign currency translation adjustments —
—
—
(30,152 ) —
(30,152 )
Purchase of Treasury Stock —
3,570
—
—
(203,570 ) (200,000 )
Net income —
—
665,783
—
—
665,783
Balances at December 31, 2015 2,339
3,297,619
6,944,862
(1,328,433 ) (853,348 ) 8,063,039
Issuance under employee related plans 7
30,898
—
—
—
30,905
Common Stock dividends —
—
(367,909 ) —
—
(367,909 )
Changes related to cash flow derivative hedges —
—
—
411,223
—
411,223
Change in defined benefit plans —
—
—
(1,636 ) —
(1,636 )
Foreign currency translation adjustments —
—
—
2,362
—
2,362
Purchases of Treasury Stock —
—
—
—
(299,960 ) (299,960 )
Net income —
—
1,283,388
—
—
1,283,388
Balances at December 31, 2016 2,346
3,328,517
7,860,341
(916,484 ) (1,153,308 ) 9,121,412
Issuance under employee related plans 6
61,600
—
—
—
61,606
Common Stock dividends —
—
(463,069 ) —
—
(463,069 )
Changes related to cash flow derivative hedges —
—
—
570,495
—
570,495
Change in defined benefit plans —
—
—
(5,583 ) —
(5,583 )
Foreign currency translation adjustments —
—
—
17,307
—
17,307
Purchases of Treasury Stock —
—
—
—
(224,998 ) (224,998 )
Net income —
—
1,625,133
—
—
1,625,133
Balances at December 31, 2017 $ 2,352
$ 3,390,117
$ 9,022,405
$ (334,265 ) $ (1,378,306 ) $ 10,702,303

Table of Contents

ROYAL CARIBBEAN CRUISES LTD.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Note 1.1. General

Description of Business

We are a global cruise company. We own and operate three global cruise brands: Royal Caribbean International, Celebrity Cruises and ~~Azamara Club Cruises.~~Silversea Cruises (collectively, our "Global Brands"). We also own a 50% joint venture interest in TUI Cruises GmbH ("TUIC"), which operates the German ~~brand~~brands TUI Cruises ~~a 49% interest in the Spanish brand Pullmantur~~ and ~~have a 36% interest in the Chinese brand SkySea~~Hapag-Lloyd Cruises (collectively, our "Partner Brands"). We account for our investments in our Partner Brands under the equity method of accounting. Together, our Global Brands and our Partner Brands ~~operate~~operated a combined 49fleet of 64 ships as of December 31, ~~2017.~~2023. Our ships ~~operate on~~offer a selection of worldwide itineraries that call on ~~approximately 540~~more than 1,000 destinations in over 120 countries on all seven continents.

Effective July 31, 2016, we sold 51% of our interest in Pullmantur Holdings (formerly known as Royal Caribbean Holdings de España S.L. or "RCHE"), the parent company of the Pullmantur brand. We retain a 49% interest in Pullmantur Holdings as well as full ownership of the four vessels currently operated by the Pullmantur brand under bareboat charter arrangements. We account for the bareboat charters of the vessels to Pullmantur Holdings as operating leases. We also provide certain ship management services to Pullmantur Holdings. We recognized an immaterial gain on the sale of our majority interest in Pullmantur Holdings. We had also retained full ownership of the aircraft which we subsequently sold during 2017. Effective August 2016, we no longer consolidate Pullmantur Holdings in our consolidated financial statements and our investment in the company is accounted for under the equity method of accounting. Refer to Note 6. ~~Other Assets~~ ~~for further information on our retained interest in Pullmantur Holdings and Note 5.~~ ~~Property and Equipment~~ for further information on the sale of the aircraft. The sale did not represent a strategic shift that will have a major effect on our operations and financial results, as we continue to provide similar itineraries to and source passengers from the markets served by the Pullmantur business. Therefore, the sale of Pullmantur Holdings did not meet the criteria for discontinued operations reporting.

Basis for Preparation of Consolidated Financial Statements

The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"). Estimates are required for the preparation of financial statements in accordance with these principles. Actual results could differ from these estimates. Refer to Note 2. 2. Summary of Significant Accounting Policies for a discussion of our significant accounting policies. The Company has changed its presentation from thousands to millions and, as a result, any necessary rounding adjustments have been made to prior period disclosed amounts.

All significant intercompany accounts and transactions are eliminated in consolidation. We consolidate entities over which we have control, usually evidenced by a direct ownership interest of greater than 50%, and variable interest entities where we are determined to be the primary beneficiary. Refer to Note 6. 7. Investments and Other Assets for further information regarding our variable interest entities. For affiliates we do not control but over which we have significant influence on financial and operating policies, usually evidenced by a direct ownership interest from 20% to 50%, the investment is accounted for using the equity method.

Effective March 19, 2021, we sold our wholly-owned brand, Azamara Cruises ("Azamara"), including its three-ship fleet and associated intellectual property, to Sycamore Partners for $201 million, before closing adjustments. The March 2021 sale of Azamara did not represent a strategic shift that will have a major effect on our operations and financial results, as we continue to provide similar itineraries to and source passengers from the markets served by the Azamara business. Therefore, the sale of Azamara did not meet the criteria for discontinued operations reporting. Effective March 19, 2021, we no longer consolidate Azamara's balance sheet nor recognize its results of operations in our consolidated financial statements. We recognized an immaterial gain on the sale during 2021.

Prior to ~~January~~October 1, ~~2016,~~2021, we consolidated the operating results of ~~Pullmantur Holdings~~Silversea Cruises on a ~~two-month~~three-month reporting lag to allow for more timely preparation of our consolidated financial statements. Effective ~~January~~October 1, ~~2016,~~2021, we eliminated the ~~two-month~~three-month reporting lag to reflect ~~Pullmantur Holdings'~~Silversea Cruises' financial position, results of operations and cash flows concurrently and consistently with the fiscal calendar of the Company ("elimination of the ~~Pullmantur~~Silversea reporting lag"). The elimination of the ~~Pullmantur~~Silversea reporting lag ~~represented~~represents a change in accounting principle, which we ~~believed~~believe to be preferable, because it ~~provided~~provides more current information to the users of our financial statements. A change in accounting principle requires retrospective application, if material. The impact of the elimination of the reporting lag was immaterial to prior periods and ~~was~~is immaterial for our fiscal year ended December 31, ~~2016.~~2021. As a result, we have accounted for this change in accounting principle in our consolidated results for the year ended December 31, ~~2016.~~2021. Accordingly, the results of ~~Pullmantur Holdings for November and~~Silversea Cruises from October 1, 2020 to December ~~2015 were~~31, 2021 are included in our consolidated statement of comprehensive ~~income (loss)~~loss for the year ended December 31, ~~2016. The~~2021. To effect the change, we have reflected the third quarter 2021 operating results for Silversea Cruises, which were a net loss of ~~this change was~~

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~~a decrease to net~~$62.6 million within Other (expense) income ~~of $21.7 million, which has been reported within~~ ~~Other expense~~ in our consolidated ~~statements~~statement of comprehensive ~~income (loss)~~loss for the year ended December 31, ~~2016.~~2021.

Note 2.2. Summary of Significant Accounting Policies

Revenues and Expenses

Deposits received on sales of passenger cruises are initially recorded as customer deposit liabilities on our balance sheet. Customer deposits are subsequently recognized as passenger ticket revenues, together with revenues from onboard and other goods and services and all associated cruise operating expenses of a voyage. For further information on revenue recognition, refer to Note 3. Revenue.

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~~Revenues and expenses include port costs that vary with guest head counts. The amounts of such port costs charged to our guests and included within~~ ~~Passenger ticket revenues~~ ~~on a gross basis were $569.5 million, $570.3 million and $561.1 million for the years 2017, 2016 and 2015, respectively.~~ROYAL CARIBBEAN CRUISES LTD.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Cash and Cash Equivalents

Cash and cash equivalents include cash and marketable securities with original maturities of less than 90 days.

Inventories

Inventories consist of provisions, supplies and fuel carried at the lower of cost (weighted-average) or net realizable value.

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation and amortization. ~~We capitalize interest as part of the cost of acquiring certain assets.~~ Improvement costs that we believe add value to our ships are capitalized as additions to the ship, the useful lives of the improvements are estimated and depreciated over the shorter of the improvements' estimated useful lives or that of the associated ~~ship.~~ship, and the replaced assets are disposed of on a net cost basis. In addition, we capitalize interest on borrowings during the active construction period of capital projects. Capitalized interest is added to the cost of the assets and depreciated over the estimated useful lives of the assets. The estimated cost and accumulated depreciation of replaced or refurbished ship components are written off and any resulting losses are recognized in Cruise operating expenses. Liquidated damages received from shipyards as a result of the late delivery of a new ship are recorded as reductions to the cost basis of the ship.

Depreciation of property and equipment is computed using the straight-line method over the estimated useful life of the asset. The useful lives of our ships are generally 3030-35 years, net of a ~~15%~~10%-15% projected residual value. The ~~30-year~~30-35-year useful life ~~of our newly constructed ships~~ and ~~15% associated~~10%-15% residual value are ~~both~~ based on the weighted-average of all major components of a ship. Our useful life and residual value estimates take into consideration the impact of anticipated technological changes, environmental regulations, long-term cruise and vacation market conditions and historical useful lives of similarly-built ships. In addition, we take into consideration our estimates of the weighted-average useful lives of the ships' major component systems, such as hull, superstructure, main electric, engines and cabins. We employ a cost allocation methodology at the component level, in order to support the estimated weighted-average useful lives and residual values, as well as to determine the net cost basis of assets being replaced. Given the very large and complex nature of our ships, our accounting estimates related to ships and determinations of ship improvement costs to be capitalized require considerable judgment and are inherently uncertain. Depreciation for assets under ~~capital~~finance leases is computed using the shorter of the lease term or related asset life, unless the asset is a finance lease due to title transferring or a purchase option that is reasonably certain of being exercised, in which case the asset is depreciated over the related asset life.

Depreciation of property and equipment is computed utilizing the following useful lives:


		Years
Ships		generally, 30-35
Ship improvements		~~Years~~3-25
~~Ships~~		~~generally 30~~
~~Ship improvements~~	~~3-20~~
Buildings and improvements	10-40
Computer hardware and software		3-10
Transportation equipment and other		3-30
Leasehold improvements		Shorter of remaining lease term or useful life 3-30

We periodically review estimated useful lives and residual values for ongoing reasonableness, considering long term views on our intended use of each class of ships and the planned level of improvements to maintain and enhance vessels within those classes. In the event a factor is identified that may trigger a change in the estimated useful lives and residual values of our ships, a review of the estimate is completed.

We review long-lived assets, including right-of-use assets for impairment whenever events or changes in circumstances indicate, based on estimated undiscounted future cash flows, that the carrying ~~amount~~value of these assets may not be fully recoverable. For purposes of recognition and measurement of an impairment loss, long-lived assets are grouped with other assets and

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liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. The lowest level for which we maintain identifiable cash flows that are independent of the cash flows of other assets and liabilities is at the ship level for our ~~ships and, prior to the sale of the aircraft, at the aggregated asset group level for our aircraft.~~ships. If estimated future cash flows are less than the carrying value of an asset, an impairment charge is recognized to the extent its carrying value exceeds fair value.

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a period of thirty to sixty months based on the vessel's age as required by Class. Deferred drydock costs consist of the costs to drydock the vessel and other costs incurred ~~in connection with the drydock~~ which are necessary to maintain the vessel's Class certification. Class certification is necessary in order for our cruise ships to be flagged in a specific country, obtain liability insurance and legally operate as passenger cruise ships. The activities associated with those drydocking costs cannot be performed while the vessel is in service and, as such, are done during a drydock as a planned major maintenance activity. The significant deferred drydock costs consist of hauling and wharfage services provided by the drydock facility, hull inspection and related activities (e.g., scraping, pressure cleaning, bottom painting), maintenance to steering propulsion, thruster equipment and ballast tanks, port services such as tugs, pilotage and line handling, and freight associated with these items. We perform a detailed analysis of the various activities performed for each drydock and only defer those costs that are directly related to planned major maintenance activities necessary to maintain Class. The costs deferred are related to activities not otherwise routinely periodically performed to maintain a vessel's designed and intended operating capability. Repairs and maintenance activities are charged to expense as incurred.

Goodwill

Goodwill represents the excess of cost over the fair value of net tangible and identifiable intangible assets acquired. We review goodwill for impairment at the reporting unit level annually or, when events or circumstances dictate, more frequently. ~~The impairment review for goodwill consists of~~We may first perform a qualitative assessment ofto determine whether it is ~~more-likely-than-not~~more likely than not that a reporting unit is impaired. When assessing goodwill for impairment, our decision to perform a qualitative assessment for an individual reporting unit is influenced by a number of factors, including the carrying value of the reporting unit's goodwill, the significance of the excess of the reporting unit's estimated fair value ~~is less than its~~over carrying ~~amount,~~value at the last quantitative assessment date, macroeconomic conditions, market conditions and ~~if necessary,~~our operating performance.

If we do not perform a ~~two-step goodwill impairment test. Factors to consider when performing the~~ qualitative assessment, include general economic conditions, limitations on accessing capital, changes in forecasted operating results, changes in fuel prices and fluctuations in foreign exchange rates. If the qualitative assessment demonstratesor if we determine that it is ~~more-likely-than-not~~not more likely than not that the ~~estimated~~ fair value of the reporting unit exceeds its carrying ~~value, it is not necessary to perform~~amount, we calculate the two-step goodwill impairment test. We may elect to bypass the qualitative assessment and proceed directly to step one, for any reporting unit, in any period. On a periodic basis, we elect to bypass the qualitative assessment and proceed to step one to corroborate the results of recent years' qualitative assessments. We can resume the qualitative assessment for any reporting unit in any subsequent period. When performing the two-step goodwill impairment test, theestimated fair value of the reporting unit ~~is determined~~using an income approach, which may also include a combination of a market-based valuation approach. The estimation of fair value utilizing a probability weighted discounted cash flow model including numerous uncertainties which require our significant judgment when making assumptions of expected revenues, operating costs, interest rates, ship additions and ~~compared to~~retirements as well as regarding the ~~carrying value~~cruise vacation industry's competitive environment and general economic and business conditions. The principal assumptions used in the probability weighted discounted cash flow model for our 2023 impairment assessment consisted of: (i) forecasted revenues per available passenger cruise day, (ii) occupancy rates from existing vessels, (iii) vessel operating expenses, (iv) terminal growth rate, and (v) weighted average cost of capital (i.e., discount rate). The probability weighted discounted cash flow model uses the ~~net assets allocated~~most current projected operating results for the upcoming fiscal year as a base. We discount the probability weighted projected cash flows using rates specific to the reporting ~~unit.~~unit based on its weighted-average cost of capital. If the fair value of the reporting unit exceeds its carrying value, no ~~further analysis or~~ write-down of goodwill is required. If the fair value of the reporting unit is less than the carrying value of its net assets, an impairment is recognized based on the ~~implied~~amount by which the carrying value of a reporting unit exceeds its fair value, not to exceed the total amount of ~~the reporting unit is~~goodwill allocated to all its underlying assets and liabilities, including both recognized and unrecognized tangible and intangible assets, based on their fair value. If necessary, goodwill is then written down to its implied fair value.such reporting unit.

Intangible Assets

In connection with our acquisitions, we have acquired certain intangible assets to which value has been assigned based on our estimates. Intangible assets that are deemed to have an indefinite life are not amortized, but are subject to an annual impairment test, or when events or circumstances dictate, more frequently. The impairment review for indefinite-life intangible ~~asset~~assets can be performed using a qualitative or quantitative impairment ~~test~~assessment. The quantitative assessment consists of a comparison of the fair value of the ~~indefinite-life intangible~~ asset with its carrying ~~amount.~~value. We estimate the fair value of these assets using a probability weighted discounted cash flow model and various valuation methods depending on the nature of the intangible asset, such as the relief-from-royalty method for trademarks and trade names. The principal assumptions used in the probability weighted discounted cash flow model for our 2023 impairment assessment consisted of: (i) forecasted revenues per available passenger cruise day, (ii) occupancy rates from existing vessels, (iii) terminal growth rate; (iv) royalty rate; and (v) weighted average cost of capital (i.e., discount rate). If the carrying ~~amount~~value exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. If the fair value exceeds its carrying ~~amount,~~value, the indefinite-life intangible asset is not considered impaired.

Other intangible assets assigned finite useful lives are amortized on a straight-line basis over their estimated useful lives.

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Contingencies — Litigation

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probable that we will incur an expense related to the settlement or final adjudication of such matters and whether a reasonable estimation of such probable loss, if any, can be made. In assessing probable losses, we take into consideration estimates of the amount of insurance recoveries, if any, which are recorded as assets when recoverability is probable. We accrue a liability, including legal costs, when we believe a loss is probable and the amount of loss can be reasonably estimated. Due to the inherent uncertainties related to the eventual outcome of litigation and potential insurance recoveries, it is possible that certain matters may be resolved for amounts materially different from any provisions or disclosures that we have previously made.

Advertising Costs

Advertising costs are expensed as incurred except those costs which result in tangible assets, such as brochures, which are treated as prepaid expenses and charged to expense as consumed. Advertising costs consist of media and online advertising as well as brochure, production and direct mail costs.

Media advertising was ~~$233.5~~$379 million, ~~$240.3~~$380 million and ~~$242.8~~$303 million, and brochure, production and direct mail costs were ~~$126.7~~$127 million, ~~$120.8~~$129 million and ~~$127.1~~$89 million for the years ~~2017, 2016~~ended December 31, 2023, 2022 and ~~2015,~~2021, respectively.

Derivative Instruments

We enter into various forward, swap and option contracts to manage our interest rate exposure and to limit our exposure to fluctuations in foreign currency exchange rates and fuel prices. These instruments are recorded on the balance sheet at their fair value and the vast majority are designated as hedges. We also use non-derivative financial instruments designated as hedges of our net investment in our foreign operations and investments. Although certain of our derivative financial instruments do not qualify or are not accounted for under hedge accounting, ~~we do~~our objective is not to hold or issue derivative financial instruments for trading or other speculative purposes.

At inception of the hedge relationship, a derivative instrument that hedges the exposure to changes in the fair value of a firm commitment or a recognized asset or liability is designated as a fair value hedge. A derivative instrument that hedges a forecasted transaction or the variability of cash flows related to a recognized asset or liability is designated as a cash flow hedge.

Changes in the fair value of derivatives that are designated as fair value hedges are offset against changes in the fair value of the underlying hedged assets, liabilities or firm commitments. Gains and losses on derivatives that are designated as cash flow hedges are recorded as a component of Accumulated other comprehensive loss until the underlying hedged transactions are recognized in earnings. The foreign currency transaction gain or loss of our non-derivative financial instruments and the changes in the fair value of derivatives designated as hedges of our net investment in foreign operations and investments are recognized as a component of Accumulated other comprehensive loss along with the associated foreign currency translation adjustment of the foreign ~~operation.~~operation or investment. In certain hedges of our net investment in foreign operations and investments, we exclude forward points from the assessment of hedge effectiveness and amortize the related amounts directly into earnings.

