Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2024 | Apr. 30, 2024 | |
Document And Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 333-128780 | |
Entity Registrant Name | NCL CORPORATION LTD. | |
Entity Incorporation, State or Country Code | D0 | |
Entity Tax Identification Number | 20-0470163 | |
Entity Address, Address Line One | 7665 Corporate Center Drive | |
Entity Address, City or Town | Miami | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33126 | |
City Area Code | 305 | |
Local Phone Number | 436-4000 | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock Shares Outstanding | 206,163,934 | |
Entity Central Index Key | 0001318742 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Revenue | ||
Total revenue | $ 2,191,215 | $ 1,821,939 |
Cruise operating expense | ||
Total cruise operating expense | 1,387,423 | 1,280,418 |
Other operating expense | ||
Marketing, general and administrative | 362,458 | 335,940 |
Depreciation and amortization | 222,929 | 194,790 |
Total other operating expense | 585,387 | 530,730 |
Operating income | 218,405 | 10,791 |
Non-operating income (expense) | ||
Interest expense, net | (247,418) | (196,728) |
Other income (expense), net | 14,551 | (18,571) |
Total non-operating income (expense) | (232,867) | (215,299) |
Net loss before income taxes | (14,462) | (204,508) |
Income tax benefit (expense) | (1,001) | 10,173 |
Net loss | (15,463) | (194,335) |
Passenger ticket | ||
Revenue | ||
Total revenue | 1,459,814 | 1,208,841 |
Commissions, transportation and other | ||
Cruise operating expense | ||
Total cruise operating expense | 436,210 | 409,684 |
Onboard and other | ||
Revenue | ||
Total revenue | 731,401 | 613,098 |
Cruise operating expense | ||
Total cruise operating expense | 132,036 | 119,697 |
Payroll and related | ||
Cruise operating expense | ||
Total cruise operating expense | 344,281 | 304,155 |
Fuel | ||
Cruise operating expense | ||
Total cruise operating expense | 197,734 | 194,868 |
Food | ||
Cruise operating expense | ||
Total cruise operating expense | 84,708 | 95,966 |
Other | ||
Cruise operating expense | ||
Total cruise operating expense | $ 192,454 | $ 156,048 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net loss | $ (15,463) | $ (194,335) |
Other comprehensive loss: | ||
Shipboard Retirement Plan | 95 | 64 |
Cash flow hedges: | ||
Net unrealized loss | 47,253 | (18,475) |
Amount realized and reclassified into earnings | (3,333) | (9,874) |
Total other comprehensive loss | 44,015 | (28,285) |
Total comprehensive loss | $ 28,552 | $ (222,620) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 553,872 | $ 396,473 |
Accounts receivable, net | 282,313 | 280,271 |
Inventories | 157,879 | 157,646 |
Prepaid expenses and other assets | 590,148 | 472,816 |
Total current assets | 1,584,212 | 1,307,206 |
Property and equipment, net | 16,463,522 | 16,433,292 |
Goodwill | 98,134 | 98,134 |
Trade names | 500,525 | 500,525 |
Other long-term assets | 1,172,853 | 1,147,891 |
Total assets | 19,819,246 | 19,487,048 |
Current liabilities: | ||
Current portion of long-term debt | 1,597,620 | 1,598,177 |
Current portion of exchangeable notes | 221,481 | 210,375 |
Accounts payable | 204,971 | 174,338 |
Accrued expenses and other liabilities | 1,019,273 | 1,058,573 |
Advance ticket sales | 3,629,707 | 3,060,666 |
Total current liabilities | 6,736,432 | 6,165,518 |
Long-term debt | 9,959,505 | 10,271,259 |
Exchangeable notes | 2,078,765 | 2,054,142 |
Other long-term liabilities | 859,282 | 839,335 |
Total liabilities | 19,633,984 | 19,330,254 |
Commitments and contingencies (Note 9) | ||
Shareholders' equity: | ||
Preference shares | ||
Ordinary shares ($0.0012 par value; 48,333,330 shares authorized; 39,497,334 shares issued and outstanding at March 31, 2024 and December 31, 2023) | 47 | 47 |
Additional paid-in capital | 8,674,342 | 8,674,426 |
Accumulated other comprehensive income (loss) | (466,136) | (510,151) |
Accumulated deficit | (8,022,991) | (8,007,528) |
Total shareholders' equity | 185,262 | 156,794 |
Total liabilities and shareholders' equity | 19,819,246 | 19,487,048 |
Related Party [Member] | ||
Current liabilities: | ||
Due to NCLH | $ 63,380 | $ 63,389 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2024 | Dec. 31, 2023 |
Ordinary shares, par value (in dollars per share) | $ 0.0012 | $ 0.0012 |
Ordinary shares, authorized | 48,333,330 | 40,000,000 |
Ordinary shares, issued | 39,497,334 | 31,164,004 |
Ordinary shares, outstanding | 39,497,334 | 31,164,004 |