On an ongoing basis, we assess whether derivatives used in hedging transactions are "highly effective" in offsetting changes in the fair value or cash flow of hedged items. WeFor our net investment hedges, we use the dollar offset method to measure effectiveness. For all other hedging programs, we use the long-haul method to assess hedge effectiveness using regression analysis for each hedge ~~relationship under our interest rate, foreign currency and fuel hedging programs. We apply the same~~relationship. The methodology for assessing hedge effectiveness is applied on a consistent basis for ~~assessing hedge effectiveness to all hedges within~~ each one of our hedging ~~program~~programs (i.e., interest rate, foreign currency ship construction, foreign currency net investment and fuel). ~~We perform~~For our regression analyses, ~~over~~we use an observation period of up to three years, utilizing market data relevant to the hedge horizon of each hedge relationship. High effectiveness is achieved when a statistically valid relationship reflects a high degree of offset and correlation between the changes in the fair values of the derivative instrument and the hedged item. The determination of ineffectiveness is based on the amount of dollar offset between the change in fair value of the derivative instrument and the change in fair value of the hedged item at the end of the reporting period. If it is determined that a derivative is not highly effective as a hedge or hedge accounting is discontinued, any change in fair value of the derivative since the last date at which

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it was determined to be effective is recognized in earnings. ~~In addition, the ineffective portion of our highly effective hedges is immediately recognized in earnings and reported in~~ ~~Other expense~~ ~~in our consolidated statements of comprehensive income (loss).~~

Cash flows from derivative instruments that are designated as fair value or cash flow hedges are classified in the same category as the cash flows from the underlying hedged ~~items.~~items in our consolidated statements of cash flows. In the event that hedge accounting is discontinued, cash flows subsequent to the date of discontinuance are classified within investing activities. Cash flows from derivative instruments not designated as hedging instruments are classified as investing activities.

We consider the classification of the underlying hedged item’s cash flows in determining the classification for the designated derivative instrument’s cash flows in our consolidated statements of cash flows. We classify derivative instrument cash flows from hedges of benchmark interest rate or hedges of fuel expense as operating activities due to the nature of the

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hedged item. Likewise, we classify derivative instrument cash flows from hedges of foreign currency risk on our newbuild ship payments as investing ~~activities and derivative instrument cash flows from hedges of foreign currency risk on debt payments as financing~~ activities.

Foreign Currency Translations and Transactions

We translate assets and liabilities of our foreign subsidiaries whose functional currency is the local currency, at exchange rates in effect at the balance sheet date. We translate revenues and expenses at weighted-average exchange rates for the period. Equity is translated at historical rates and the resulting foreign currency translation adjustments are included as a component of Accumulated other comprehensive loss, which is reflected as a separate component of Shareholders' equity. Exchange gains or losses arising from the remeasurement of monetary assets and liabilities denominated in a currency other than the functional currency of the entity involved are immediately included in our earnings, except for certain liabilities that have been designated to act as a hedge of a net investment in a foreign operation or investment. ~~Exchange (losses) gains were $(75.6) million, $39.8 million and $34.6 million for the years 2017, 2016 and 2015, respectively, and were recorded within~~ ~~Other expense~~. The majority of our transactions are settled in United States dollars. Gains or losses resulting from transactions denominated in other currencies are recognized in income at each balance sheet date.

Concentrations of Credit Risk

We monitor our credit risk associated with financial and other institutions with which we conduct significant business and, to minimize these risks, we select counterparties with credit risks acceptable to us and we seek to limit our exposure to an individual counterparty. Credit risk, including but not limited to counterparty nonperformance under derivative instruments, our credit facilities and new ship progress payment guarantees, is not considered significant, as we primarily conduct business with large, well-established financial institutions, insurance companies and export credit agencies, many of which we have long-term relationships with and which have credit risks acceptable to us or where the credit risk is spread out among a large number of counterparties. As of December 31, 2017, we had counterparty credit risk exposure under our derivative instruments of approximately $212.8 million, which was limited to the cost of replacing the contracts in the event of non-performance by the counterparties to the contracts, the majority of which are currently our lending banks. As of December 31, 2016, we did not have any exposure under our derivative instruments. We do not anticipate nonperformance by any of our significant counterparties. In addition, we have established guidelines we follow regarding credit ratings and instrument maturities to maintain safety and liquidity. We do not normally require collateral or other security to support credit relationships; however, in certain circumstances this option is available to us.

Earnings (Loss) Per Share

Basic ~~earnings~~Earnings (Loss) per share is computed by dividing ~~net income~~Net Income (Loss) attributable to Royal Caribbean Cruises Ltd. by the weighted-average number of shares of common stock outstanding during each period. Diluted ~~earnings~~Earnings (Loss) per share incorporates the incremental shares issuable upon the assumed ~~exercise of stock options and~~ conversion of potentially dilutive securities. Effective January 1, 2022, we use the if-converted method to calculate the impact of our convertible notes that may be settled in cash or shares. To the extent dilutive, shares related to our convertible notes are assumed to be converted into common stock at the beginning of the reporting period, and we add back the interest expense to the numerator. If we have a net loss for the period, all potentially dilutive securities will be considered antidilutive, resulting in the same basic and diluted net loss per share amounts for those periods.

Stock-Based Employee Compensation

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We measure and recognize compensation expense at the estimated fair value of employee stock awards. Compensation expense for awards and the related tax effects are recognized as they vest. We use the estimated amount of expected forfeitures to calculate compensation costs for all outstanding awards.

Segment Reporting

We own and operate three global cruise brands, Royal Caribbean International, Celebrity Cruises and Azamara Club Cruises. We also own a 50% joint venture interest with TUI AG which operates the brand TUI Cruises, a 49% interest in the Spanish brand Pullmantur and have a 36% interest in the Chinese brand SkySea Cruises. We believe our brands possess the versatility to enter multiple cruise market segments within the cruise vacation industry. Although each of these brands ~~have~~has its own marketing style as well as ships and crews of various sizes, the nature of the products sold and services delivered by these brands share a common base (i.e., the sale and provision of cruise vacations). Our brands also have similar itineraries as well as similar cost and revenue components. In addition, our brands source passengers from similar markets around the world and operate in similar economic environments with a significant degree of commercial overlap. As a result, our brands have been aggregated as a single reportable segment based on the similarity of their economic characteristics, types of consumers, regulatory environment, maintenance requirements, supporting systems and processes as well as products and services provided. Our ~~Chairman and~~ Chief Executive Officer has been identified as the chief operating decision-maker and all significant operating decisions including the allocation of resources are based upon the analyses of the Company as one segment.

~~Information~~

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Adoption of Accounting Pronouncements

In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2020-04, Reference Rate Reform (Topic 848), which provides optional expedients and exceptions to the current guidance on contract modifications and hedging relationships to ease the financial reporting burdens of the expected market transition from LIBOR and other interbank offered rates to alternative reference rates. Subsequently, in January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848), which presents amendments to clarify that certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivatives that are affected by the discounting transition. The guidance in both ASUs was effective upon issuance. In December 2022, the FASB deferred the date for which this guidance can be applied from December 31, 2022 to December 31, 2024. We adopted the new guidance during 2022. The adoption of this guidance did not have a material impact to our consolidated financial statements based on the change in reference rate from LIBOR to Term SOFR, with the transition being completed during the year ended December 31, 2023.

In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) ("ASU 2020-06"), which simplifies the accounting for convertible instruments. The guidance removes certain accounting models which separate the embedded conversion features from the host contract for convertible instruments, requiring bifurcation only if the convertible debt feature qualifies as a derivative under Accounting Standards Codification ("ASC") 815, Derivatives and Hedging ("ASC 815") or for convertible debt issued at a substantial premium. The ASU removes certain settlement conditions required for equity contracts to qualify for the derivative scope exception, permitting more contracts to qualify for it. In addition, the guidance eliminates the treasury stock method to calculate diluted earnings per share for convertible instruments and requires the use of the if-converted method. The guidance also decreases interest expense due to the reversal of the remaining non-cash convertible debt discount. On January 1, 2022 we adopted this pronouncement using the modified retrospective approach to recognize our convertible notes as single liability instruments given they do not qualify as derivatives under ASC 815, nor were they issued at a substantial premium. Accordingly, as of January 1, 2022, we recorded a $162 million increase to debt, primarily as a result of the reversal of the remaining non-cash convertible debt discount, as well as a reduction of $308 million to additional paid in capital, which resulted in a cumulative effect on adoption of approximately $146 million to increase retained earnings.

In September 2022, the FASB issued ASU No. 2022-04, Liabilities-Supplier Finance Programs (Subtopic 405-50) - Disclosure of Supplier Finance Program Obligations. This ASU requires that a buyer in a supplier finance program disclose sufficient information about the program to allow a user of financial statements to understand the program’s nature, activity during the period, changes from period to period, and potential magnitude. This ASU is expected to improve financial reporting by requiring new disclosures about the programs, thereby allowing financial statement users to better consider the effect of the programs on an entity’s working capital, liquidity, and cash flows. We adopted ASU No. 2022-04 effective January 1, 2023. The adoption did not have a material impact to our consolidated financial statements and related disclosures.

Recent Accounting Pronouncements

In August 2023, the FASB issued ASU No. 2023-05, Business Combinations - Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement. This ASU provides guidance requiring a joint venture to initially measure all contributions received upon its formation at fair value. The guidance is intended to provide users of joint venture financial statements with more decision-useful information. This ASU is effective for joint venture entities with a formation date on or after January 1, 2025 on a prospective basis. Early adoption is permitted, and joint ventures formed prior to the adoption date may elect to apply the new guidance retrospectively back to their original formation date. We are currently evaluating the impact of the new guidance on our consolidated financial statements.

In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This ASU requires enhanced disclosures about significant segment expenses and other segment items and requires companies to disclose all annual disclosures about segments in interim periods. This ASU also requires public entities with a single reportable segment to provide all the disclosures required by the amendments in this ASU and all existing segment disclosures in Topic 280. The amendments in this ASU are intended to improve financial reporting by requiring disclosure of incremental segment information on an annual and interim basis for all public entities to enable investors to develop more decision-useful financial analyses. The amendments in this ASU are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted and the amendments should be applied retrospectively to all periods presented. We are currently evaluating the impact of the new guidance on our consolidated financial statements and related disclosures.

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The new guidance is intended to enhance the transparency and decision usefulness of income tax disclosures,

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primarily through standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. This ASU is effective for annual periods beginning after December 15, 2024 on a prospective basis. Early adoption and retrospective application is permitted. We are currently evaluating the impact of the new guidance on our consolidated financial statements and related disclosures.

Reclassifications

For the year ended December 31, 2023, we no longer separately present Impairments and Credit losses in our consolidated statements of comprehensive income (loss). As a result, amounts presented in prior periods were reclassified to Other Operating to conform to the current year presentation.

For the year ended December 31, 2023, we no longer separately present Accrued interest in our consolidated balance sheets. As a result, amounts presented in prior periods were reclassified to Accrued expenses and other liabilities to conform to the current year presentation.

For the year ended December 31, 2023, we no longer separately present Amortization of debt discounts and premiums;Increase (decrease) in accrued interest; and Impairments and Credit losses in our cash flows from Operating Activities within our consolidated statements of cash flows. As a result, amounts presented in prior periods were reclassified to Amortization of debt issuance costs, discounts and premiums;Increase in accrued expenses and other liabilities; and Other, net, respectively,within Operating Activities to conform to the current year presentation.

Note 3. Revenue

Revenue Recognition

Revenues are measured based on consideration specified in our contracts with customers and are recognized as the related performance obligations are satisfied.

The majority of our revenues are derived from passenger cruise contracts which are reported within Passenger ticket revenues in our consolidated statements of comprehensive income (loss). Our performance obligation under these contracts is to provide a cruise vacation in exchange for the ticket price. We receive payment before we satisfy this performance obligation and recognize revenue over the duration of each cruise, which generally ranges from two to 24 nights.

Passenger ticket revenues include charges to our guests for port costs that vary with passenger head counts. These types of port costs, along with port costs that do not vary by passenger head counts, are included in our operating expenses. The amounts of port costs charged to our guests and included within Passenger ticket revenues on a gross basis were $896 million, $639 million and $105 million for the years ended December 31, 2023, 2022 and 2021, respectively.

Our total revenues also include Onboard and other revenues, which consist primarily of revenues from the sale of goods and services onboard our ships that are not included in passenger ticket prices. We receive payment before or concurrently with the transfer of these goods and services to cruise passengers and recognize revenue over the duration of the related cruise.

As a practical expedient, we have omitted disclosures on our remaining performance obligations as the duration of our contracts with customers is less than a year.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Disaggregated Revenues

The following table disaggregates our total revenues by geographic ~~area is shown~~regions where we provide cruise itineraries (in millions):


	Year Ended December 31,
	2023		2022		2021
Revenues by itinerary
North America(1)	$	8,707	$	5,716	$	1,040
Asia/Pacific	993		372		128
Europe	2,685		1,754		180
Other Regions(2)	847		540		78
Total revenues by itinerary	13,232		8,382		1,426
Other revenues(3)	668		458		106
Total revenues	$	13,900	$	8,840	$	1,532

(1) Includes the United States, Canada, Mexico and the Caribbean.

(2) Includes seasonality impacted itineraries primarily in ~~the table below.~~ South and Latin American countries.

(3) Includes revenues primarily related to cancellation fees, vacation protection insurance, casino operations, pre- and post-cruise tours and fees for operating certain port facilities. Amounts also include revenues related to procurement and management related services we perform on behalf of our unconsolidated affiliates. Refer to Note 7. Investments and Other Assets for more information on our unconsolidated affiliates.

Passenger ticket revenues are attributed to geographic areas based on where the reservation originates. For the years ended December 31, 2023, 2022 and 2021, our guests were sourced from the following areas:


	Year Ended December 31,
	2023		2022		2021
Passenger ticket revenues:
United States	74	%	75	%	76	%
All other countries (1)	26	%	25	%	24	%

2017
2016
2015
Passenger ticket revenues:

United States 59%
55% 55%
All other countries 41%
45% 45%
(1) No other individual country's revenue exceeded 10% for the years ended December 31, 2023, 2022 and 2021.

~~Recent Accounting Pronouncements~~Customer Deposits and Contract Liabilities

~~Revenue~~Our payment terms generally require an upfront deposit to confirm a reservation, with the balance due prior to the cruise. Deposits received on sales of passenger cruises are initially recorded as Customer deposits in our consolidated balance sheets and subsequently recognized as passenger ticket revenues or onboard revenues during the duration of the cruise. ASC 606, Revenues from Contracts with Customers, defines a “contract liability” as an entity’s obligation to transfer goods or services to a customer for which the entity has received consideration from the customer. We do not consider customer deposits to be a contract liability until the customer no longer retains the unilateral right, resulting from the passage of time, to cancel such customer's reservation and receive a full refund. Customer deposits presented in our consolidated balance sheets include contract liabilities of $2.6 billion and $1.8 billion as of December 31, 2023 and December 31, 2022, respectively.

~~In May 2014, amended GAAP guidance was issued~~During the COVID-19 pandemic we provided flexibility to ~~clarify the principles used to recognize revenue for all entities. The guidance also requires more detailed disclosures and provides additional guidance for transactions~~guests with bookings on sailings that were cancelled by allowing guests to receive future cruise credits (“FCC”). As of December 31, 2023, our customer deposit balance includes $371 million of unredeemed FCCs. Our FCCs are not ~~comprehensively addressed~~refundable and do not have expiration dates. Based upon our analysis of historical redemption experience, we believe a portion of our FCCs are not probable of being used in the prior accounting guidance. This guidance must be applied using one of two retrospective application methods and will be effective for our annual reporting period beginning after December 15, 2017, including interim periods therein.

We have elected the modified retrospective method which will involve applying the guidance retrospectively only to the most current period presented in the consolidated financial statements and recognizing the cumulative effect of initially applying the guidance as an adjustment to the January 1, 2018 opening balance of retained earnings, if any. We have completed our evaluation of potential changes to our core revenues using the five-step model supported by the new revenue standard, including our accounting for customer loyalty programs and promotional offerings.future periods. Based on our ~~assessment,~~current estimates, we recognized an immaterial amount of FCC breakage revenue during the ~~adoption~~year ended December 31, 2023. We will continue to monitor changes in redemption behavior and estimate and record revenue associated with breakage when the likelihood of ~~this newly issued guidance is not expected~~the customer exercising their remaining rights becomes remote.

Contract Receivables and Contract Assets

Although we generally require full payment from our customers prior to ~~have~~their cruise, we grant credit terms to a ~~material impact to the timing of recognition~~relatively small portion of our ~~core revenues, but will require us to enhance our disclosures with respect to our~~ revenue ~~recognition policies.~~

~~Leases~~

~~In February 2016, amended GAAP guidance was issued to increase~~sourced in select markets outside of the ~~transparency and comparability of lease accounting among organizations. For leases with~~United States. As a term greater than 12 months, the amendments require the lease rights and obligations arising from the leasing arrangements, including operating leases, to be recognized as assets and liabilities on the balance sheet. The amendments also expand the required disclosures surrounding leasing arrangements.

result, we have outstanding receivables

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

~~The guidance must be applied using a retrospective application method~~from passenger cruise contracts in those markets. We also have receivables from credit card merchants for cruise ticket purchases and ~~will be effective for financial statements issued for fiscal years beginning~~goods and services sold to guests during cruises that are collected before, during or shortly after ~~December 15, 2018~~the cruise voyage. In addition, we have receivables due from concessionaires onboard our vessels. These receivables are included within Trade and ~~interim periods within those years. Early adoption is permitted. We are currently evaluating the impact of the adoption of this newly issued guidance to~~other receivables, net in our consolidated ~~financial statements.~~balance sheets.

Our credit card processors agreements require us, under certain circumstances, to maintain a reserve that can be satisfied by posting collateral. As of December 31, 2023, none of our credit card processors required us to maintain a reserve.

~~Classification~~We have contract assets that are conditional rights to consideration for satisfying the construction services performance obligations under a service concession arrangement. As of ~~Certain Cash Receipts~~December 31, 2023 and ~~Cash Payments~~

~~In August 2016, amended GAAP guidance was issued to clarify how certain cash receipts~~2022, our contract assets were $167 million and ~~cash payments are presented~~$168 million, respectively, and classified in the statement of cash flows. The amendments are aimed at reducing the existing diversity in practice. The guidance should be applied using a retrospective transition method to each period presented and will be effective for annual periods beginning after December 15, 2017 and interim periodswere included within ~~those annual periods. Early adoption is permitted, including adoption~~ Other assets in ~~an interim period. We intend to adopt the guidance on the date of initial application, January 1, 2018. The adoption of this newly issued guidance is not expected to have a material impact to~~ our consolidated ~~financial statements.~~balance sheets. Given the short duration of our cruises and our collection terms, we do not have any other significant contract assets.

Assets Recognized from the Costs to Obtain a Contract with a Customer

~~Intra-Entity Transfers~~Prepaid travel advisor commissions and prepaid credit and debit card fees are an incremental cost of ~~Assets Other Than Inventory~~

~~In October 2016, amended GAAP guidance was issued~~obtaining contracts with customers that ~~requires the income tax consequences of an intra-entity transfer of~~we recognize as an asset and include within Prepaid expenses and other ~~than inventory, to be~~assets in our consolidated balance sheets. Prepaid travel advisor commissions and prepaid credit and debit card fees were $257 million and $178 million as of December 31, 2023 and 2022, respectively. Our prepaid travel advisor commissions and prepaid credit and debit card fees are recognized at the time ~~that~~of revenue recognition or at the ~~transfer occurs, rather than when the asset is sold to an outside party. The new guidance is effective for annual~~time of voyage cancellation, and interim reporting periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of an annual period for which financial statements have not been issued. The guidance is required to be adopted retrospectively by recording a cumulative-effect adjustment to retained earnings as of the beginning of the adoption period. The adoption of this newly issued guidance is not expected to have a material impact toare reported primarily within Commissions, transportation and other in our ~~consolidated financial statements.~~

~~Service Concession Arrangements~~

In May 2017, amended GAAP guidance was issued to clarify who should be viewed as the customer under service concession arrangements. A service concession arrangement is an arrangement under which a public sector entity (“grantor”), such as a Port Authority, grants a private entity (“operator”), such as the Company, the right to operate the grantor's infrastructure for a specified period of time. The amended guidance will require the Company to evaluate the relationship with the grantor and identify the multiple performance obligations that may exist under these concession arrangements, including consideration of construction services that may be performed, operational services, and any other maintenance or ancillary services performed under the service concession. In addition, the amended guidance will require that all revenue streams identified under such arrangements be evaluated with the grantor as the customer, irrespective of whether some of the revenues are paid by third-party users of the infrastructure under concession. The clarification will enable a more consistent application of the new Revenue from Contracts with Customers guidance, which along with this clarification guidance, will be effective for our annual reporting period beginning after December 15, 2017, including interim periods therein. This guidance must be applied using one of two retrospective application methods. The adoption of this newly issued guidance is not expected to have a material impact to our consolidated financial statements.

~~Derivatives and Hedging~~

In August 2017, amended GAAP guidance was issued to simplify and improve the financial reporting of hedging relationships to better portray the economic results of an entity's risk management activities in its financial statements. In addition to changes in designation and measurement for qualifying hedge relationships, the guidance requires an entity to report the earnings effect of the hedging instrument in the same income statement line item in which the earnings effect of the hedged item is reported. As a result, hedge ineffectiveness will no longer be separately measured or reported. This guidance will be effective for our annual reporting period beginning after December 15, 2018, including interim periods therein. Early adoption is permitted in any interim period after issuance of this guidance. All transition

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~~ROYAL CARIBBEAN CRUISES LTD.~~

~~NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)~~

requirements and elections should be applied to hedging relationships existing on the date of adoption. The effect of the adoption should be reflected as of the beginning of the fiscal year of adoption. We plan to early adopt this guidance in the first quarter of 2018. The adoption for this newly issued guidance is not expected to have a material impact on our consolidated financial statements.

~~Reclassifications~~

~~For the year ended December 31, 2016, restructuring charges of $8.5 million have been reclassified from~~ ~~Restructuring charges~~ ~~into~~ ~~Marketing, selling and administrative expenses~~ ~~in the~~ consolidated statements of comprehensive income (loss) ~~in order to conform to the current year presentation.~~.

Note 3.4. Goodwill

~~The carrying amount~~As of November 30, 2023, we performed our annual goodwill impairment review and determined there was no impairment of goodwill ~~attributable to our Royal Caribbean International~~for the Silversea Cruises and ~~Celebrity Cruises reporting units and the changes in such balances during the years ended December 31, 2017 and December 31, 2016 were as follows (in thousands):~~

Royal
Caribbean
International Celebrity Cruises Total
Balance at December 31, 2015 $ 286,764
$ —
$ 286,764
Goodwill attributable to purchase of Ocean Adventures⁽¹⁾
—
1,600
1,600
Foreign currency translation adjustment (10 ) 32
22
Balance at December 31, 2016 286,754
1,632
288,386
Foreign currency translation adjustment 126
—
126
Balance at December 31, 2017 $ 286,880
$ 1,632
$ 288,512


~~(1)~~	In 2016, we purchased Ocean Adventures. The acquisition was accounted for as a business purchase combination using the purchase method of accounting which requires the use of fair value measurements. The business combination, including purchase transaction and assets acquired, was immaterial to our consolidated financial statements.

~~During the fourth quarter of 2017, we performed a qualitative assessment of whether it was more-likely-than-not that our~~ Royal Caribbean International reporting ~~unit's fair value was less than its carrying amount before applying~~units.

The principal assumptions used in the ~~two-step~~discounted cash flow analyses that support our Silversea Cruises and Royal Caribbean International reporting unit goodwill impairment ~~test. The qualitative analysis included assessing~~assessment consisted of:

•Forecasted revenues per available passenger cruise day;

•Occupancy rates from existing vessels;

•Vessel operating expenses;

•Terminal growth rate; and

•Weighted average cost of capital (i.e., discount rate)

In respect to the impact of certain factors such as general economic conditions, limitations on accessing capital, changes in forecasted operating results, changes in fuel prices and fluctuations in foreign exchange rates. Based on our qualitative assessment,Silversea Cruises reporting unit, we ~~concluded that it was more-likely-than-not that~~determined the ~~estimated~~ fair value of the ~~Royal Caribbean International~~Silversea Cruises reporting unit exceeded its carrying value ~~and thus, we~~by approximately 63%, as of November 30, 2023. We did not ~~proceed to~~perform interim impairment evaluations during the ~~two-step goodwill impairment test. No indicators of impairment exist primarily because the reporting unit's fair value has consistently exceeded its carrying value by~~quarters ended March 31, 2023, June 30, 2023, and September 30, 2023 as no triggering events were identified. We used a ~~significant margin and forecasts of operating results generated by the reporting unit appear sufficient to support its carrying value. As~~probability weighted discounted cash flow model in combination with a ~~result of our assessment, we did not record an impairment of goodwill~~market-based valuation approach for the ~~year ended December 31, 2017.~~Silversea reporting unit. This requires the use of assumptions (described above) that are subject to risk and uncertainties.

~~For the year ended December 31, 2016, we did not record an impairment of goodwill for our reporting units.~~

~~During the fourth quarter of 2015, we performed our annual impairment review of goodwill for~~In respect to the Royal Caribbean International reporting unit. We elected to bypass the qualitative assessment and proceeded directly to step one of the two-step goodwill impairment test to corroborate the results of prior years' qualitative assessments. As a result of the test,Reporting unit, we determined the fair value of the Royal Caribbean International reporting unit exceeded its carrying value by ~~approximately 90% resulting in~~more than 100% as of November 30, 2023. We did not perform interim impairment evaluations during the quarters ended March 31, 2023, June 30, 2023, and September 30, 2023 as no ~~impairment~~triggering events were identified. This requires the use of assumptions (described above) that are subject to ~~the~~risk and uncertainties.

The carrying value of goodwill attributable to our Royal Caribbean International, ~~goodwill for~~Celebrity Cruises, and Silversea Cruises reporting units during the ~~year~~years ended December 31, ~~2015.~~2023 and 2022 were as follows (in millions):


	Royal Caribbean International		Celebrity Cruises		Silversea Cruises		Total


Balance at December 31, 2022	$	296	$	4	$	509	$	809
Balance at December 31, 2023	$	296	$	4	$	509	$	809

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ROYAL CARIBBEAN CRUISES LTD.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

~~In 2015, for our Pullmantur reporting unit, we reviewed the two-step goodwill~~Accumulated impairment ~~test based on our cash flow projections. As a result of this analysis, we determined that~~losses to the carrying value of ~~the Pullmantur~~goodwill attributable to our reporting ~~unit exceeded its fair value. Accordingly, upon the completion~~units were $576 million as of the two-step impairment test, we recognized a goodwill impairment charge of $123.8 million. The charge reflected the full carrying amount of the goodwill leaving Pullmantur with no goodwill on its books. This impairment charge was recognized in earnings during the third quarter of 2015December 31, 2023 and ~~is reported within~~ ~~Impairment of Pullmantur related assets~~ ~~within our consolidated statements of comprehensive income (loss).~~December 31, 2022.

Note 4.5.Intangible Assets

Intangible assets consist of finite and indefinite-life assets and are reported in within Other assets in our consolidated balance sheets. ~~The carrying amount~~

As of November 30, 2023, we performed our annual trade name impairment review and determined no impairment losses existed at the date of this annual assessment for this indefinite-life intangible ~~assets was~~asset. We determined the fair value of the Silversea Cruises trade name exceeded its carrying value by approximately 62% at the date of this annual assessment. We did not ~~material for the years ended December 31, 2017 and December 31, 2016.~~

~~During the third quarter of 2015, we performed an~~perform interim impairment ~~evaluation~~evaluations during the quarters ended March 31, 2023, June 30, 2023, and September 30, 2023 as no triggering events were identified.

The determination of ~~Pullmantur's trademarks and~~our trade ~~names~~name fair values using a probability weighted discounted cash flow model and various valuation methods depending on the nature of the intangible asset, such as the relief-from-royalty method, requires the use of assumptions that are subject to ~~compare~~risk and uncertainties. The principal assumptions used in the ~~fair value~~discounted cash flow analyses that support the Silversea Cruises trade name impairment assessment consisted of:

•Forecasted revenues per available passenger cruise day;

•Occupancy rates from existing vessels;

•Terminal growth rate;

•Royalty rate; and

•Weighted average cost of ~~these indefinite-lived~~capital (i.e., discount rate).

The following is a summary of our intangible assets to its carrying value. We used a discount rate comparable to the rate used in valuing the Pullmantur reporting unit in our goodwill impairment test. Based on our cash flow projections, we determined that the fair value of Pullmantur’s trademarks and trade names no longer exceeded their carrying value. Accordingly, we recognized an impairment charge of approximately $174.3 million to write down trademarks and trade names to their fair value. The charge reflected the full carrying amount of the trademark and trade names leaving Pullmantur with no intangible assets on its books. This impairment charge was recognized in earnings during the third quarter of 2015 and is reported within ~~Impairment of Pullmantur related assets~~ ~~within our consolidated statements of comprehensive income (loss).~~

~~Finite-life intangible assets had a gross carrying amount and accumulated amortization amount of $11.6 million and $3.7 million, respectively,~~ as of December 31, ~~2017, consisting~~2023 (in millions, except weighted average amortization period):


	As of December 31, 2023
	Remaining Weighted Average Amortization Period (Years)	Gross Carrying Value		Accumulated Amortization		Accumulated Impairment Losses		Net Carrying Value
Finite-life intangible assets:
Customer relationships	9.6	$	97	$	35	$	—	$	62
Galapagos operating license	20.6	48		13		—		35
Total finite-life intangible assets		145		48		—		97
Indefinite-life intangible assets (1)		352		—		31		321
Total intangible assets, net		$	497	$	48	$	31	$	418

(1) Primarily relates to the Silversea Cruises trade name representing approximately $318.7 million.

The following is a summary of ~~operating licenses to operate in the Galapagos Islands. As~~our intangible assets as of December 31, ~~2017, the remaining~~2022 (in millions, except weighted average ~~remaining life~~amortization period):

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ROYAL CARIBBEAN CRUISES LTD.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)


	As of December 31, 2022
	Remaining Weighted Average Amortization Period (Years)	Gross Carrying Value		Accumulated Amortization		Accumulated Impairment Losses		Net Carrying Value
Finite-life intangible assets:
Customer relationships	10.6	$	97	$	29	$	—	$	68
Galapagos operating license	21.6	48		11		—		37
Total finite-life intangible assets		145		40		—		105
Indefinite-life intangible assets (1)		352		—		31		321
Total intangible assets, net		$	497	$	40	$	31	$	426

(1) Primarily relates to the Silversea Cruises trade name representing approximately ~~26.6 years. Amortization expense~~$319 million.

The estimated future amortization for finite-life intangible assets ~~was immaterial to our consolidated financial statements.~~for each of the next five years is $8 million.

Note 5.6. Property and Equipment

Property and equipment consists of the following (in ~~thousands)~~millions):


	2017			2016
	As of December 31,							As of December 31,
	2023						2023		2022
Ships	$	23,714,745		$	23,978,822
Ship improvements	2,410,525			2,359,639
Ships under construction	642,235			354,425
Land, buildings and improvements, including leasehold improvements and port facilities	250,079			341,605
Computer hardware and software, transportation equipment and other	762,512			1,108,301
Total property and equipment	27,780,096			28,142,792
Less—accumulated depreciation and amortization	(8,044,916		)	(7,981,365		)
	$	19,735,180		$	20,161,427
	$

Ships under construction include progress payments for the construction of new ships as well as planning, design, capitalized interest and other associated costs. We capitalized interest costs of ~~$24.2~~$99 million, ~~$25.3~~$64 million, and ~~$26.5~~$59 million for the years ~~2017, 2016~~ended December 31, 2023, 2022 and ~~2015,~~2021, respectively.

~~During 2017,~~In June 2023, we ~~sold~~took delivery of Silver Nova. In November 2023, we took delivery of Celebrity Ascent and Icon of the Seas. In our ~~three aircraft~~consolidated statement of cash flows for the year ended December 31, 2023, the acceptance of the ships and 6%satisfaction of our ~~ownership stake in Wamos Air, S.A. (formerly known~~obligations under the shipbuilding contract were classified as ~~Pullmantur Air, S.A.)~~outflows and constructive disbursements within Investing Activities while the amounts novated and effectively advanced from our lenders under our previously committed financing arrangements were classified as inflows and constructive receipts within Financing Activities.

In January and April 2022, we took delivery of Wonder of the Seas and Celebrity Beyond, respectively. In July 2022, we purchased the Silver Endeavour for our Silversea Cruises brand for $277 million, including transaction fees. The ship entered service during the fourth quarter of 2022. Refer to ~~Wamos Air, S.A. In connection with~~Note 8. Debt for further information on our ship financings.

Long-lived Assets impairments

During the ~~sale transaction, we extended two loans to Wamos Air, S.A. totaling €17.3 million, or approximately $20.8 million based on the exchange rate at~~years ended December 31, ~~2017. The loans accrue interest at rates ranging from 4.78% to 5.35% per annum, amortize through maturity~~2023 and 2022, there were no material impairment charges recognized. Any impairment charges recognized on Long-lived Assets used in our operations are generally reported within Other operating in our consolidated statements of ~~October 2019 and July 2021, respectively, and are secured by first priority security interests over the aircraft engines and shares sold~~comprehensive income (loss).

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ROYAL CARIBBEAN CRUISES LTD.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

~~in connection with the transaction. The sale resulted in an immaterial gain that was recognized in earnings during the fourth quarter of 2017. Post-sale, we retain a 13% interest in Wamos Air, S.A.~~

~~During 2017, we entered into agreements with Meyer Turku to build two Icon-class ships for our Royal Caribbean International brand~~Note 7. Investments and ~~we entered into an agreement to purchase a ship for our Azamara Club Cruises brand. Refer to Note 15.~~ ~~Commitments and Contingencies~~ ~~for further information.~~

~~In March 2017, we sold~~ ~~Legend of the Seas~~ ~~to an affiliate of TUI AG, our joint venture partner in TUI Cruises. The sale resulted in a gain of $30.9 million and is reported within~~ ~~Other operating~~ ~~within~~ ~~Cruise operating expenses~~ ~~in our consolidated statements of comprehensive income (loss) for the year ended December 31, 2017.~~

~~During 2016, we sold our 51% interest in Pullmantur Holdings. For further information on the sale transaction, refer to Note 1.~~ ~~General~~. Due to this sale and the resulting change in the nature of the cash flows generated by the vessels that are owned by us and operated by Pullmantur Holdings, we reviewed these vessels for impairment and determined that the undiscounted future cash flows of the vessels exceeded their carrying value; therefore, no impairment was required at the time of the sale.

~~In April 2016, we sold~~ ~~Splendour of the Seas~~ to TUI Cruises. Concurrent with the acquisition, TUI Cruises leased the ship to an affiliate of TUI AG, our joint venture partner in TUI Cruises, which now operates the ship. The gain recognized did not have a material effect to our consolidated financial statements.

During 2015, in conjunction with performing the two-step goodwill impairment test for the Pullmantur reporting unit, we identified that the estimated fair value of certain long-lived assets, consisting of two ships and three aircraft were less than their carrying values. As a result of this determination, we evaluated these assets pursuant to our long-lived asset impairment test, resulting in an impairment charge of $113.2 million to write down these assets to their estimated fair values. This impairment charge was recognized in earnings during the third quarter of 2015 and is reported within ~~Impairment of Pullmantur related assets~~ ~~within our consolidated statements of comprehensive income (loss).~~

~~During 2015, Pullmantur sold~~ ~~Ocean Dream~~ to an unrelated third-party for $34.6 million. The purchase price was paid via a secured promissory note, payable over a nine-year period. The buyer's obligations under this loan accrue interest at the rate of 6.0% per annum and are secured by a first priority mortgage on the ship. The sale resulted in an immaterial gain that was deferred and is expected to be recognized at the end of the nine-year term.

~~Note 6.~~Other Assets

A Variable Interest Entity ("VIE") is an entity in which the equity investors have not provided enough equity to finance the entity's activities or the equity investors (1) cannot directly or indirectly make decisions about the entity's activities through their voting rights or similar rights; (2) do not have the obligation to absorb the expected losses of the entity; (3) do not have the right to receive the expected residual returns of the entity; or (4) have voting rights that are not proportionate to their economic interests and the entity's activities involve or are conducted on behalf of an investor with a disproportionately small voting interest. We hold equity interests in ventures related to our cruise operations. We account for the majority of these investments as either an equity method investment or a controlled subsidiary.

Effective March 31, 2023, we closed on the partnership agreement with iCON Infrastructure Partners VI, L.P. ("iCON"). This partnership will own, develop, and manage cruise terminal facilities and infrastructure in key ports of call, initially including several development projects in Italy and Spain. As part of the transaction with iCON we also agreed to sell 80% of the entity which owns our terminal at PortMiami. Refer below to equity method investments and controlled subsidiaries for further information on the transaction. In addition, the partnership will pursue additional port infrastructure developments, including future plans to own, develop, and manage an infrastructure project in the U.S. Virgin Islands.

Unconsolidated investments ("equity method investments")

We have determined that TUI Cruises GmbH ("TUIC"), our 50%-owned joint venture, which operates the ~~brand~~brands TUI Cruises and Hapag-Lloyd Cruises, is a VIE. We have determined that we are not the primary beneficiary of TUIC. We believe that the power to direct the activities that most significantly impact TUIC’s economic performance is shared between ourselves and TUI AG, our joint venture partner. All the significant operating and financial decisions of TUIC require the consent of both parties, which we believe creates shared power over TUIC. Accordingly, we do not consolidate this entity and account for this investment under the equity method of accounting.

As of December 31, ~~2017,~~2023, the net book value of our investment in ~~TUI Cruises~~TUIC was ~~approximately $624.5~~$657 million, primarily consisting of ~~$422.8~~$566 million in equity and a loan of ~~€166.5~~€71 million, or approximately ~~$199.8~~$79 million, based on the exchange rate at December 31, ~~2017.~~2023. As of December 31, ~~2016,~~2022, the net book value of our investment in ~~TUI Cruises~~TUIC was ~~approximately $517.0~~$466 million, primarily consisting of ~~$323.5~~$361 million in equity and a loan of ~~€182.3~~€87 million, or approximately ~~$192.4~~$93 million, based on the exchange rate at December 31, ~~2016.~~2022. The loan, which was made in connection with the sale of Splendour of the Seas in April 2016, accrues interest at a rate of 6.25% per annum and is payable over 10 years. This loan is 50% guaranteed by TUI AG ~~our joint venture partner in TUI Cruises,~~ and is secured by a first priority mortgage on the ship. ~~Refer to Note 5.~~ ~~Property and Equipment~~ ~~for further information. The majority of these amounts were included within~~ ~~Other assets~~ ~~in our consolidated balance sheets.~~

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~~ROYAL CARIBBEAN CRUISES LTD.~~

~~NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)~~

In addition, we and TUI AG have each guaranteed the repayment by TUI Cruises of 50% of a bank loan. As of December 31, 2017, the outstanding principal amount of the loan was €95.1 million, or approximately $114.2 million based on the exchange rate at December 31, 2017. While this loan matures in May 2022, the lenders have agreed to release each shareholder's guarantee if certain conditions are met by April 2018. The loan amortizes quarterly and is secured by first mortgages on the ~~Mein Schiff 1~~ ~~and Mein Schiff 2~~ ~~vessels. Based on current facts and circumstances, we do not believe potential obligations under our guarantee of this bank loan are probable.~~

Our investment amount, outstanding term loan and the potential obligations under the bank loan guarantee are substantially our maximum exposure to loss in connection with our investment in TUI Cruises. We have determined that we are not the primary beneficiary of TUI Cruises. We believe that the power to direct the activities that most significantly impact TUI Cruises’ economic performance are shared between ourselves and TUI AG. All the significant operating and financial decisions of TUI Cruises require the consent of both parties, which we believe creates shared power over TUI Cruises. Accordingly, we do not consolidate this entity and account for this investment under the equity method of accounting.