Series A-1 | ||
Preferred shares, par value (per share) | $ 1,000 | $ 1,000 |
Preferred shares, authorized | 2,000,000 | 2,000,000 |
Preferred shares, issued | 0 | 0 |
Preferred shares, outstanding | 0 | 0 |
Series A-3 | ||
Preferred shares, par value (per share) | $ 1,000 | $ 1,000 |
Preferred shares, authorized | 999,990 | 999,990 |
Preferred shares, issued | 0 | 0 |
Preferred shares, outstanding | 0 | 0 |
Series A-4 | ||
Preferred shares, par value (per share) | $ 1,000 | $ 1,000 |
Preferred shares, authorized | 2,000,000 | 2,000,000 |
Preferred shares, issued | 0 | 0 |
Preferred shares, outstanding | 0 | 0 |
Series A-5 | ||
Preferred shares, par value (per share) | $ 1,000 | $ 1,000 |
Preferred shares, authorized | 1,000,000 | 1,000,000 |
Preferred shares, issued | 0 | 0 |
Preferred shares, outstanding | 0 | 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash flows from operating activities | ||
Net loss | $ (15,463) | $ (194,335) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization expense | 274,332 | 236,147 |
Loss on derivatives | 2,461 | 14,019 |
Loss on extinguishment of debt | 29,000 | 2,434 |
Provision for bad debts and inventory obsolescence | 1,532 | 1,199 |
Gain on involuntary conversion of assets | (2,846) | |
Share-based compensation expense | 21,948 | 28,155 |
Net foreign currency adjustments | (6,603) | 1,021 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (4,052) | 65,391 |
Inventories | (517) | 2,812 |
Prepaid expenses and other assets | (83,414) | (129,858) |
Accounts payable | 29,987 | (25,926) |
Accrued expenses and other liabilities | (31,423) | (168,881) |
Advance ticket sales | 592,238 | 668,261 |
Net cash provided by operating activities | 807,180 | 500,439 |
Cash flows from investing activities | ||
Additions to property and equipment, net | (258,851) | (237,676) |
Other, net | 3,608 | 1,320 |
Net cash used in investing activities | (255,243) | (236,356) |
Cash flows from financing activities | ||
Repayments of long-term debt | (425,339) | (1,821,412) |
Proceeds from long-term debt | 92,406 | 1,330,622 |
Due to NCLH, net | (9) | 5,512 |
Net share settlement of restricted share units | (22,032) | (11,306) |
Early redemption premium | (19,163) | |
Deferred financing fees and other | (20,401) | (13,886) |
Net cash used in financing activities | (394,538) | (510,470) |
Net increase (decrease) in cash and cash equivalents | 157,399 | (246,387) |
Cash and cash equivalents at beginning of period | 396,473 | 941,026 |
Cash and cash equivalents at end of period | $ 553,872 | $ 694,639 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders' Equity (Deficit) - USD ($) $ in Thousands | Ordinary Shares | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Total |
Balance at Dec. 31, 2022 | $ 37 | $ 8,582,346 | $ (478,792) | $ (7,884,790) | $ 218,801 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation | 28,155 | 28,155 | |||
Net share settlement of restricted share units | (11,306) | (11,306) | |||
Other comprehensive income loss, net | (28,285) | (28,285) | |||
Net loss | (194,335) | (194,335) | |||
Balance at Mar. 31, 2023 | 37 | 8,599,195 | (507,077) | (8,079,125) | 13,030 |
Balance at Dec. 31, 2023 | 47 | 8,674,426 | (510,151) | (8,007,528) | 156,794 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation | 21,948 | 21,948 | |||
Net share settlement of restricted share units | (22,032) | (22,032) | |||
Other comprehensive income loss, net | 44,015 | 44,015 | |||
Net loss | (15,463) | (15,463) | |||
Balance at Mar. 31, 2024 | $ 47 | $ 8,674,342 | $ (466,136) | $ (8,022,991) | $ 185,262 |
Description of Business and Org
Description of Business and Organization | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Organization | 1. Description of Business and Organization We are a leading global cruise company which operates the Norwegian Cruise Line, Oceania Cruises and Regent Seven Seas Cruises brands. As of March 31, 2024, we had 32 ships with approximately 66,400 Berths and had orders for five additional ships to be delivered through 2028. As of March 31, 2024, we had four Prima Class Ships on order with currently scheduled delivery dates from 2025 through 2028, and we had one Allura Class Ship on order for delivery in 2025. Subsequent to March 31, 2024, we announced anticipated additional newbuilds for our fleet. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Liquidity As of March 31, 2024, we had liquidity of approximately $2.4 billion, including cash and cash equivalents of $553.9 million and borrowings available under our $1.2 billion undrawn Revolving Loan Facility and $650 million undrawn commitment of senior unsecured notes issuable by NCLC less related fees (see Note 6 – “Long-Term Debt”). Additionally, in April 2024, a €200 million commitment became available that can be used for future newbuild payments (see Note 6 – “Long-Term Debt”). We believe that we have sufficient liquidity to fund our obligations and expect to remain in compliance with our financial covenants for at least the next twelve months from the issuance of these financial statements. We will continue to pursue various opportunities to refinance future debt maturities to reduce interest expense and/or to extend the maturity dates associated with our existing indebtedness and obtain relevant financial covenant amendments or waivers, if needed. Basis of Presentation The accompanying consolidated financial statements are unaudited and, in our opinion, contain all normal recurring adjustments necessary for a fair statement of the results for the periods presented. Our operations are seasonal and results for interim periods are not necessarily indicative of the results for the entire fiscal year. Historically, demand for cruises has been strongest during the Northern Hemisphere’s summer months. The interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2023, which are included in our most recent Annual Report on Form 10-K filed with the SEC on February 28, 2024. Foreign Currency The majority of our transactions are settled in U.S. dollars. We remeasure assets and liabilities denominated in foreign currencies at exchange rates in effect at the balance sheet date. The resulting gains or losses are recognized in our consolidated statements of operations within other income (expense), net. We recognized a gain of $13.3 million and a loss of $8.7 million for the three months ended March 31, 2024 and 2023, respectively, related to remeasurement of assets and liabilities denominated in foreign currencies. Remeasurements of foreign currency related to operating activities are recognized within changes in operating assets and liabilities in the consolidated statement of cash flows. Depreciation and Amortization Expense The amortization of deferred financing fees and debt discounts are included in depreciation and amortization expense in the consolidated statements of cash flows; however, for purposes of the consolidated statements of operations they are included in interest expense, net. Accounts Receivable, Net Accounts receivable, net included $19.8 million and $20.1 million due from credit card processors as of March 31, 2024 and December 31, 2023, respectively. Recently Issued Accounting Guidance In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which aims to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 includes additional disclosures on an interim and annual basis and requires that the disclosures be applied to public entities that have a single reportable segment. These provisions are effective for fiscal years beginning after December 15, 2023 and interim periods after December 15, 2024. ASU 2023-07 shall be applied retrospectively unless it is impracticable to do so. We are evaluating the impact of ASU 2023-07 on our notes to the consolidated financial statements. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information as well as certain other amendments to improve the effectiveness of income tax disclosures. The amendments in this update are effective for annual periods beginning after December 15, 2024 and should be applied on a prospective basis. We are evaluating the impact of ASU 2023-09 on our notes to the consolidated financial statements. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | 3. Revenue Recognition Disaggregation of Revenue Revenue and cash flows are affected by economic factors in various geographical regions. Revenues by destination were as follows (in thousands): Three Months Ended March 31, 2024 2023 North America $ 1,560,772 $ 1,361,053 Europe 25,236 81,318 Asia-Pacific 397,002 205,662 Other 208,205 173,906 Total revenue $ 2,191,215 $ 1,821,939 North America includes the U.S., the Caribbean, Canada and Mexico. Europe includes the Baltic region, Canary Islands and Mediterranean. Asia-Pacific includes Australia, New Zealand and Asia. Other includes all other international territories. Segment Reporting We have concluded that our business has a single reportable segment. Each brand, Norwegian, Oceania Cruises and Regent, constitutes a business for which discrete financial information is available and management regularly reviews the brand level operating results and, therefore, each brand is considered an operating segment. Our operating segments have similar economic and qualitative characteristics, including similar long-term margins, products and services; therefore, we aggregate all of the operating segments into one reportable segment. Although we sell cruises on an international basis, our passenger ticket revenue is primarily attributed to U.S.