~~TUI Cruises~~TUIC has two newbuild ships on order scheduled to be delivered in each of 2018 and 2019. TUI Cruises has in place agreements for the secured financing of each of the ships on order for up to 80% of the contract price. The remaining portion of the contract price of the ships is expected to be funded through an existing €150.0 million, or approximately $180.1 million based on the exchange rate at December 31, 2017, bank facility and TUI Cruises’ cash flows from operations. The various ship construction and financing agreements which include certain restrictions on each of our and TUI AG’s ability to reduce our current ownership interest in ~~TUI Cruises~~TUIC below 37.55% through ~~2021.~~

~~We have determined that Pullmantur Holdings, in which we have a 49% noncontrolling interest, is a VIE for which we~~May 2033. Our investment amount and outstanding term loan are not the primary beneficiary, as we do not have the power to direct the activities that most significantly impact the entity's economic performance. Accordingly, following the sale of our 51% interest in Pullmantur Holdings to Springwater Capital LLC ("Springwater") in 2016, we do not consolidate this entity and we account for this investment under the equity method of accounting. As of December 31, 2017,substantially our maximum exposure to loss in ~~Pullmantur Holdings was approximately $53.7 million consisting of loans and other receivables. As of December 31, 2016,~~connection with our ~~maximum exposure to loss~~investment in ~~Pullmantur Holdings was approximately $43.7 million consisting of loans and other receivables. These amounts were included within~~ ~~Trade and other receivables, net~~ ~~and~~ ~~Other assets~~ ~~in our consolidated balance sheets.~~TUIC.

In conjunction with the sale of our 51% interest in Pullmantur Holdings, we agreed to provide a non-revolving working capital facility to a Pullmantur Holdings subsidiary in the amount of up to €15.0 million or approximately $18.0 million based on the exchange rate at December 31, 2017. Proceeds of the facility, which may be drawn through July 2018, will bear interest at the rate of 6.5% per annum and are payable through 2022. Springwater has guaranteed repayment of 51% of the outstanding amounts under the facility. As of December 31, 2017, no amounts had been drawn on this facility. See Note 1. ~~General~~ ~~for further discussion on the sales transaction.~~

We have determined that Grand Bahama Shipyard Ltd. ("Grand Bahama"), a ship repair and maintenance facility in which we have a 40% noncontrolling interest, is a VIE. This facility serves cruise and cargo ships, oil and gas tankers and offshore units. We utilize this facility, among other ship repair facilities, for our regularly scheduled drydocks and certain emergency repairs as may be required. ~~During the year ended December 31, 2017 and 2016, we made payments of $16.0 million and $39.8 million, respectively, to Grand Bahama for ship repair and maintenance services.~~ We have determined that we are not the primary beneficiary of this facility, as we do not have the power to direct the activities that most significantly impact the facility's economic performance. Accordingly, we do not consolidate this ~~entity~~entity.

During the second half of 2023, we formed a 50%-owned joint venture with the other 40% shareholder of Grand Bahama to operate Floating Docks S. DE RL. (“Floating Docks”). Floating Docks will construct two floating drydocks, with delivery dates expected in 2025 and ~~we account for this investment~~2026, that will be leased to Grand Bahama and allow it to service the entire range of cruise ships in operation and under construction, as well as much of the world’s commercial shipping fleet. We and our joint venture partner have each guaranteed 50% of certain installment payments payable by Floating Docks under the ~~equity method~~drydock and related construction contracts, which are contingent on the achievement of ~~accounting. As~~certain construction milestones, bringing our total payment guarantees to $46 million as of December 31, ~~2017, the net book value of our~~2023. Our investment in ~~Grand Bahama was approximately $49.4 million, consisting~~Floating Docks, including loans, is immaterial to our consolidated financial statements as of ~~$32.4 million in equity and a loan of $17.0 million. As of~~ December 31, ~~2016~~, the net book value of our investment in Grand Bahama was approximately $47.0 million, consisting of $23.2 million in equity and a loan of $23.8 million. These amounts represent our maximum exposure to loss related to our investment in Grand Bahama. During the first quarter of 2016, our debt agreement with Grand Bahama was amended to extend the maturity by 10 years and increase the applicable interest rate to the lower

2023.

~~F-19~~

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

of (i) LIBOR plus 3.50% and (ii) 5.50%. Interest payable on the loan is due on a semi-annual basis. We have experienced strong payment performance on the loan since its amendment, and as a result completed an evaluation and review of the loan resulting in a reclassification of the loan to accrual status as of October 2017. During the year ended December 31, 2017, we received principal and interest payments of approximately $15.7 million. During the year ended December 31, 2016, we received payments of approximately $14.8 million. The loan balance is included within ~~Other assets~~ in our consolidated balance sheets. The loan is currently accruing interest under the effective yield method, which includes the recognition of previously unrecognized interest that accumulated while the loan was in non-accrual status.

We monitor credit risk associated with the loan through our participation on Grand Bahama's board of directors along with our review of Grand Bahama's financial statements and projected cash flows. Based on this review, we~~believe the risk of loss associated with the outstanding loan is not probable as of December 31, 2017.~~

We have determined that ~~Skysea Holding International Ltd. ("Skysea Holding"), in which we have a 36% noncontrolling interest,~~Floating Docks is a VIE. During the second quarter of 2017, we made an equity contribution of $7.1 million which increased our equity interest from 35% to 36%. The contribution was made pursuant to a funding arrangement in which the entity's three largest investors agreed to contribute a total of $30.0 million in proportion to their equity interest in a series of installments. We have determined that we are not the primary beneficiary of ~~Skysea Holding~~Floating Docks since we believe that the power to direct the activities that most significantly impact Floating Docks' economic performance is shared between ourselves and our joint venture partner. All the significant operating and financial decisions of Floating Docks require the consent of both parties which we believe creates shared power over Floating Docks. Accordingly, we do not consolidate this entity and account for this investment under the equity method of accounting.

As part of the transaction with iCON, we sold our controlling interest in two Italian entities for an immaterial amount of net proceeds and recognized an immaterial gain on the sale. At closing, we have determined that the partnership and both Italian entities are VIE's. These entities in Italy represent development projects to own, develop, and manage cruise terminal facilities in key ports of call. We have determined that we are not the primary beneficiary for either of these entities as we do not have the power to direct the activities that most significantly impact the ~~entity's~~ economic performance. Accordingly, we do not consolidate this entity and we account for this investment under the equity method of accounting. In December 2014, we and Ctrip.com International Ltd, which also owns 36% of Skysea Holding, each provided a debt facility to a wholly owned subsidiary of Skysea Holding in the amount of $80.0 million, with an applicable interest rate of 6.5% per annum, which mature in January 2030. Due to recent payment performance, the loans were classified to non-accrual status in 2017. The facilities, which are pari passu to each other, are each 100% guaranteed by Skysea Holding and are secured by first priority mortgages on the ship ~~Golden Era.~~ As of December 31, 2017, the net book value of our investment in Skysea Holding and its subsidiaries was approximately $96.0 million, consisting of $4.4 million in equity and loans and other receivables of $91.6 million. As of December 31, 2016, the net book value of our investment in Skysea Holding and its subsidiaries was approximately $98.0 million, consisting of $9.2 million in equity and loans and other receivables of $88.8 million. The majority of these ~~amounts were included within~~ ~~Other assets~~ ~~in our consolidated balance sheets and represent our maximum exposure to loss related to our investment in Skysea Holding.~~

We monitor credit risk associated with the loan through our participation on Skysea Holding's board of directors along with our review of Skysea Holding's financial statements and projected cash flows. Based on this review, we~~believe the risk of loss associated with the outstanding loan is not probable as of December 31, 2017.~~entities.

The following tables set forth information regarding our investments accounted for under the equity method of accounting, including the entities discussed above (in ~~thousands)~~millions):


	Year ended December 31,
	2023		2022		2021
Share of equity income (loss) from investments	$	200	$	57	$	(135)
Dividends received (1)	$	11	$	1	$	—

For the period ended December 31,
2017 2016 2015
Share of equity income from investments $ 156,247
$ 128,350
$ 81,026
Dividends received $ 109,677
$ 75,942
$ 33,338
(1) Represents dividends received net of tax withholdings.

As of December 31,
2017 2016
Total notes receivable due from equity investments $ 314,323
$ 323,636
Less-current portion⁽¹⁾
38,658
40,742
Long-term portion⁽²⁾
$ 275,665
$ 282,894


	As of December 31,
	2023		2022
Total notes receivable due from equity investments	$	105	$	101
Less-current portion (1)	19		18
Long-term portion (2)	$	86	$	83

(1) Included within Trade and other receivables, net in our consolidated balance sheets.

(2)Included within Other assets in our consolidated balance sheets.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

~~(1) Included within~~ ~~Trade and other receivables, net~~ ~~in our consolidated balance sheets.~~

~~(2)Included within~~ ~~Other assets~~ ~~in our consolidated balance sheets.~~

We also provide ship management services to TUI Cruises GmbH, Pullmantur Holdings and Skysea Holding. Additionally, we bareboat charter to Pullmantur Holdings the vessels currently operated by its brands, which were retained by us following the sale of our 51% interest in Pullmantur Holdings. We recorded the following as it relates to these services in our operating results within our consolidated statements of comprehensive income (loss) (in thousands):

For the period ended December 31,
2017 2016 2015
Revenues $ 53,532
$ 30,517
$ 20,217
Expenses $ 15,176
$ 12,795
$ 15,669

Summarized financial information for our affiliates accounted for under the equity method of accounting was as follows (in ~~thousands)~~millions):


	As of December 31,
	2023		2022
Current assets	$	528	$	658
Non-current assets	5,264		4,838
Total assets	$	5,792	$	5,496

Current liabilities	$	1,464	$	1,145
Non- current liabilities	2,907		3,381
Total liabilities	$	4,371	$	4,526


	Year ended December 31,
	2023		2022		2021
Total revenues	$	2,328	$	1,539	$	679
Total expenses	(1,857)		(1,416)		(897)
Net income (loss)	$	471	$	123	$	(218)

Consolidated investments ("controlled subsidiaries")

As part of the transaction with iCON, we sold an 80% interest in the entity which owns our terminal at PortMiami for $208.9 million and retained a 20% minority interest, effective March 31, 2023. We also sold a noncontrolling interest in another entity which is developing a port project in Spain for an immaterial amount. We have determined that both of these entities are VIEs, and we are the primary beneficiary as we have the power to direct the activities that most significantly impact the facility’s economic performance. Accordingly, we will continue to consolidate both entities. The cash consideration received for the sale of the PortMiami terminal company, net of transaction costs, was allocated between paid in capital and noncontrolling interest using the net book value of our investment in the PortMiami terminal, as presented in the statement of shareholders' equity.

Other Assets

Credit Losses

We reviewed our receivables for credit losses in connection with the preparation of our financial statements for the year ended December 31, 2023. In evaluating the allowance, management considered factors such as historical loss experience, the types of loans and the amount of loans in the loan portfolio, adverse situations that may affect the borrower’s ability to repay, the estimated value of any underlying collateral, peer group information and prevailing economic conditions. Our credit loss allowance as of December 31, 2023, primarily relates to credit losses recognized on notes receivable for the previous sale of certain property and equipment of $43 million which were originated in 2015 and 2020.

The following table summarizes our credit loss allowance related to receivables (in millions):


	Credit Loss Allowance
Balance at January 1, 2022	$	100
Credit loss (recovery), net	(10)
Write-offs	(7)
Balance at December 31, 2022	83
Credit loss (recovery), net	(12)
Write-offs	(22)
Balance at December 31, 2023	$	49

F-22

As of December 31,
2017 2016
Current assets $ 532,330
$ 492,707
Non-current assets 3,673,613
2,942,580
Total assets $ 4,205,943
$ 3,435,287

Current liabilities $ 1,152,193
$ 887,175
Non- current liabilities 1,974,166
1,704,495
Total liabilities $ 3,126,359
$ 2,591,670

Equity attributable to:
Noncontrolling interest $ 1,753
$ 1,544

For the period ended December 31,
2017 2016 2015
Total revenues $ 1,994,014
$ 1,340,662
$ 990,172
Total expenses (1,684,276 ) (1,078,470 ) (830,898 )
Net income $ 309,738
$ 262,192
$ 159,274

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ROYAL CARIBBEAN CRUISES LTD.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 8. Debt

~~Note 7.Long-Term~~ Debt

~~Long-term debt~~ consists of the following (in ~~thousands)~~millions):


			As of December 31,
	Interest Rate(1)	Maturities Through	2023		2022
Fixed rate debt:
Unsecured senior notes	3.70% - 11.63%	2026 - 2030	$	7,899	$	7,199
Secured senior notes	8.25%	2029	1,000		2,371
Unsecured term loans	1.28% - 5.89%	2027 - 2035	6,569		4,561
Convertible notes	6.00%	2025	1,150		1,725
Total fixed rate debt			16,618		15,856
Variable rate debt(2):
Unsecured revolving credit facilities(3)	7.25% -7.50%	2025 - 2028	899		2,744
USD unsecured term loans	5.99% - 9.98%	2024 - 2037	3,666		4,336
Euro unsecured term loans	5.26% -6.10%	2024 - 2026	443		535
Total variable rate debt			5,008		7,615
Finance lease liabilities			369		351
Total debt (4)			21,995		23,822
Less: unamortized debt issuance costs			(543)		(431)
Total debt, net of unamortized debt issuance costs			21,452		23,391
Less—current portion			(1,720)		(2,088)
Long-term portion			$	19,732	$	21,303

(1)Interest rates based on outstanding loan balance as of December 31, 2023, and for variable rate debt, includes either EURIBOR or Term SOFR plus the applicable margin.

(2)During the year ended December 31, 2023, we completed our transition from LIBOR to Term SOFR rates for all of our variable rate facilities, with such transition having taken effect at the interest reset date for each such facility.

2017 2016
$1.4 billion unsecured revolving credit facility, LIBOR plus 1.175%, currently 2.64% and a facility fee of 0.20%, due 2020 $ 300,000
$ 925,000
$1.2 billion unsecured revolving credit facility, LIBOR plus 1.175%, currently 2.58% and a facility fee of 0.20%, due 2022 280,000
805,000
Unsecured senior notes and senior debentures, 2.65% to 7.50%, due 2018, 2020, 2022, 2027 and 2028 1,866,359
1,073,261
$200 million unsecured term loan, LIBOR plus 1.30% —
200,000
$841.8 million unsecured term loan, LIBOR plus 1.00%, currently 2.52% due through 2028 736,604
806,756
$226.1 million unsecured term loan, 2.53%, due through 2028 197,837
216,677
€700.7 million unsecured term loan, EURIBOR plus 1.15% currently 1.15%, due through 2028 736,020
708,417
$742.1 million unsecured term loan, LIBOR plus 1.30%, currently 2.81%, due through 2027 587,497
649,338
$273.2 million unsecured term loan, LIBOR plus 1.75% —
273,166
$519 million unsecured term loan, LIBOR plus 0.45%, currently 2.00%, due through 2020 129,786
173,049
$420 million unsecured term loan, 5.41%, due through 2021 135,514
171,444
$420 million unsecured term loan, LIBOR plus 1.65%, currently 3.21%, due through 2021 140,000
175,000
€159.4 million unsecured term loan, EURIBOR plus 1.58%, currently 1.58%, due through 2021 63,798
70,082
$524.5 million unsecured term loan, LIBOR plus 0.50%, currently 1.96%, due through 2021 174,833
218,542
$566.1 million unsecured term loan, LIBOR plus 0.37%, currently 1.90%, due through 2022 212,276
259,448
$1.1 billion unsecured term loan, LIBOR plus 1.65%, currently 3.21%, due through 2022 345,877
460,652
$632.0 million unsecured term loan, LIBOR plus 0.40%, currently 1.86%, due through 2023 315,979
368,643
$673.5 million unsecured term loan, LIBOR plus 0.40%, currently 1.92%, due through 2024 392,860
448,983
$65.0 million unsecured term loan, LIBOR plus 1.45%, currently 3.02%, due through 2019 65,227
67,027
$380.0 million unsecured term loan, LIBOR plus 1.45%, currently 3.02%, due 2018 380,000
380,000
$791.1 million unsecured term loan, LIBOR plus 1.30%, currently 2.85%, due through 2026 593,331
659,256
$290.0 million unsecured term loan, LIBOR plus 1.75% —
290,000
€365 million unsecured term loan, EURIBOR plus 1.75% —
123,963
$7.3 million unsecured term loan, LIBOR plus 2.5% —
3,964
$30.3 million unsecured term loan, LIBOR plus 3.75%, currently 5.29%, due through 2021 5,400
6,597
€80.0 million unsecured term loan, EURIBOR plus 1.32% currently 1.32%, due through 2024 14,267
—
Capital lease obligations 33,139
40,385
Total debt 7,706,604
9,574,650
Less: unamortized debt issuance costs (167,153 ) (187,214 )
Total debt, net of unamortized debt issuance costs 7,539,451
9,387,436
Less: current portion (1,188,514 ) (1,285,735 )
Long-term portion $ 6,350,937
$ 8,101,701
(3)Advances under our unsecured revolving credit facilities accrue interest at Term SOFR plus a 0.10% credit adjustment spread plus an interest rate margin primarily at 1.80%. Based on applicable Term SOFR rates, as of December 31, 2023, the maximum interest rate under the unsecured credit facilities was 7.50%. We also pay a facility fee primarily at 0.20% of the total commitments under such facility.

(4)At December 31, 2023 and 2022, the weighted average interest rate for total debt was 6.06% and 6.23%, respectively.

Unsecured Revolving Credit Facilities

In ~~October 2017,~~January 2023, we amended and ~~restated~~extended the majority of our ~~$1.2 billion~~two unsecured revolving credit ~~facility due August 2018.~~facilities. The amendment ~~reduced the applicable margin and~~ extended the ~~termination date~~maturities of $2.3 billion of the $3.0 billion aggregate revolving capacity by one year to April 2025, with the remainder maturing in April 2024. In October ~~2022. The applicable margin and facility fee vary with our debt rating and are currently 1.175% and 0.20%, respectively. In December 2017,~~2023, we ~~also amended and restated our $1.4 billion~~refinanced both unsecured revolving credit ~~facility due June 2020~~facilities as well as the $502 million unsecured term loan scheduled to ~~reduce pricing~~fully mature in ~~line with the amended pricing~~October 2024, bringing our aggregate revolving credit capacity to $3.5 billion. As of December 31, 2023, $1.7 billion of the ~~$1.2~~commitments are scheduled to mature in October 2026, $1.7 billion of the commitments are scheduled to mature in October 2028, and the remaining $97 million of commitments are scheduled to mature in April 2025. As of December 31, 2023, we had undrawn capacity of $2.6 billion under our unsecured revolving credit ~~facility. These amendments did not result~~facilities.

Convertible Notes

In June 2023, our remaining $350 million of the 4.25% Convertible Senior Notes matured. The notes were settled using a combination of $338 million in cash, and the issuance of approximately 374,000 shares of common stock. The issuance of equity increased additional paid in capital by an immaterial amount.

~~F-22~~

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

In November 2023, our remaining $225 million of the 2.875% Convertible Senior Notes matured. The notes were settled using a combination of $225 million in cash and the issuance of approximately 147,000 shares of common stock. The issuance of equity increased additional paid in capital by an immaterial amount.

2023 Debt financing transactions

In February 2023, we issued $700 million aggregate principal amount of 7.25% senior guaranteed notes due January 2030 ("7.25% Priority Guaranteed Notes"). Upon closing, we terminated our commitment for the $700 million 364-day term loan facility. In addition, the remaining $350 million backstop committed financing was also terminated upon closing, which resulted in ~~the~~an immaterial loss on extinguishment of debt. ~~Accordingly,~~

In June 2023, we took delivery of Silver Nova. To finance the delivery, we borrowed a total of $503 million under the committed financing agreement, resulting in an unsecured term loan which is 95% guaranteed by Euler Hermes. The unsecured loan amortizes semi-annually over 12 years and bears interest at a fixed rate of 4.21% per annum.

During 2023, we repaid the remaining $1.4 billion of our 11.50% secured senior notes due June 2025, which resulted in a total loss on extinguishment of debt of $105 million that was recognized within Interest expense, net of interest capitalized within our consolidated statements of comprehensive income (loss) for the year ended December 31, 2023.

In October 2023, in connection with the revolving credit facilities refinancing described above, we paid the remaining $502 million of the $0.6 billion unsecured term loan due October 2023 which was previously amended in September 2022 to extend the maturity date of advances under the facilities held by consenting lenders by 12 months to October 2024. The payment resulted in an immaterial loss on extinguishment of debt recognized within Interest expense, net of interest capitalized within our consolidated statements of comprehensive income (loss) for the year ended December 31, 2023.

In November 2023, we took delivery of Celebrity Ascent. To finance the delivery, we borrowed a total of $844 million under the committed financing agreement, resulting in an unsecured term loan which is 100% guaranteed by Bpifrance Assurance Export. The unsecured loan amortizes semi-annually over 12 years. The majority of the loan bears interest at a fixed rate of 3.18% per annum and a portion of the loan bears interest at a floating rate equal to Term SOFR plus a margin of 1.45%. Based on applicable Term SOFR rates, as of December 31, ~~2017, we have an aggregate revolving borrowing capacity of $2.6 billion.~~2023, the unsecured term loan weighted average interest rate was 3.33%.

In November ~~2017,~~2023, we ~~issued $300 million~~took delivery of ~~2.65% and $500 million~~Icon of ~~3.70% unsecured senior notes due 2020 and 2028, respectively, at 99.977% and 99.623%~~the Seas. To finance the delivery, we borrowed a total of ~~par, respectively. Amounts from~~$1.8 billion under the ~~issuance of these notes were used for general corporate purposes, such as repayment and refinancing of debt.~~

~~In November 2017, we entered into a credit~~committed financing agreement, ~~which provides~~resulting in an unsecured term loan ~~facility~~which is primarily guaranteed 100% by Finnvera plc and the remaining smaller portion guaranteed 95% by Euler Hermes. The unsecured loan amortizes semi-annually over 12 years. The majority of the loan bears interest at a fixed rate of 3.56% per annum and a portion of the loan bears interest at a floating rate equal to Term SOFR plus a margin of 1.53% - 1.58%. Based on applicable Term SOFR rates, as of December 31, 2023, the unsecured term loan weighted average interest rate was 4.76%.

2022 Debt financing transactions

In January 2022, we issued $1.0 billion of senior notes (the "January 2022 Unsecured Notes") due in 2027 for net proceeds of approximately $990 million. Interest accrues at a fixed rate of 5.375% per annum and is payable semi-annually in arrears. The proceeds from the January 2022 Unsecured Notes were used to repay principal payments on debt maturing in 2022 (including to pay fees and expenses in connection with such repayments).

In January 2022, we took delivery of Wonder of the Seas. To finance the delivery, we borrowed a total of $1.3 billion under a credit agreement novated to us upon delivery of the ship in January 2022, resulting in an ~~amount up to €80.0 million,~~unsecured term loan which is 100% guaranteed by Bpifrance Assurance Export ("BpiFAE"), the official export credit agency ("ECA") of France. The unsecured loan amortizes semi-annually over 12 years and bears interest at a fixed rate of 3.18% per annum.

In April 2022, we took delivery of Celebrity Beyond. To finance the delivery, we borrowed a total of €0.7 billion or approximately ~~$96.0 million~~$0.8 billion and $0.7 billion based on the exchange rate at December 31, ~~2017, for the purchase of~~2023 and 2022, respectively, under a ~~ship we have on order designed for the Galapagos Islands. We may draw up~~credit agreement novated to ~~five times under the facility through the earlier of the~~us upon delivery of the ship in April 2022, resulting in an unsecured term loan which is 100% guaranteed by BpiFAE. The unsecured loan amortizes semi-annually over 12 years and ~~June 30, 2019. As~~bears interest at a fixed rate of ~~December 31, 2017,~~1.28% per annum.

In July 2022, we ~~have drawn €11.9~~purchased Silver Endeavour for our Silversea Cruises brand. To finance the purchase, we assumed $277 million ~~or approximately $14.3 million based on~~of debt, which is 95% guaranteed by Euler Hermes Aktiengesellschaft (“Hermes”), the ~~exchange rate at December 31, 2017, on this facility.~~official export credit

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

agency of Germany. The loan ~~is due~~amortizes semi-annually over 13 years starting in July 2024 and ~~payable at maturity in November 2024. Interest on the loan accrues~~bears interest at a floating rate ~~based~~equal to Term SOFR plus a margin of 1.25%. The loan will mature in July 2037.

In August 2022, we issued $1.15 billion of convertible senior notes which accrue interest at 6.00% and mature in August 2025. Upon conversion election, we may deliver shares of our common stock, cash, or a combination of common stock and cash, at our election. The initial conversion rate per $1,000 principal amount of the convertible notes is 19.9577 shares of our common stock, which is equivalent to an initial conversion price of approximately $50.11 per share, subject to adjustment in certain circumstances. Prior to May 15, 2025, the convertible notes will be convertible at the option of holders during certain periods, and only under certain circumstances set forth in the indenture.

On or after May 15, 2025, the convertible notes will be convertible at any time until the close of business on ~~EURIBOR plus~~ the ~~applicable margin.~~second scheduled trading day immediately preceding their maturity date. We received gross proceeds from the offering of $1.15 billion, which we used to repurchase $800 million aggregate principal amount of our 4.25% convertible senior notes due June 15, 2023 and $350 million aggregate principal amount of our 2.875% convertible senior notes due November 15, 2023 (which were settled in November 2023 as described above) in privately negotiated transactions. The ~~applicable margin varies with~~$1.15 billion repayment resulted in a total loss on the extinguishment of debt of $12.8 million, which was recognized within Interest expense, net of interest capitalized within our ~~debt rating and was 1.32% as~~consolidated statements of comprehensive loss for the year ended December 31, ~~2017.~~ 2022.

In ~~addition,~~August 2022, we ~~are subject~~issued $1.25 billion of senior unsecured notes which accrue interest at 11.625% that mature in August 2027. The net proceeds of the offering of $1.23 billion were used to repay debt that matured in 2022, including the $650 million 5.25% unsecured senior notes due November 2022, which resulted in an immaterial loss on extinguishment of debt.

In October 2022, we issued $1.0 billion aggregate principal amount of 9.250% senior guaranteed notes due 2029 (the "9.25% Priority Guaranteed Notes") and $1.0 billion aggregate principal amount of 8.250% senior secured notes due 2029 (the "8.25% Secured Notes" and together with the 11.5% Secured Notes, the "Secured Notes"), both callable in April 2025. We used the combined net proceeds, of the respective offerings, together with cash on hand, to fund the redemption, including call premiums, fees and expenses, of our outstanding 9.125% senior priority guaranteed notes due 2023 and 10.875% senior secured notes due 2023, which resulted in a ~~commitment fee~~total loss on extinguishment of ~~0.20% per annum on~~debt of $77 million, which was recognized within Interest expense, net of interest capitalized within our consolidated statements of comprehensive loss for the ~~undrawn amount.~~year ended December 31, 2022.

Export credit agency guarantees

Except ~~as described above,~~ for the term loans we incurred to acquire Celebrity Flora and Silver Moon, all of our unsecured ship financing term loans are guaranteed by the export credit agency in the respective country in which the ship is constructed. ~~In consideration for these guarantees, depending on~~For the ~~financing arrangement,~~majority of the loans as of December 31, 2023, we pay to the applicable export credit agency, ~~(1) a fee of 1.01% per annum based~~depending on the ~~outstanding loan balance semi-annually over the term of the loan (subject to adjustment based upon our credit ratings) or (2)~~financing agreement, an upfront fee of 2.35% to ~~2.37%~~5.48% of the maximum loan ~~amount.~~amount in consideration for these guarantees. We amortize the fees that are paid upfront over the life of the ~~loan and those that are paid semi-annually over each respective payment period.~~loan. We classify these fees within Amortization of debt issuance costs, discounts and premiums in our consolidated statements of cash ~~flows and~~flows. Prior to the loan being drawn, we present these fees within Other assets in our consolidated balance sheets. Once the loan is drawn, such fees are classified as a discount to the related loan, or contra-liability account, within Current portion of long-term debt or long-term debt.

~~Under~~Debt covenants

Our revolving credit facilities, the majority of our term loans, and certain of our credit card processing agreements, ~~the contractual interest rate,~~contain covenants that require us, among other things, to maintain a fixed charge coverage ratio, limit our net debt-to-capital ratio, maintain minimum liquidity, and under certain facilities, to maintain a minimum stockholders' equity. As of December 31, 2023, our credit facility ~~fee and/~~amendments require us to prepay outstanding deferred amounts of $910 million, if we elect to pay dividends or ~~export credit agency fee vary~~complete share repurchases. As of December 31, 2023, we were in compliance with our debt ~~rating.~~covenants and we estimate we will be in compliance for the next twelve months.

The ~~unsecured senior~~net carrying value of the 6.00% convertible notes ~~and senior debentures are not redeemable prior~~was as follows:


(in millions)	As of December 31, 2023		As of December 31, 2022
Principal	$	1,150	$	1,725
Less: Unamortized debt issuance costs	13		24
	$	1,137	$	1,701

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The interest expense recognized related to ~~maturity, except that certain series may be redeemed upon~~ the ~~payment of a make-whole premium.~~6.00% convertible notes was as follows:


(in millions)	As of December 31, 2023		As of December 31, 2022
Contractual interest expense	$	69	$	76
Amortization of debt issuance costs	8		16
	$	77	$	92

Following is a schedule of annual maturities on ~~long-term~~our total debt including ~~capital~~finance leases, as of December 31, ~~2017~~2023 for each of the next five years (in ~~thousands)~~millions):


Year	As of December 31, 2023 (1)
2024	$	1,722
2025	2,650
2026	3,406
2027	3,763
2028	3,489
Thereafter	6,965
	$	21,995

(1) Debt denominated in other currencies is calculated based on the applicable exchange rate at December 31, 2023.

Note 9. Leases

Operating leases

Our operating leases primarily relate to preferred berthing arrangements, real estate, and shipboard equipment which are included within Operating lease right-of-use assets and Long-term operating lease liabilities, with the current portion of the liability included within Current portion of operating lease liabilities in our consolidated balance sheets as of December 31, 2023 and 2022. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheet. We recognize lease expense for these leases on a straight-line basis over the lease term. Our operating leases included the operating lease for Silver Explorer which expired in the fourth quarter of 2023 and the ship was returned to the lessor.

In November 2023 we executed a modification to our preferred berthing agreement with Miami-Dade County ("County") to extend the expiration from 2027 to 2042, inclusive of development plans for the County to finance the construction of a new and improved cruise Terminal G at PortMiami. The total aggregate amount of the operating lease liabilities recorded for this berthing agreements was $167 million and $79 million as of December 31, 2023 and December 31, 2022, respectively. In addition, there will be future remeasurements as the County completes several construction milestones throughout the term of the extended lease. The most significant of which will be for Terminal G, which will include a remeasurement of the operating lease in 2027 or later, when the County satisfies substantial completion, as the minimum lease payments will increase to approximately $55 million per year, with expected 3% annual increases thereafter.

For some of our real estate leases and berthing agreements, we do have the option to extend our current lease term. For those lease agreements with renewal options, the renewal periods for real estate leases primarily range from one to 10 years and the renewal periods for berthing agreements primarily range from one to 20 years. Generally, we do not include renewal options as a component of our present value calculation for berthing agreements. However, for certain real estate leases, we include them.

As most of our leases do not provide an implicit rate, we use our incremental borrowing rate in determining the present value of lease payments. We estimate our incremental borrowing rates based on Term SOFR and U.S. Treasury note rates corresponding to lease terms increased by the Company’s credit risk spread and reduced by the estimated impact of collateral. In addition, we have lease agreements with lease and non-lease components, which are generally accounted for separately. However, for berthing agreements, we account for the lease and non-lease components as a single lease component.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Finance leases

Our finance leases primarily relate to buildings and surrounding land located at our Miami headquarters, and our lease for Silver Dawn. Finance leases are included within Property, and Equipment, net, and Long-term debt with the current portion of the liability included within Current portion of long-term debt in our consolidated balance sheets as of December 31, 2023 and 2022.

The Company's master lease agreement (“Master Lease”) with Miami-Dade County related to the buildings and surrounding land located at our Miami headquarters is classified as a finance lease in accordance with ASC 842, Leases. The Master Lease includes two five-year options to extend the lease which we are reasonably certain to exercise. In November 2023 we executed a modification to the Master Lease agreement to extend its expiration from 2076 to 2077 after coming to an agreement with Miami-Dade County on the financing plans to finalize the development of the buildings and land. The modification of the Master Lease did not change the classification of the lease. The total aggregate amount of the finance lease liabilities recorded for this Master Lease was $104 million and $56 million as of December 31, 2023 and December 31, 2022, respectively. The development of the new campus buildings are expected to be completed in 2026, and the lease components will be recorded within our consolidated financial statements upon commencement.

Silversea Cruises operates Silver Dawn under a sale-leaseback agreement with a bargain purchase option at the end of the 15 year lease term. Due to the bargain purchase option at the end of the lease term in 2036 whereby Silversea Cruises is reasonably certain of obtaining ownership of the ship, Silver Dawn is accounted for as a finance lease. The lease includes other purchase options beginning in year three, none of which are reasonably certain of being exercised at this time. The total aggregate amount of finance lease liabilities recorded for this ship was $246 million and $265 million as of December 31, 2023 and December 31, 2022, respectively. The lease payments on the Silver Dawn are subject to adjustments based on the Term SOFR rate.

Supplemental balance sheet information for leases was as follows (in millions):


	As of December 31, 2023		As of December 31, 2022
Lease assets:
Finance lease right-of-use assets, net:
Property and equipment, gross	$	520	$	669
Accumulated depreciation	(69)		(124)
Property and equipment, net	451		545
Operating lease right-of-use assets	611		538
Total lease assets	$	1,062	$	1,083
Lease liabilities:
Finance lease liabilities:
Current portion of debt	$	26	$	34
Long-term debt	343		317
Total finance lease liabilities	369		351
Operating lease liabilities:
Current portion of operating lease liabilities	65		80
Long-term operating lease liabilities	613		523
Total operating lease liabilities	678		603
Total lease liabilities	$	1,047	$	954

The components of lease costs were as follows (in millions):

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Year
2018 $ 1,188,514
2019 762,614
2020 1,292,478
2021 640,734
2022 1,380,583
Thereafter 2,274,528
$ 7,539,451


	Consolidated Statement of Comprehensive Income (Loss) Classification	Year Ended December 31, 2023		Year Ended December 31, 2022		Year Ended December 31, 2021
Lease costs:
Operating lease costs	Commission, transportation and other	$	183	$	127	$	19
Operating lease costs	Other operating expenses	22		22		23
Operating lease costs	Marketing, selling and administrative expenses	21		19		18
Finance lease costs:
Amortization of right-of-use-assets	Depreciation and amortization expenses	22		24		17
Interest on lease liabilities	Interest expense, net of interest capitalized	30		22		3
Total lease costs		$	278	$	214	$	80

In addition, certain of our berthing agreements include variable lease costs based on the number of passengers berthed. During the twelve months ended December 31, 2023 and December 31, 2022, we had $85 million and $66 million of variable lease costs recorded within Commission, transportation and other in our consolidated statement of comprehensive income (loss), respectively. These variable lease costs are included within the balances presented above.

The weighted average of the remaining lease terms and weighted average discount rates are as follows:


	As of December 31, 2023		As of December 31, 2022
Weighted average of the remaining lease term
Operating leases	19.43		17.69
Finance leases	23.92		19.26
Weighted average discount rate
Operating leases	7.53	%	6.92	%
Finance leases	5.83	%	6.43	%

Supplemental cash flow information related to leases is as follows (in millions):


	Year Ended December 31, 2023		Year Ended December 31, 2022		Year Ended December 31, 2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	178	$	127	$	43
Operating cash flows from finance leases	30		22		3
Financing cash flows from finance leases	$	31	$	48	$	24

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

As of December 31, 2023, maturities related to lease liabilities were as follows (in millions):


Years	Operating Leases		Finance Leases
2024	$	113	$	47
2025	106		45
2026	96		39
2027	76		38
2028	69		37
Thereafter	1,030		683
Total lease payments	1,490		889
Less: Interest	(812)		(520)
Present value of lease liabilities	$	678	$	369

Note 8.10. Shareholders' Equity

On January 1, 2022, we adopted ASU 2020-06 using the modified retrospective approach to recognize our convertible notes as single liability instruments. As a result of the adoption of this pronouncement, the cumulative effect to Shareholders' equity was a reduction of $162 million. For further information regarding the entry recorded and the adoption of ASU 2020-06, refer to Note 2. Summary of Significant Accounting Policies.

Common Stock Issued

During March 2021, we issued 16.9 million shares of common stock, par value $0.01 per share, at a price of $91.00 per share. We received net proceeds of $1.5 billion from the ~~fourth and third quarters~~sale of ~~2017, we declared a cash dividend on~~ our common stock, after deducting the estimated offering expenses payable by us.

Dividends

We did not declare any dividends during the years ended December 31, 2023, December 31, 2022, and December 31, 2021. We were previously restricted under certain of ~~$0.60 per share which was paid~~our credit facilities from paying dividends while waivers to the financial covenants within such facilities were in effect. While the waivers have now expired, in the ~~first quarter~~event we declare a dividend, we will need to repay the principal amounts deferred under our export credit facilities.