-sourced guests who make reservations through the U.S. Revenue attributable to U.S.-sourced guests has approximated 84-87% of total revenue over the preceding three fiscal years. No other individual country’s revenues exceed 10% in any given period. Contract Balances Receivables from customers are included within accounts receivable, net. As of March 31, 2024 and December 31, 2023, our receivables from customers were $131.8 million and $126.4 million, respectively, primarily related to in-transit credit card receivables. Future cruise credits that have been issued as face value reimbursement for cancelled bookings due to COVID-19 are approximately $66.0 million. The future cruise credits are not contracts, and therefore, guests who elected this option are excluded from our contract liability balance; however, the credit for the original amount paid is included in advance ticket sales. Our contract liabilities are included within advance ticket sales. As of March 31, 2024 and December 31, 2023, our contract liabilities were $2.7 billion and $2.2 billion, respectively. Of the amounts included within contract liabilities as of March 31, 2024, approximately 45% were refundable in accordance with our cancellation policies. Of the deposits included within advance ticket sales, the majority are refundable in accordance with our cancellation policies and it is uncertain to what extent guests may request refunds. For the three months ended March 31, 2024, $1.7 billion of revenue recognized was included in the contract liability balance at the beginning of the period. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Leases | 4. Leases Operating lease balances were as follows (in thousands): Balance Sheet location March 31, 2024 December 31, 2023 Operating leases Right-of-use assets Other long-term assets $ 764,045 $ 753,652 Current operating lease liabilities Accrued expenses and other liabilities 29,043 23,226 Non-current operating lease liabilities Other long-term liabilities 648,487 644,646 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 3 Months Ended |
Mar. 31, 2024 | |
Statement Of Income And Comprehensive Income [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 5. Accumulated Other Comprehensive Income (Loss) Accumulated other comprehensive income (loss) for the three months ended March 31, 2024 was as follows (in thousands): Three Months Ended March 31, 2024 Change Accumulated Change Related to Other Related to Shipboard Comprehensive Cash Flow Retirement Income (Loss) Hedges Plan Accumulated other comprehensive income (loss) at beginning of period $ (510,151) $ (509,171) $ (980) Current period other comprehensive income before reclassifications 47,253 47,253 — Amounts reclassified into earnings (3,238) (3,333) (1) 95 (2) Accumulated other comprehensive income (loss) at end of period $ (466,136) $ (465,251) (3) $ (885) Accumulated other comprehensive income (loss) for the three months ended March 31, 2023 was as follows (in thousands): Three Months Ended March 31, 2023 Change Accumulated Change Related to Other Related to Shipboard Comprehensive Cash Flow Retirement Income (Loss) Hedges Plan Accumulated other comprehensive income (loss) at beginning of period $ (478,792) $ (481,225) $ 2,433 Current period other comprehensive loss before reclassifications (18,475) (18,475) — Amounts reclassified into earnings (9,810) (9,874) (1) 64 (2) Accumulated other comprehensive income (loss) at end of period $ (507,077) $ (509,574) $ 2,497 (1) We refer you to Note 7— “Fair Value Measurements and Derivatives” for the affected line items in the consolidated statements of operations. (2) Amortization of prior-service cost and actuarial loss reclassified to other income (expense), net. (3) Includes $6.6 million of gains expected to be reclassified into earnings in the next 12 months. |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 6. Long-Term Debt In February 2024, NCLC and