Noncontrolling Interests

Effective March 31, 2023, we closed the partnership with iCON. We sold 80% of ~~2018~~the entity which owns our terminal at PortMiami for $208.9 million and ~~fourth quarter~~retained a 20% minority interest. The cash consideration received, net of ~~2017, respectively. During the first~~transaction costs, was allocated between paid-in capital and ~~second quarters of 2017, we declared a cash dividend on our common stock of $0.48 per share which was paid~~noncontrolling interest in the ~~second and third quarters~~accompanying consolidated statement of ~~2017, respectively.~~

During the fourth and third quarters of 2016, we declared a cash dividend on our common stock of $0.48 per share which was paid in the first quarter of 2017 and fourth quarter of 2016, respectively. We also declared and paid a cash dividend on our common stock of $0.375 per share during each of the first and second quarters of 2016. During

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~~NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)~~

~~the first quarter of 2016, we also paid a cash dividend on our common stock of $0.375 per share which was declared during the fourth quarter of 2015.~~

~~In April 2017, our board of directors authorized a 12-month common stock repurchase program~~shareholders' equity for up to $500 million. The timing and number of shares to be repurchased will depend on a variety of factors including price and market conditions. Repurchases under the program may be made at management's discretion from time to time on the open market or through privately negotiated transactions. During the year ended December 31, ~~2017, we repurchased 1.8 million shares of our common stock~~2023. Refer to Note 7. Investments and Other Assets for ~~a total of $225.0 million in open market transactions that were recorded within~~ ~~Treasury stock~~ ~~in our consolidated balance sheets. As of December 31, 2017, we have $275.0 million that remain available for future stock repurchase transactions under our Board approved program.~~further information on the transaction.

~~During February 2018, we repurchased an additional 1.5 million shares for a total of $186.4 million in open market transactions.~~

During the fourth quarter of 2015, our board of directors authorized a common stock repurchase program for up to $500 million that was completed in August 2016. During 2016, we purchased 4.1 million shares for a total of $300.0 million in open market transactions. These transactions were recorded within ~~Treasury stock~~ ~~in our consolidated balance sheet. Our repurchases under this program, including the 2.1 million shares repurchased for $200.0 million during the fourth quarter of 2015, totaled $500.0 million.~~

Note 9.11. Stock-Based Employee Compensation

We currently have awards outstanding under ~~two~~one stock-based compensation ~~plans,~~plan, our 2008 Equity Plan, which ~~provide~~provides for awards to our officers, directors and key employees. The plans consist of a 2000 Stock Award Plan and a 2008 Equity Plan. Our ability to issue new awards under the 2000 Stock Award Plan terminated in accordance with the terms of the plan in September 2009. The 2008 Equity Plan, as amended, provides for the issuance of up to ~~14,000,000~~10,083,570 shares of our common stock pursuant to grants of (i) incentive and non-qualified stock options, (ii) stock appreciation rights, (iii) stock awards (including time-based and/or performance-based stock awards) and (iv) restricted stock units (including time-based and performance-based restricted stock units). During any calendar year, no one individual (other than non-employee members of our ~~Board~~board of ~~Directors)~~directors) may be granted awards of more than 500,000 shares and no non-employee member of our ~~Board~~board of ~~Directors~~directors may be granted awards with a value, ~~in excess~~measured as of ~~$500,000 at~~ the grant ~~date. Options and restricted~~date, which together with cash compensation paid to such director for such calendar year, would exceed $750,000. Restricted stock units outstanding as of December 31, ~~2017~~2023, generally vest in equal installments overthree or four years from the date of grant. In addition, performance shares and performance share units generally vest in three years. With certain limited exceptions, awards are

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

forfeited if the recipient ceases to be an employee before the shares vest. ~~Options are granted at a price~~We have not ~~less than the fair value of the shares on the date of grant and expire not later than ten years after the date of grant.~~

~~Prior to 2012, our officers received a combination of~~issued stock options since 2016, and ~~restricted~~all stock ~~units. Beginning in 2012, our~~options have been exercised as of December 31, 2021. As a result, no Stock option expense has been recognized for the years ended December 31, 2023, 2022 and 2021.

Our officers ~~instead~~ receive their long-term incentive awards through a combination of performance share units and restricted stock units. Each performance share unit award is expressed as a target number of performance share units based upon the fair market value of our common stock on the date the award is issued. The actual number of shares underlying each award (not to exceed 200% of the target number of performance share units) will be determined based upon the Company's achievement of a specified performance target range. In ~~2017,~~2023, we issued a target number of ~~140,542~~314,197 performance share units, which will vest approximately three years following the award issue date. The performance payout of these grants will be based on return on ~~our~~the Company's invested capital ("ROIC") ~~and~~, earnings per share ~~(“EPS”~~("EPS"), EBITDA per APCD, and Carbon Intensity Reduction for the year ended December 31, ~~2019,~~2023, to December 31, 2025, as may be adjusted by the Talent and Compensation Committee of our ~~Board~~board of ~~Directors~~directors in early ~~2020~~2026 for events that are outside of management's control. In 2014, we also issued a one-time performance-based equity award to our Chairman & Chief Executive Officer in a target amount of 63,771 performance share units. In February 2016, the Compensation Committee set the payout level for this grant at 165% of target based on our 2015 ROIC performance. As of December 2017, the award is no longer subject to restrictions on transfer.

~~Beginning in 2016, our~~Our senior officers meeting certain minimum age and service criteria receive their long-term incentive awards through a combination of restricted stock awards and restricted stock units. The restricted stock awards are subject to both performance and time-based vesting criteria while the restricted stock units are subject only to ~~time-~~

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~~ROYAL CARIBBEAN CRUISES LTD.~~

~~NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)~~

~~based~~time-based vesting criteria. Each restricted stock award is issued in an amount equal to 200% of the target number of shares underlying the award based upon the fair market value of our common stock on the date the award is issued. ~~Dividends~~Declared dividends accrue (but do not get paid) on the restricted stock awards during the vesting period, with the accrued amounts to be paid out following vesting only on the number of shares underlying the award which actually vest based on satisfaction of the performance criteria. The actual number of shares that vest (not to exceed 200% of the shares) will be determined based upon the Company's achievement of a specified performance target range.

In ~~2017,~~2023, we issued ~~137,948~~354,822 restricted stock awards, representing ~~200%~~300% of the target number of shares underlying the award, all of which are considered issued and outstanding from the date of ~~issuance, however;~~issuance; however, grantees will only retain those shares earned as the result of the Company achieving the performance goals during the measurement period. The performance payout of the ~~2017~~2023 awards will be based on the Company's ROIC, EPS, EBITDA per APCD, and ~~EPS~~Carbon Intensity Reduction for the year ended December 31, ~~2019,~~2024, as may be adjusted by the Talent and Compensation Committee of our ~~Board~~board of ~~Directors~~directors in early ~~2020~~2025 for events that are outside of management's control.

We also provide an Employee Stock Purchase Plan ("ESPP") to facilitate the purchase by employees of up to ~~1,300,000~~2,800,000 shares of common stock in the aggregate. Offerings to employees are made on a quarterly basis. Subject to certain limitations, the purchase price for each share of common stock is equal to 85% of the average of the market prices of the common stock as reported on the New York Stock Exchange on the first business day of the purchase period and the last business day of each month of the purchase period. During ~~2017, 2016~~the years ended December 31, 2023, 2022 and ~~2015, 51,989, 42,347~~2021, 151,989, 171,279 and ~~28,724~~136,480 shares of our common stock were purchased under the ESPP at a weighted-average price of ~~$93.15, $65.48~~$71.23, $44.01 and ~~$72.52,~~$70.95, respectively.

Total compensation expense recognized for employee stock-based compensation for the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015~~2021 was as ~~follows:~~follows (in millions):


	Employee Stock-Based Compensation
Classification of expense	2023		2022		2021
Marketing, selling and administrative expenses	$	126	$	36	$	64
Total compensation expense	$	126	$	36	$	64

Employee Stock-Based Compensation
Classification of expense 2017 2016 2015
(In thousands)
Marketing, selling and administrative expenses $ 69,459
$ 32,659
$ 36,073
Total compensation expense $ 69,459
$ 32,659
$ 36,073

The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option pricing model. The estimated fair value of stock options, less estimated forfeitures, is amortized over the vesting period using the graded-vesting method. We did not issue any stock options during the years ended December 31, 2017, 2016 and 2015.

~~Stock option activity and information about stock options outstanding are summarized in the following table:~~

Stock Option Activity Number of
Options Weighted-
Average
Exercise
Price Weighted-
Average
Remaining
Contractual
Term
Aggregate
Intrinsic
Value⁽¹⁾

(years) (in thousands)
Outstanding at January 1, 2017 346,310
$ 32.82
2.39
$ 17,221
Granted —
—
—
—
Exercised (72,000 ) $ 35.07
—
—
Canceled (1,586 ) $ 46.18
—
—
Outstanding at December 31, 2017 272,724
$ 32.15
1.41
$ 24,053
Vested at December 31, 2017 272,724
$ 32.15
1.41
$ 24,053
Options Exercisable at December 31, 2017 272,724
$ 32.15
1.41
$ 24,053


~~(1)~~	~~The intrinsic value represents the amount by which the fair value of stock exceeds the option exercise price.~~

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~~NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)~~

The total intrinsic value of stock options exercised during the years ended December 31, 2017, 2016 and 2015 was $4.5 million, $2.3 million and $13.8 million, respectively. As of December 31, 2017, there was no unrecognized compensation cost, net of estimated forfeitures, related to stock options granted under our stock incentive plan.

Restricted stock units are converted into shares of common stock upon vesting or, if applicable, are settled on a one-for-one basis. The cost of these awards is determined using the fair value of our common stock on the date of the grant, and compensation expense is recognized over the vesting period. Restricted stock activity is summarized in the following table:

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)


Restricted Stock Units Activity	Number of Awards		Weighted- Average Grant Date Fair Value		Restricted Stock Units Activity	Number of Awards	Weighted- Average Grant Date Fair Value
Non-vested share units at January 1, 2017	748,516		$	61.95
Non-vested share units as of January 1, 2023
Granted	425,170		$	99.03
Vested	(376,992	)	$	59.62
Canceled	(58,795	)	$	71.47
Non-vested share units expected to vest as of December 31, 2017	737,899		$	83.78
Non-vested share units as of December 31, 2023

The weighted-average estimated fair value of restricted stock units granted during the ~~year~~years ended ~~2016~~December 31, 2022 and ~~2015~~2021 was ~~$64.51~~$72.21 and ~~$73.98,~~$85.08, respectively. The total fair value of shares released on the vesting of restricted stock units during the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015~~2021 was ~~$38.7~~$33 million, ~~$23.2~~$30 million, and ~~$27.6~~$36 million, respectively. As of December 31, ~~2017,~~2023, we had ~~$24.2~~$38 million of total unrecognized compensation expense, net of estimated forfeitures, related to restricted stock unit grants, which will be recognized over the weighted-average period of ~~1.73~~0.91 years.

Performance share units are converted into shares of common stock upon vesting on a one-for-one basis. We estimate the fair value of each performance share when the grant is authorized and the related service period has commenced. We remeasure the fair value of our performance shares in each subsequent reporting period until the grant date has occurred, which is the date when the performance conditions are satisfied. We recognize compensation cost over the vesting period based on the probability of the service and performance conditions being achieved adjusted for each subsequent fair value measurement until the grant date. If the specified service and performance conditions are not met, compensation expense will not be recognized and any previously recognized compensation expense will be reversed. Performance share units activity is summarized in the following table:


Performance Share Units Activity	Number of Awards	Weighted- Average Grant Date Fair Value
Non-vested share units as of January 1, 2023	553,047	$	85.93
Granted	314,197	73.96
Vested	(95,701)	97.11
Canceled	(98,408)	87.07
Non-vested share units as of December 31, 2023	673,135	$	78.59

Performance Share Units Activity Number of
Awards Weighted-
Average
Grant Date
Fair Value
Non-vested share units at January 1, 2017 342,152
$ 61.78
Granted 140,542
$ 84.16
Vested (105,615 ) $ 45.62
Canceled (23,929 ) $ 71.37
Non-vested share units expected to vest as of December 31, 2017 353,150
$ 74.87

The weighted-average estimated fair value of performance share units granted during the ~~year~~years ended ~~2016~~December 31, 2022 and ~~2015~~2021 was ~~$65.83~~$79.80 and ~~$71.36,~~$84.83, respectively. The total fair value of shares released on the vesting of performance share units during the years ended December 31, ~~2017~~, ~~2016~~2023, 2022 and ~~2015~~2021 was ~~$10.0~~$7 million,, ~~$16.9~~ $5 million and ~~$18.3~~$6 million, respectively. As of December 31, ~~2017,~~2023, we had ~~$11.9~~$34 million of total unrecognized compensation expense, net of estimated forfeitures, related to performance share unit grants, which will be recognized over the weighted-average period of ~~1.08~~1.31 years.

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~~NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)~~

The shares underlying our restricted stock awards to age and service eligible senior officers are issued as of the grant date in an amount equal to 200% of the target number of shares. Following the vesting date, the restrictions will lift with respect to the number of shares for which the performance criteria was met and any excess shares will be canceled. Dividends will accrue on the issued restricted shares during the vesting period, but will not be paid to the recipient until the awards vest and the final number of shares underlying the award is determined, at which point, the dividends will be paid in cash only on the earned shares. We estimate the fair value of each restricted stock award when the grant is authorized and the related service period has commenced. We remeasure the fair value of these restricted stock awards in each subsequent reporting period until the grant date has occurred, which is the date when the performance conditions are satisfied. We recognize compensation cost over the vesting period based on the probability of the service and performance conditions being achieved adjusted for each subsequent fair value measurement until the grant date. If the specified service and performance conditions are not met, compensation expense will not be recognized, any previously recognized compensation expense will be reversed, and any unearned shares will be returned to the Company. Restricted stock awards activity is summarized in the following table:

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ROYAL CARIBBEAN CRUISES LTD.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)


Restricted Stock Awards Activity	Number of Awards	Weighted- Average Grant Date Fair Value		Restricted Stock Awards Activity	Number of Awards	Weighted- Average Grant Date Fair Value
Non-vested share units at January 1, 2017	132,228	$	66.93
Non-vested share units as of January 1, 2023
Granted	137,948	$	95.04
Vested	—	$	—
Canceled	—	$	—
Non-vested share units expected to vest as of December 31, 2017	270,176	$	81.28
Non-vested share units as of December 31, 2023

The weighted-average estimated fair value of restricted stock awards granted during the ~~year~~years ended ~~2016~~December 31, 2022 and 2021 was ~~$66.93.~~$79.80 and $84.83, respectively. As of December 31, ~~2017,~~2023, we had ~~$2.0~~$3 million of total unrecognized compensation expense, net of estimated forfeitures, related to restricted stock award grants, which will be recognized over the weighted-average period of ~~1.62~~1.17 years.

Note ~~10.~~12. Earnings (Loss) Per Share

A reconciliation between basic and diluted ~~earnings~~Earnings (Loss) per share is as follows (in ~~thousands,~~millions, except per share data):


	Year Ended December 31,
	2023		2022		2021
Net Income (loss) attributable to Royal Caribbean Cruises Ltd. for basic and diluted loss per share	$	1,697	$	(2,156)	$	(5,260)
Add convertible notes interest	88		—		—
Net Income (Loss) attributable to Royal Caribbean Cruises Ltd. for diluted earnings (loss) per share	1,785		(2,156)		(5,260)
Weighted-average common shares outstanding	256		255		252
Dilutive effect of stock-based awards	1		—		—
Diluted effect of convertible notes	26		—		—
Diluted weighted-average shares outstanding	283		255		252
Basic earnings (loss) per share	$	6.63	$	(8.45)	$	(20.89)
Diluted earnings (loss) per share	$	6.31	$	(8.45)	$	(20.89)

Year Ended December 31,
2017 2016 2015
Net income for basic and diluted earnings per share $ 1,625,133
$ 1,283,388
$ 665,783
Weighted-average common shares outstanding 214,617
215,393
219,537
Dilutive effect of stock-based awards 1,077
923
1,152
Diluted weighted-average shares outstanding 215,694
216,316
220,689
Basic earnings per share:
Net income $ 7.57
$ 5.96
$ 3.03
Diluted earnings per share:
Net income $ 7.53
$ 5.93
$ 3.02

Effective January 1, 2022, we use the if-converted method to calculate the dilutive impact of our convertible notes that may be settled in cash or shares. In 2021, the dilutive impact was determined using the treasury stock method. There were no antidilutive shares for ~~the~~ year ended December 31, ~~2017~~, ~~2016~~2023, compared to 31,027,815 and ~~2015.~~504,250 antidilutive shares from our stock-based awards and convertible notes for the years ended December 31, 2022 and 2021, respectively.

Note ~~11.~~13. Retirement Plan

We maintain a defined contribution plan covering shoreside employees. Effective January 1, 2016, we commenced annual, non-elective contributions to the plan on behalf of all eligible participants equal to 3% of participants' eligible

~~F-27~~

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~~ROYAL CARIBBEAN CRUISES LTD.~~

~~NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)~~

earnings. ~~Remaining~~Additional annual contributions to the plan are discretionary and are based on fixed percentages of participants' salaries and years of service, not to exceed certain maximums. Contribution expenses were ~~$17.4~~$21 million, ~~$16.7~~$20 million and ~~$16.8~~$18 million for the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015,~~2021, respectively.

Note ~~12.~~14. Income Taxes

We are subject to corporate income taxes in countries where we have operations or subsidiaries. We and the majority of our ship-operating and vessel-owning subsidiaries are currently exempt from U.S. corporate income tax on U.S. source income from the international operation of ships pursuant to Section 883 of the Internal Revenue Code. Regulations under Section 883 have limited the activities that are considered the international operation of a ship or incidental thereto. Accordingly, our provision for U.S. federal and state income taxes includes taxes on certain activities not considered incidental to the international operation of our ships.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Additionally, ~~some~~one of our ship-operating subsidiaries ~~are~~is subject to ~~income~~ tax under the tonnage tax ~~regimes~~regime of ~~Malta or~~ the United Kingdom. Under ~~these regimes,~~this regime, income from qualifying activities is subject to corporate income tax, but the tax is computed by reference to the tonnage of the ship or ships registered under the relevant provisions of the tax regimes (the "relevant shipping profits"), which replaces the regular taxable income base. Income from activities not considered qualifying activities, which we do not consider significant, remains subject to ~~Maltese or U.K.~~United-Kingdom corporate income tax.

~~Income~~For the year ended December 31, 2023, we had an income tax expense of approximately $6 million primarily driven by income tax from our non-US operations and items not qualifying under Section 883. For the years ended December 31, 2022 and 2021 we had an income tax expense of approximately $4 million and an income tax benefit of approximately $45 million, respectively for items not qualifying under Section 883, tonnage ~~taxes~~tax and income taxes for the remainder of our ~~subsidiaries was approximately $18.3 million, $20.1 million and $11.1 million and was~~subsidiaries. Income taxes are recorded within Other ~~expense~~ ~~for the years ended December 31, 2017, 2016 and 2015, respectively.~~(expense) income. In addition, all interest expense and penalties related to income tax liabilities are classified as income tax expense within Other ~~expense~~(expense) income.

For a majority of our subsidiaries, we do not expect to incur income taxes on future distributions of undistributed ~~earnings of foreign subsidiaries.~~earnings. Accordingly, no deferred income taxes have been provided for the distribution of these earnings. Where we do expect to incur income taxes on future distributions of undistributed earnings, we have provided for deferred taxes, which we do not consider significant to our operations.