the purchasers named therein (collectively, the “Commitment Parties”) entered into a third amended and restated commitment letter (the “third amended commitment letter”), which became effective in March 2024. The third amended commitment letter amended and restated the commitment letter dated February 22, 2023 and extended the commitments thereunder through March 2025. Pursuant to the third amended commitment letter, the Commitment Parties have agreed to purchase from NCLC an aggregate principal amount of $650 million of senior unsecured notes due five years after the issue date (the “Commitment Notes”) at NCLC’s option. If issued, the Commitment Notes will be subject to an issue fee of 0.50% and will bear interest at a rate per annum equal to (A) the greater of (i) the interest rate of the 7.75% senior notes due 2029 (“2029 Unsecured Notes”) and (ii) the then-current secondary trading yield applicable to the 2029 Unsecured Notes plus (B) 200 basis points. The Commitment Notes are subject to a one-time structuring fee of 0.50% and a quarterly commitment fee of 0.75% for so long as the commitments with respect to the Commitment Notes are outstanding. In connection with the execution of the third amended commitment letter, NCLC agreed to repurchase all of the outstanding $250 million aggregate principal amount of 9.75% senior secured notes due 2028 (the “2028 Secured Notes”) at a negotiated premium plus accrued and unpaid interest thereon. In March 2024, in connection with the settlement of the repurchase, the aggregate principal amount outstanding under the 2028 Secured Notes was cancelled while also releasing the related collateral. The loss on extinguishment was $29.0 million, recognized in interest expense, net. In November 2023, we executed an agreement for a commitment of €200 million in connection with financial support for our newbuilds, which became available in April 2024. The commitment if drawn will pay interest quarterly at a rate per annum based on an applicable margin plus Euribor 3-months. The commitment may be drawn at any time and is payable within 364 days, but no later than July 15, 2025. Any amount repaid prior to July 15, 2025 may be drawn again. Exchangeable Notes The following is a summary of NCLC’s exchangeable notes as of March 31, 2024 (in thousands): Unamortized Debt Discount, Principal including Deferred Net Carrying Fair Value Amount Financing Fees Amount Amount Leveling 2024 Exchangeable Notes (1) $ 146,601 $ (2,958) $ 143,643 $ 224,238 Level 2 2025 Exchangeable Notes 449,990 (56,546) 393,444 581,270 Level 2 2027 1.125% Exchangeable Notes 1,150,000 (155,755) 994,245 1,098,273 Level 2 2027 2.5% Exchangeable Notes 473,175 (65,425) 407,750 464,540 Level 2 (1) We expect that the holders of the 2024 Exchangeable Notes will exchange their 2024 Exchangeable Notes for shares. The following is a summary of NCLC’s exchangeable notes as of December 31, 2023 (in thousands): Unamortized Debt Discount, Principal including Deferred Net Carrying Fair Value Amount Financing Fees Amount Amount Leveling 2024 Exchangeable Notes $ 146,601 $ (8,672) $ 137,929 $ 217,790 Level 2 2025 Exchangeable Notes 449,990 (65,811) 384,179 572,567 Level 2 2027 1.125% Exchangeable Notes 1,150,000 (167,939) 982,061 1,068,431 Level 2 2027 2.5% Exchangeable Notes 473,175 (70,405) 402,770 453,784 Level 2 The following provides a summary of the interest expense of NCLC’s exchangeable notes (in thousands): Three Months Ended March 31, 2024 2023 Coupon interest $ 14,437 $ 14,438 Amortization of discount and deferred financing fees 32,144 28,114 Total $ 46,581 $ 42,552 As of March 31, 2024, the effective interest rate is 22.74%, 15.89%, 6.28% and 7.88% for the 2024 Exchangeable Notes, 2025 Exchangeable Notes, 2027 1.125% Exchangeable Notes and 2027 2.5% Exchangeable Notes, respectively. Debt Repayments The following are scheduled principal repayments on our long-term debt including exchangeable notes, which can be settled in shares, and finance lease obligations as of March 31, 2024 (in thousands): Year Amount Remainder of 2024 $ 1,569,504 2025 1,321,130 2026 2,234,657 2027 3,291,131 2028 1,697,619 2029 1,911,513 Thereafter 2,064,110 Total $ 14,089,664 Debt Covenants As of March 31, 2024, we were in compliance with all of our debt covenants. If we do not continue to remain in compliance with our covenants, we would have to seek additional amendments to or waivers of our covenants. However, no assurances can be made that such amendments or waivers would be approved by our lenders. Generally, if an event of default under any debt agreement occurs, then pursuant to cross default and/or cross acceleration clauses, substantially all of our outstanding debt and derivative contract payables could become due, and all debt and derivative contracts could be terminated, which would have a material adverse impact on our operations and liquidity. |