As of December 31, ~~2017,~~2023, the Company had ~~Net Operating Losses~~deferred tax assets for U.S. and foreign net operating losses (“NOLs”) ~~in foreign jurisdictions~~ of ~~$7.5~~approximately $57 million. ~~If not utilized, $5.0~~We have provided a valuation allowance for approximately $19 million of these NOLs, of which $8 million of the NOLs deferred tax assets relate to NOLs which are subject to expiration between ~~2018~~2024 and ~~2024. The Company has not recognized any benefits related to these NOLs, as all NOLs have full valuation allowances.~~2042.

~~Net~~Our deferred tax assets and deferred tax liabilities and corresponding valuation allowances related to our operations were not material as of December 31, ~~2017~~2023 and ~~2016.~~2022.

We regularly review deferred tax assets for recoverability based on our history of earnings, expectations of future earnings, and tax planning strategies. Realization of deferred tax assets ultimately depends on the existence of sufficient taxable income to support the amount of deferred taxes. A valuation allowance is recorded in those circumstances in which we conclude it is not more-likely-than-not we will recover the deferred tax assets prior to their expiration.

During the third quarter of 2015, the Pullmantur trademark and trade names were impaired. As a result of the impairment, there was no longer a difference between the book and tax basis of the trademark and trade names. During the third quarter of 2015, we reversed the deferred tax liability of $43.4 million and increased the deferred tax asset valuation allowance by $31.4 million, or to 100% of the deferred tax asset balance. The resulting net $12.0 million deferred tax benefit was recorded as part of our income tax provision and was reported within ~~Other expense~~ in our consolidated statements of comprehensive income (loss) for the year ended December 31, 2015. Effective July 31, 2016, we sold 51% of our interest in Pullmantur Holdings. For further information on the sale transaction, refer to

Note 1. ~~General~~15.

~~F-28~~

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~~ROYAL CARIBBEAN CRUISES LTD.~~

~~NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)~~

~~Note 13.~~ Changes in Accumulated Other Comprehensive (Loss) Income ~~(Loss)~~

The following table presents the changes in accumulated other comprehensive loss by component for the years ended December 31, ~~2017~~2023, 2022 and ~~2016~~2021 (in ~~thousands)~~millions):

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ROYAL CARIBBEAN CRUISES LTD.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)


			Changes related to cash flow derivative hedges										Changes related to cash flow derivative hedges	Changes in defined benefit plans	Foreign currency translation adjustments	Accumulated other comprehensive (loss) income

Accumulated comprehensive loss at January 1, 2021
Accumulated comprehensive loss at January 1, 2021
Accumulated comprehensive loss at January 1, 2021
Other comprehensive (loss) income before reclassifications
Amounts reclassified from accumulated other comprehensive loss
Net current-period other comprehensive income
	Changes related to cash flow derivative hedges			Changes in defined benefit plans			Foreign currency translation adjustments			Accumulated other comprehensive income (loss)
Accumulated comprehensive loss at January 1, 2022
Accumulated comprehensive loss at January 1, 2022
Accumulated comprehensive loss at January 1, 2022
Other comprehensive income before reclassifications
Amounts reclassified from accumulated other comprehensive loss
Net current-period other comprehensive income

Accumulated comprehensive loss at January 1, 2015	$	(826,026	)	$	(31,207	)	$	(39,761	)	$	(896,994	)
Other comprehensive (loss) income before reclassifications	(697,671		)	3,053			(25,952		)	(720,570		)
Accumulated comprehensive loss at January 1, 2023
Accumulated comprehensive loss at January 1, 2023
Accumulated comprehensive loss at January 1, 2023
Other comprehensive income (loss) before reclassifications
Amounts reclassified from accumulated other comprehensive loss	291,624			1,707			(4,200		)	289,131
Net current-period other comprehensive (loss) income	(406,047		)	4,760			(30,152		)	(431,439		)

Accumulated comprehensive loss at January 1, 2016	(1,232,073		)	(26,447		)	(69,913		)	(1,328,433		)
Other comprehensive income (loss) before reclassifications	73,973			(2,777		)	2,362			73,558
Amounts reclassified from accumulated other comprehensive loss	337,250			1,141			—			338,391
Net current-period other comprehensive income (loss)	411,223			(1,636		)	2,362			411,949

Accumulated comprehensive loss at January 1, 2017	(820,850		)	(28,083		)	(67,551		)	(916,484		)
Other comprehensive income (loss) before reclassifications	381,865			(6,755		)	17,307			392,417
Amounts reclassified from accumulated other comprehensive loss	188,630			1,172			—			189,802
Net current-period other comprehensive income (loss)	570,495			(5,583		)	17,307			582,219

Accumulated comprehensive loss at December 31, 2017	$	(250,355	)	$	(33,666	)	$	(50,244	)	$	(334,265	)
Accumulated comprehensive loss at December 31, 2023
Accumulated comprehensive loss at December 31, 2023
Accumulated comprehensive loss at December 31, 2023

The following table presents reclassifications out of accumulated other comprehensive loss for the years ended December 31, ~~2017~~2023, 2022 and ~~2016~~2021 (in ~~thousands)~~millions):


	Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Loss into (Loss) Income
Details about Accumulated Other Comprehensive Loss Components	Year Ended December 31, 2023		Year Ended December 31, 2022		Year Ended December 31, 2021		Affected Line Item in Statements of Comprehensive Income (Loss)
Gain (loss) on cash flow derivative hedges:
Interest rate swaps	$	49	$	(12)	$	(44)	Interest expense, net of interest capitalized
Foreign currency forward contracts	(18)		(17)		(15)		Depreciation and amortization expenses
Foreign currency forward contracts	(10)		(3)		(3)		Other (expense) income
Fuel swaps	—		—		—		Other (expense) income
Fuel swaps	9		195		41		Fuel
	30		163		(21)
Amortization of defined benefit plans:
Actuarial loss	—		(3)		(4)		Payroll and related



Total reclassifications for the period	$	30	$	160	$	(25)

~~F-29~~

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Amount of Loss Reclassified from Accumulated Other Comprehensive Income (Loss) into Income
Details about Accumulated Other Comprehensive Income (Loss) Components Year Ended December 31, 2017 Year Ended December 31, 2016 Year Ended December 31, 2015 Affected Line Item in Statements of Comprehensive Income (Loss)
Loss on cash flow derivative hedges:
     Interest rate swaps (31,603 ) (41,480 ) (36,401 ) Interest expense, net of interest capitalized
     Foreign currency forward contracts (10,840 ) (8,114 ) (2,871 ) Depreciation and amortization expenses
     Foreign currency forward contracts (9,472 ) (14,342 ) 7,580
Other expense
     Foreign currency forward contracts —
(207 ) —
Other indirect operating expenses
     Foreign currency collar options (2,408 ) (2,408 ) (1,605 ) Depreciation and amortization expenses
     Fuel swaps 7,382
13,685
(9,583 ) Other expense
     Fuel swaps (141,689 ) (284,384 ) (248,744 ) Fuel
(188,630 ) (337,250 ) (291,624 )
Amortization of defined benefit plans:
    Actuarial loss (1,172 ) (1,141 ) (1,414 ) Payroll and related
          Prior service costs —
—
(293 )

Payroll and related
(1,172 ) (1,141 ) (1,707 )
Release of foreign cumulative translation due to sale or liquidation of businesses:
Foreign cumulative translation —
—
4,200
Other operating
Total reclassifications for the period $ (189,802 ) $ (338,391 ) $ (289,131 )

Note ~~14.~~ 16.Fair Value Measurements and Derivative Instruments

Fair Value Measurements

The estimated fair value of our financial instruments that are not measured at fair value, categorized based upon the fair value hierarchy, are as follows (in ~~thousands)~~millions):


	Fair Value Measurements at December 31, 2017 Using										Fair Value Measurements at December 31, 2016 Using
	Fair Value Measurements at December 31, 2023																									Fair Value Measurements at December 31, 2023				Fair Value Measurements at December 31, 2022
Description	Total Carrying Amount		Total Fair Value		Level 1⁽¹⁾		Level 2⁽²⁾		Level 3⁽³⁾		Total Carrying Amount		Total Fair Value		Level 1⁽¹⁾		Level 2⁽²⁾		Level 3⁽³⁾		Description	Total Carrying Amount	Total Fair Value	Level 1(1)	Level 2(2)		Level 3(3)	Total Carrying Amount	Total Fair Value		Level 1(1)	Level 2(2)	Level 3(3)
Assets:
Cash and cash equivalents⁽⁴⁾	$	120,112	$	120,112	$	120,112	$	—	$	—	$	132,603	$	132,603	$	132,603	$	—	$	—
Cash and cash equivalents(4)
Cash and cash equivalents(4)
Cash and cash equivalents(4)
Total Assets	$	120,112	$	120,112	$	120,112	$	—	$	—	$	132,603	$	132,603	$	132,603	$	—	$	—
Liabilities:
Long-term debt (including current portion of long-term debt)⁽⁵⁾	$	7,506,312	$	8,038,092	$	—	$	8,038,092	$	—	$	9,347,051	$	9,859,266	$	—	$	9,859,266	$	—
Long-term debt (including current portion of long-term debt)(5)
Long-term debt (including current portion of long-term debt)(5)
Long-term debt (including current portion of long-term debt)(5)
Total Liabilities	$	7,506,312	$	8,038,092	$	—	$	8,038,092	$	—	$	9,347,051	$	9,859,266	$	—	$	9,859,266	$	—



Year	North America⁽¹⁾⁽²⁾	Europe⁽¹⁾⁽³⁾	Asia/Pacific⁽¹⁾⁽⁴⁾
2013	3.32%	1.24%	0.05%
2014	3.46%	1.23%	0.06%
2015	3.36%	1.25%	0.08%
2016	3.43%	1.23%	0.11%
2017	3.56%	1.21%	0.12%


Year	Weighted-Average Supply of Berths Marketed Globally⁽¹⁾	Royal Caribbean Cruises Ltd. Total Berths⁽²⁾	Global Cruise Guests⁽¹⁾	North American Cruise Guests⁽¹⁾⁽³⁾	European Cruise Guests⁽¹⁾⁽⁴⁾	Asia/Pacific Cruise Guests⁽¹⁾⁽⁵⁾
2013	432,000	98,750	21,343	11,710	6,430	2,045
2014	448,000	105,750	22,039	12,269	6,387	2,382
		Supply of Berths								Supply of Berths			Industry Cruise Guests
Year (1)							Year (1)	Weighted-Average Global Supply(2)	Royal Caribbean Group(3)		Global (2)	North American (2)(4)		Europe(2)(5)	Asia/Pacific (2)(6)	Other (2)
2015	469,000	112,700	23,000	12,004	6,587	3,129	2015	469,000	112,700		23,000	52%		29%	14%	5%
2016	493,000	123,270	24,000	12,274	6,512	4,466	2016	493,000	123,270		24,000	51%		27%	19%	3%
2017	517,000	124,070	25,800	12,854	6,435	5,068	2017	515,000	124,070		26,700	48%		25%	20%	7%
2018							2018	546,000	135,520		28,500	49%		26%	20%	5%
2019							2019	579,000	141,570		30,000	47%		25%	24%	4%
2022							2022	634,000	150,005		13,100	65%		29%	2%	4%
2023							2023	650,000	157,575		21,200	63%		27%	6%	4%



Ship	Year Ship Built	Year Ship Entered/Will Enter Service⁽¹⁾	Approximate Berths	Primary Areas of Operation
Royal Caribbean International
Symphony of the Seas	2018	2018	5,450	Mediterranean, Eastern/Western Caribbean
Harmony of the Seas	2016	2016	5,450	Eastern/Western Caribbean
Ovation of the Seas	2016	2016	4,100	Eastern Asia, Australia/New Zealand
Anthem of the Seas	2015	2015	4,150	Bermuda, Canada, Eastern/Southern Caribbean
Quantum of the Seas	2014	2014	4,150	Eastern Asia
Allure of the Seas	2010	2010	5,450	Eastern/Western Caribbean
Oasis of the Seas	2009	2009	5,450	Eastern/Western Caribbean
Independence of the Seas	2008	2008	3,600	Northern Europe, Mediterranean, Western Caribbean
Liberty of the Seas	2007	2007	3,750	Western Caribbean
Freedom of the Seas	2006	2006	3,750	Eastern/Western Caribbean, Mediterranean
Jewel of the Seas	2004	2004	2,150	Mediterranean, Southern Caribbean
Mariner of the Seas	2003	2003	3,100	Eastern Asia, Bahamas
Serenade of the Seas	2003	2003	2,100	Eastern/Southern Caribbean, Northern Europe, Canada, Bermuda
Navigator of the Seas	2002	2002	3,250	Northern Europe, Southern/Western Caribbean, Mediterranean
Brilliance of the Seas	2002	2002	2,100	Northern Europe, Western Caribbean
Adventure of the Seas	2001	2001	3,200	Eastern/Western/Southern Caribbean, Canada
Radiance of the Seas	2001	2001	2,100	Alaska, Australia/New Zealand
Explorer of the Seas	2000	2000	3,250	Alaska, Australia/New Zealand
Voyager of the Seas	1999	1999	3,250	Eastern Asia, Australia/New Zealand
Vision of the Seas	1998	1998	2,000	Mediterranean, Western Caribbean
Enchantment of the Seas	1997	1997	2,250	Bahamas
Rhapsody of the Seas	1997	1997	2,000	Mediterranean, Western Caribbean
Grandeur of the Seas	1996	1996	1,950	Southern Caribbean, Bermuda, Canada, Bahamas
Majesty of the Seas	1992	1992	2,350	Bahamas, Cuba, Western Caribbean
Empress of the Seas	1990	2016	1,550	Bahamas, Cuba, Western Caribbean



Ship	Year Ship Built	Year Ship Entered/Will Enter Service⁽¹⁾	Approximate Berths	Primary Areas of Operation
Celebrity Cruises
Celebrity Edge	2018	2018	2,900	Eastern/Western Caribbean
Celebrity Reflection	2012	2012	3,000	Mediterranean, Eastern/Western/Southern Caribbean
Celebrity Silhouette	2011	2011	2,850	Northern Europe, Mediterranean, Eastern/Western/Southern Caribbean
Celebrity Eclipse	2010	2010	2,850	Northern Europe, Mediterranean, Southern Caribbean, South America
Celebrity Equinox	2009	2009	2,850	Eastern/Western/Southern Caribbean
Celebrity Solstice	2008	2008	2,850	Alaska, Australia/New Zealand
Celebrity Xploration	2007	2016	20	Galapagos Islands
Celebrity Constellation	2002	2002	2,150	Mediterranean, Middle East, Southeast Asia
Celebrity Summit	2001	2001	2,150	Southern Caribbean, Bermuda, Canada
Celebrity Infinity	2001	2001	2,150	South America, Alaska, Western Caribbean, Bahamas
Celebrity Xpedition	2001	2004	100	Galapagos Islands
Celebrity Millennium	2000	2000	2,150	Alaska, Southeastern/Eastern Asia
Celebrity Xperience	1982	2016	50	Galapagos Islands
Azamara Club Cruises
Azamara Quest	2000	2007	700	Mediterranean, Eastern/Western/Southern Caribbean, Latin America, Middle East, Australia, Asia
Azamara Journey	2000	2007	700	Southeastern Asia, Eastern Asia, Australia/New Zealand, Mediterranean, Northern Europe, Cuba
Azamara Pursuit	2001	2018	700	Mediterranean, Northern Europe, South America
Pullmantur
Zenith	1992	2014	1,400	Mediterranean, Northern Europe, Eastern Caribbean
Monarch	1991	2013	2,350	Eastern/Southern Caribbean
Horizon	1990	2010	1,400	Mediterranean, Middle East
Sovereign	1988	2008	2,300	Mediterranean, Brazil
TUI Cruises
Mein Schiff 1 ⁽²⁾	2018	2018	2,850	Southeastern Asia, Middle East, Mediterranean
Mein Schiff 6	2017	2017	2,500	North/South/Central America, Mediterranean
Mein Schiff 5	2016	2016	2,500	Southern Caribbean, Mediterranean, Dubai, Northern Europe
Mein Schiff 4	2015	2015	2,500	Northern Europe, Mediterranean, Dubai
Mein Schiff 3	2014	2014	2,500	Northern Europe, Eastern/Southern Caribbean, Mediterranean, Southeast Asia
Mein Schiff 2	1997	2011	1,900	Mediterranean
SkySea Cruises
SkySea Golden Era	1995	2015	1,800	Eastern Asia
Total			134,070


Employee Type	U.S. Based Employees	International Employees
Shoreside Operations(1)	4,050	3,900
Shipboard Employees	—	88,700
Private Destinations (2)	—	1,550



(Mark One)
x☒			ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐
o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



Republic of Liberia (State or other jurisdiction of incorporation or organization)			98-0081645 (I.R.S. Employer Identification No.)


~~(1)~~	Source: Our estimates are based on a combination of data obtained from publicly available sources including the International Monetary Fund, United Nations, Department of Economic and Social Affairs, Cruise Lines International Association ("CLIA") and G.P. Wild. In addition, our estimates incorporate our own analysis utilizing the same publicly availableThe cruise industry ~~data as a base.~~


~~(2)~~	~~Our estimates include the United States and Canada.~~


~~(3)~~	~~Our estimates include European countries relevant to the industry (e.g., Nordics, Germany, France, Italy, Spain and the United Kingdom).~~


~~(4)~~	Our estimates include the Southeast Asia (e.g., Singapore, Thailand and the Philippines), East Asia (e.g., China and Japan), South Asia (e.g., India and Pakistan) and Oceania (e.g., Australia and Fiji Islands) regions.


~~(2)~~	~~Total berths include our berths related to our Global Brands and Partner Brands.~~


~~(5)~~	Our estimates include the Southeast Asia (e.g., Singapore, Thailand and the Philippines), East Asia (e.g., China and Japan), South Asia (e.g., India and Pakistan) and Oceania (e.g., Australia and Fiji Islands) regions.


Ship	Year Ship Built	Year ship entered service / will enter service	Approximate Berths
Royal Caribbean International
Utopia of the Seas	2024	2024	5,700
Icon of the Seas (1)	2023	2024	5,600
Wonder of the Seas	2022	2022	5,700
Odyssey of the Seas	2021	2021	4,200
Spectrum of the Seas	2019	2019	4,150
Symphony of the Seas	2018	2018	5,500
Harmony of the Seas	2016	2016	5,500
Ovation of the Seas	2016	2016	4,150
Anthem of the Seas	2015	2015	4,150
Quantum of the Seas	2014	2014	4,150
Allure of the Seas	2010	2010	5,500
Oasis of the Seas	2009	2009	5,600
Independence of the Seas	2008	2008	3,850
Liberty of the Seas	2007	2007	3,800
Freedom of the Seas	2006	2006	3,950
Jewel of the Seas	2004	2004	2,200
Mariner of the Seas	2003	2003	3,350
Serenade of the Seas	2003	2003	2,150
Navigator of the Seas	2002	2002	3,400


Employee Location	Male	Female
Shoreside - U.S.	46%	54%
Shoreside - International	43%	57%
Shipboard	78%	22%


U.S. Shoreside Representation by Ethnicity			% of Total U.S. Shoreside Population
White			39%
Hispanic			43%
African American			8%
Asian			6%
Others(1)			4%


~~(1)~~	~~The year a ship entered service refers to the year in which the ship commenced or is expected to commence cruise revenue operations for the brand.~~


~~(2)~~	~~TUI Cruises' newbuild scheduled for delivery in 2018 will enter service as~~ ~~Mein Schiff 1~~ ~~and the existing~~ ~~Mein Schiff 1, not included above, is planned for transfer to an affiliate of TUI AG,~~December 31, 2023, our ~~joint venture partner in TUI Cruises.~~


~~(1)~~	~~TUI Cruises plans to offset this additional capacity through the planned transfer of their existing, oldest ships,~~ ~~Mein Schiff 1~~ ~~and~~ ~~Mein Schiff 2,~~ ~~in 2018 and 2019, respectively, to an affiliate of TUI AG, our joint venture partner in TUI Cruises.~~


Name		Age			Position
Jason T. Liberty		48
~~Name~~	~~Age~~	~~Position~~
~~Richard D. Fain~~	70	~~Chairman,~~President and Chief Executive Officer ~~and Director~~
~~Jason T. Liberty~~Naftali Holtz		4246			~~Executive Vice President,~~ Chief Financial Officer
~~Adam M. Goldstein~~		58	~~President and Chief Operating Officer~~
Michael W. Bayley	5965			President and Chief Executive Officer, Royal Caribbean International
~~Lisa Lutoff-Perlo~~Laura Hodges Bethge		6048			President, ~~and Chief Executive Officer,~~ Celebrity Cruises
~~Lawrence Pimentel~~		66	~~President and Chief Executive Officer, Azamara Club Cruises~~
Harri U. Kulovaara	6571			Executive Vice President, Maritime
~~Bradley H. Stein~~R. Alexander Lake		6252			~~Senior Vice President, General Counsel,~~ Chief ~~Compliance~~Legal Officer
~~Henry L. Pujol~~	50	~~Senior Vice President, Chief Accounting Officer~~ and Secretary



	NYSE Common Stock
	High	Low
2017
Fourth Quarter	$133.75	$117.55
Third Quarter	$125.00	$107.79
Second Quarter	$115.63	$93.86
First Quarter	$101.11	$82.72
2016
Fourth Quarter	$86.84	$67.53
Third Quarter	$75.72	$65.10
Second Quarter	$84.56	$64.95
First Quarter	$99.81	$64.21



Period	Total number of shares purchased	Average price paid per share	Total number of shares purchased as part of publicly announced plans or programs⁽¹⁾	Approximate dollar value of shares that may yet be purchased under the plans or programs
October 1, 2017 - October 31, 2017	—	—	—	$375,000,000
November 1, 2017 - November 30, 2017	275,647	$124.05	275,647	$341,000,000
December 1, 2017 - December 31, 2017	526,470	$124.96	526,470	$275,000,000
Total	802,117		802,117



	12/12	12/13	12/14	12/15	12/16	12/17
Royal Caribbean Cruises Ltd.	100.00	142.11	251.44	313.65	260.04	385.47
S&P 500	100.00	132.39	150.51	152.59	170.84	208.14
Dow Jones US Travel & Leisure	100.00	145.48	169.28	179.27	192.85	238.77



	Year Ended December 31,
	2017		2017 On a Constant Currency basis		2016			2015
Passenger ticket revenues	$	6,313,170	$	6,302,600	$	6,149,323		$	6,058,821
Onboard and other revenues	2,464,675		2,462,531		2,347,078			2,240,253
Total revenues	8,777,845		8,765,131		8,496,401			8,299,074
Less:
Commissions, transportation and other	1,363,170		1,361,001		1,349,677			1,400,778
Onboard and other	495,552		493,790		493,558			553,104
Net revenues including other initiative costs	6,919,123		6,910,340		6,653,166			6,345,192
Less:
Other initiative costs included within Net Revenues	—		—		(2,230		)	—
Net Revenues	$	6,919,123	$	6,910,340	$	6,655,396		$	6,345,192

APCD	36,930,939		36,930,939		37,844,644			36,646,639
Gross Yields	$	237.68	$	237.34	$	224.51		$	226.46
Net Yields	$	187.35	$	187.12	$	175.86		$	173.15



	Year Ended December 31,
	2017		2017 On a Constant Currency basis		2016			2015
Total cruise operating expenses	$	4,896,579	$	4,891,324	$	5,015,539		$	5,099,393
Marketing, selling and administrative expenses ⁽¹⁾	1,186,016		1,189,694		1,100,290			1,086,504
Gross Cruise Costs	6,082,595		6,081,018		6,115,829			6,185,897
Less:
Commissions, transportation and other	1,363,170		1,361,001		1,349,677			1,400,778
Onboard and other	495,552		493,790		493,558			553,104
Net Cruise Costs including other initiative costs	4,223,873		4,226,227		4,272,594			4,232,015
Less:
Net gain related to the sale of Pullmantur and CDF Croisières de France brands included within other operating expenses	—		—		(3,834		)	—
Other initiative costs included within cruise operating expenses and marketing, selling and administrative expenses	—		—		2,433			—
Net Cruise Costs	4,223,873		4,226,227		4,273,995			4,232,015
Less:
Fuel ⁽²⁾	681,118		681,114		713,252			795,801
Net Cruise Costs Excluding Fuel	$	3,542,755	$	3,545,113	$	3,560,743		$	3,436,214

APCD	36,930,939		36,930,939		37,844,644			36,646,639
Gross Cruise Costs per APCD	$	164.70	$	164.66	$	161.60		$	168.80
Net Cruise Costs per APCD	$	114.37	$	114.44	$	112.94		$	115.48
Net Cruise Cost Excluding Fuel per APCD	$	95.93	$	95.99	$	94.09		$	93.77



	Payments due by period
			Less than		1-3		3-5		More than
	Total		1 year		years		years		5 years
Operating Activities:
Operating lease obligations⁽¹⁾	$	241,468	$	29,420	$	44,191	$	22,644	$	145,213
Interest on long-term debt⁽²⁾	1,275,346		250,600		415,000		292,665		317,081
Other⁽³⁾	879,206		214,444		282,570		150,003		232,189
Investing Activities:	0
Ship purchase obligations⁽⁴⁾	10,888,494		2,368,806		3,063,165		4,089,153		1,367,370
Financing Activities:	0
Long-term debt obligations⁽⁵⁾	7,506,312		1,185,038		2,047,882		2,012,922		2,260,470
Capital lease obligations⁽⁶⁾	33,139		3,476		7,210		8,395		14,058
Other⁽⁷⁾	21,552		8,868		11,217		1,467		—
Total	$	20,845,517	$	4,060,652	$	5,871,235	$	6,577,249	$	4,336,381



		Incorporated By Reference
Exhibit Number	Exhibit Description	Form	Exhibit	Filing Date/ Period End Date
3.1	Restated Articles of Incorporation of the Company, as amended (composite)	S-3	3.1	3/23/2009
3.2	Amended and Restated By-Laws of the Company	8-K	3.1	9/11/2013
4.1	Indenture dated as of July 15, 1994, by and between the Company, as issuer, and The Bank of New York Trust Company, N.A., successor to NationsBank of Georgia, National Association, as Trustee	20-F	2.4	12/31/1994
4.2	Sixth Supplemental Indenture dated as of October 14, 1997, to the Indenture, dated as of July 15, 1994, by and between the Company, as issuer, and The Bank of New York Trust Company, N.A., as Trustee	20-F	2.11	12/31/1997
4.3	Eighth Supplemental Indenture dated as of March 16, 1998, to the Indenture, dated as of July 15, 1994, by and between the Company, as issuer, and The Bank of New York Trust Company, N.A., as Trustee	20-F	2.13	12/31/1997
4.4	Form of Indenture, dated as of July 31, 2006, by and between the Company, as issuer, and The Bank of New York Trust Company, N.A., as Trustee	S-3	4.1	7/31/2006
4.5	Second Supplemental Indenture dated as of November 7, 2012 between the Company, as issuer, and The Bank of New York Mellon Trust Company, N.A., as Trustee	8-K	4.1	11/7/2012
4.6	Third Supplemental Indenture, dated as of November 28, 2017 between the Company, as issuer, and The Bank of New York Mellon Trust Company, N.A., as Trustee	8-K	4.1	11/28/2017
10.1	Amended and Restated Registration Rights Agreement dated as of July 30, 1997, by and among the Company, A. Wilhelmsen AS., Cruise Associates, Monument Capital Corporation, Archinav Holdings, Ltd. and Overseas Cruiseship, Inc.	20-F	2.20	12/31/1997
10.2	Amendment to the Amended and Restated Credit Agreement, dated as of June 15, 2015, by and among the Company, The Bank of Nova Scotia, as administrative agent for the lender parties and the lender parties	8-K	10.1	6/19/2015
10.3	Amendment to the Credit Agreement, dated as of December 4, 2017, by and among the Company, the various financial institutions as are or shall become parties thereto and The Bank of Nova Scotia, as administrative agent for the lender parties	8-K	10.1	12/7/2017
10.4	Assignment and Amendment to the Credit Agreement, dated as of August 23, 2013, by and among the Company, Nordea Bank Finland plc, New York Branch, as administrative agent for the lender parties and the lender parties	8-K	10.1	8/26/2013
10.5	Amendment No. 1 to the Amended and Restated Credit Agreement, dated as of July 10, 2015, by and among the Company Nordea Bank Finland Plc, New York Branch, as administrative agent for the lender parties and the lender parties	10-Q	10.2	6/30/2015
10.6	Amendment to the Credit Agreement, dated as of October 12, 2017, by and among the Company, the various financial institutions as are or shall become parties thereto and Nordea Bank AB (PUBL), New York branch, as administrative agent for the lender parties	8-K	10.3	10/17/2017
10.7	Amendment No. 4 to Hull No. S-697 Credit Agreement, dated as of February 2, 2016, by and between the Company, the Lenders from time to time party thereto, the Mandated Lead Arrangers and KfW-IPEX-Bank GmbH, as Hermes Agent and Facility Agent	10-K	10.7	12/31/2015
10.8	Amendment No. 4 to Hull No. S-698 Credit Agreement, dated as of February 3, 2016, by and between the Company, the Lenders from time to time party thereto, the Mandated Lead Arrangers and KfW-IPEX-Bank GmbH, as Hermes Agent and Facility Agent	10-K	10.8	12/31/2015



	Page
Report of Independent Registered ~~Certified~~ Public Accounting Firm (PCAOB ID No. 238)		~~F-2~~F-2
Consolidated Statements of Comprehensive Income ~~(Loss)~~(Loss)		~~F-4~~F-4
Consolidated Balance Sheets		~~F-5~~F-5
Consolidated Statements of Cash Flows		~~F-6~~F-6
Consolidated Statements of Shareholders' Equity		~~F-8~~F-8
Notes to the Consolidated Financial Statements		~~F-9~~F-9



Cash and cash equivalents at beginning of year	132,603		121,565		189,241
Cash and cash equivalents at end of year	$	120,112	$	132,603	$	121,565
Supplemental Disclosures
Cash paid during the year for:
Interest, net of amount capitalized	$	249,615	$	256,775	$	248,611

Non-Cash Investing Activities
Purchases of property and equipment included in accounts payable and accrued expenses and other liabilities	$	139,644	$	—	$	—
Notes receivable issued upon sale of property and equipment	$	20,409	$	213,042	$	—



	Common Stock		Paid-in Capital		Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock			Total Shareholders' Equity
	(in thousands)
Balances at January 1, 2015	$	2,331	$	3,253,552	$	6,575,248		$	(896,994	)	$	(649,778	)	$	8,284,359
Issuance under employee related plans	8		40,497		—			—			—			40,505
Common Stock dividends	—		—		(296,169		)	—			—			(296,169		)
Changes related to cash flow derivative hedges	—		—		—			(406,047		)	—			(406,047		)
Change in defined benefit plans	—		—		—			4,760			—			4,760
Foreign currency translation adjustments	—		—		—			(30,152		)	—			(30,152		)
Purchase of Treasury Stock	—		3,570		—			—			(203,570		)	(200,000		)
Net income	—		—		665,783			—			—			665,783
Balances at December 31, 2015	2,339		3,297,619		6,944,862			(1,328,433		)	(853,348		)	8,063,039
Issuance under employee related plans	7		30,898		—			—			—			30,905
Common Stock dividends	—		—		(367,909		)	—			—			(367,909		)
Changes related to cash flow derivative hedges	—		—		—			411,223			—			411,223
Change in defined benefit plans	—		—		—			(1,636		)	—			(1,636		)
Foreign currency translation adjustments	—		—		—			2,362			—			2,362
Purchases of Treasury Stock	—		—		—			—			(299,960		)	(299,960		)
Net income	—		—		1,283,388			—			—			1,283,388
Balances at December 31, 2016	2,346		3,328,517		7,860,341			(916,484		)	(1,153,308		)	9,121,412
Issuance under employee related plans	6		61,600		—			—			—			61,606
Common Stock dividends	—		—		(463,069		)	—			—			(463,069		)
Changes related to cash flow derivative hedges	—		—		—			570,495			—			570,495
Change in defined benefit plans	—		—		—			(5,583		)	—			(5,583		)
Foreign currency translation adjustments	—		—		—			17,307			—			17,307
Purchases of Treasury Stock	—		—		—			—			(224,998		)	(224,998		)
Net income	—		—		1,625,133			—			—			1,625,133
Balances at December 31, 2017	$	2,352	$	3,390,117	$	9,022,405		$	(334,265	)	$	(1,378,306	)	$	10,702,303



	Royal Caribbean International			Celebrity Cruises		Total
Balance at December 31, 2015	$	286,764		$	—	$	286,764
Goodwill attributable to purchase of Ocean Adventures⁽¹⁾	—			1,600		1,600
Foreign currency translation adjustment	(10		)	32		22
Balance at December 31, 2016	286,754			1,632		288,386
Foreign currency translation adjustment	126			—		126
Balance at December 31, 2017	$	286,880		$	1,632	$	288,512



	For the period ended December 31,
	2017		2016		2015
Share of equity income from investments	$	156,247	$	128,350	$	81,026
Dividends received	$	109,677	$	75,942	$	33,338



	2017			2016
$1.4 billion unsecured revolving credit facility, LIBOR plus 1.175%, currently 2.64% and a facility fee of 0.20%, due 2020	$	300,000		$	925,000
$1.2 billion unsecured revolving credit facility, LIBOR plus 1.175%, currently 2.58% and a facility fee of 0.20%, due 2022	280,000			805,000
Unsecured senior notes and senior debentures, 2.65% to 7.50%, due 2018, 2020, 2022, 2027 and 2028	1,866,359			1,073,261
$200 million unsecured term loan, LIBOR plus 1.30%	—			200,000
$841.8 million unsecured term loan, LIBOR plus 1.00%, currently 2.52% due through 2028	736,604			806,756
$226.1 million unsecured term loan, 2.53%, due through 2028	197,837			216,677
€700.7 million unsecured term loan, EURIBOR plus 1.15% currently 1.15%, due through 2028	736,020			708,417
$742.1 million unsecured term loan, LIBOR plus 1.30%, currently 2.81%, due through 2027	587,497			649,338
$273.2 million unsecured term loan, LIBOR plus 1.75%	—			273,166
$519 million unsecured term loan, LIBOR plus 0.45%, currently 2.00%, due through 2020	129,786			173,049
$420 million unsecured term loan, 5.41%, due through 2021	135,514			171,444
$420 million unsecured term loan, LIBOR plus 1.65%, currently 3.21%, due through 2021	140,000			175,000
€159.4 million unsecured term loan, EURIBOR plus 1.58%, currently 1.58%, due through 2021	63,798			70,082
$524.5 million unsecured term loan, LIBOR plus 0.50%, currently 1.96%, due through 2021	174,833			218,542
$566.1 million unsecured term loan, LIBOR plus 0.37%, currently 1.90%, due through 2022	212,276			259,448
$1.1 billion unsecured term loan, LIBOR plus 1.65%, currently 3.21%, due through 2022	345,877			460,652
$632.0 million unsecured term loan, LIBOR plus 0.40%, currently 1.86%, due through 2023	315,979			368,643
$673.5 million unsecured term loan, LIBOR plus 0.40%, currently 1.92%, due through 2024	392,860			448,983
$65.0 million unsecured term loan, LIBOR plus 1.45%, currently 3.02%, due through 2019	65,227			67,027
$380.0 million unsecured term loan, LIBOR plus 1.45%, currently 3.02%, due 2018	380,000			380,000
$791.1 million unsecured term loan, LIBOR plus 1.30%, currently 2.85%, due through 2026	593,331			659,256
$290.0 million unsecured term loan, LIBOR plus 1.75%	—			290,000
€365 million unsecured term loan, EURIBOR plus 1.75%	—			123,963
$7.3 million unsecured term loan, LIBOR plus 2.5%	—			3,964
$30.3 million unsecured term loan, LIBOR plus 3.75%, currently 5.29%, due through 2021	5,400			6,597
€80.0 million unsecured term loan, EURIBOR plus 1.32% currently 1.32%, due through 2024	14,267			—
Capital lease obligations	33,139			40,385
Total debt	7,706,604			9,574,650
Less: unamortized debt issuance costs	(167,153		)	(187,214		)
Total debt, net of unamortized debt issuance costs	7,539,451			9,387,436
Less: current portion	(1,188,514		)	(1,285,735		)
Long-term portion	$	6,350,937		$	8,101,701



Year
2018	$	1,188,514
2019	762,614
2020	1,292,478
2021	640,734
2022	1,380,583
Thereafter	2,274,528
	$	7,539,451



Stock Option Activity	Number of Options		Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term	Aggregate Intrinsic Value⁽¹⁾
					(years)	(in thousands)
Outstanding at January 1, 2017	346,310		$	32.82	2.39	$	17,221
Granted	—		—		—	—
Exercised	(72,000	)	$	35.07	—	—
Canceled	(1,586	)	$	46.18	—	—
Outstanding at December 31, 2017	272,724		$	32.15	1.41	$	24,053
Vested at December 31, 2017	272,724		$	32.15	1.41	$	24,053
Options Exercisable at December 31, 2017	272,724		$	32.15	1.41	$	24,053



	Amount of Loss Reclassified from Accumulated Other Comprehensive Income (Loss) into Income
Details about Accumulated Other Comprehensive Income (Loss) Components	Year Ended December 31, 2017			Year Ended December 31, 2016			Year Ended December 31, 2015			Affected Line Item in Statements of Comprehensive Income (Loss)
Loss on cash flow derivative hedges:
Interest rate swaps	(31,603		)	(41,480		)	(36,401		)	Interest expense, net of interest capitalized
Foreign currency forward contracts	(10,840		)	(8,114		)	(2,871		)	Depreciation and amortization expenses
Foreign currency forward contracts	(9,472		)	(14,342		)	7,580			Other expense
Foreign currency forward contracts	—			(207		)	—			Other indirect operating expenses
Foreign currency collar options	(2,408		)	(2,408		)	(1,605		)	Depreciation and amortization expenses
Fuel swaps	7,382			13,685			(9,583		)	Other expense
Fuel swaps	(141,689		)	(284,384		)	(248,744		)	Fuel
	(188,630		)	(337,250		)	(291,624		)
Amortization of defined benefit plans:
Actuarial loss	(1,172		)	(1,141		)	(1,414		)	Payroll and related
Prior service costs	—			—			(293		)	Payroll and related
	(1,172		)	(1,141		)	(1,707		)
Release of foreign cumulative translation due to sale or liquidation of businesses:
Foreign cumulative translation	—			—			4,200			Other operating
Total reclassifications for the period	$	(189,802	)	$	(338,391	)	$	(289,131	)