Fair Value Measurements and Der
Fair Value Measurements and Derivatives | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements and Derivatives | 7. Fair Value Measurements and Derivatives Fair value is defined as the price at which an orderly transaction to sell an asset or to transfer a liability would take place between market participants at the measurement date under current market conditions (that is, an exit price at the measurement date from the perspective of a market participant that holds the asset or owes the liability). Derivatives are generally recorded at fair value. Contracts that are designated as normal purchases and normal sales are not recorded at fair value. The normal purchases and normal sales exception requires, among other things, physical delivery in quantities expected to be used or sold over a reasonable period in the normal course of business. All of our allowance purchase agreements related to the European Union’s Emissions Trading System meet the criteria specified for this exception. Fair Value Hierarchy The following hierarchy for inputs used in measuring fair value should maximize the use of observable inputs and minimize the use of unobservable inputs by requiring that the most observable inputs be used when available: Level 1 Quoted prices in active markets for identical assets or liabilities that are accessible at the measurement dates. Level 2 Significant other observable inputs that are used by market participants in pricing the asset or liability based on market data obtained from independent sources. Level 3 Significant unobservable inputs we believe market participants would use in pricing the asset or liability based on the best information available. Derivatives We are exposed to market risk attributable to changes in interest rates, foreign currency exchange rates and fuel prices. We attempt to minimize these risks through a combination of our normal operating and financing activities and through the use of derivatives. We assess whether derivatives used in hedging transactions are “highly effective” in offsetting changes in the cash flow of our hedged forecasted transactions. We use critical terms match or regression analysis for hedge relationships and high effectiveness is achieved when a statistically valid relationship reflects a high degree of offset and correlation between the fair values of the derivative and the hedged forecasted transaction. Cash flows from the derivatives are classified in the same category as the cash flows from the underlying hedged transaction. If it is determined that the hedged forecasted transaction is no longer probable of occurring, then the amount recognized in accumulated other comprehensive income (loss) is released to earnings. There are no amounts excluded from the assessment of hedge effectiveness, and there are no credit-risk-related contingent features in our derivative agreements. We monitor concentrations of credit risk associated with financial and other institutions with which we conduct significant business. Credit risk, including but not limited to counterparty non-performance under derivatives, is not considered significant, as we primarily conduct business with large, well-established financial institutions with which we have established relationships, and which have credit risks acceptable to us, or the credit risk is spread out among many creditors. We do not anticipate non-performance by any of our significant counterparties. As of March 31, 2024, we had fuel swaps, which are used to mitigate the financial impact of volatility of fuel prices pertaining to approximately 630 thousand metric tons of our projected fuel purchases, maturing through December 31, 2025. As of March 31, 2024, we had fuel swaps pertaining to approximately 4 thousand metric tons of our projected fuel purchases which were not designated as cash flow hedges maturing through December 31, 2024. As of March 31, 2024, we had conversion options embedded in our exchangeable notes. The notional amounts of our outstanding options as of March 31, 2024 were 10.7 million, 24.0 million, 34.1 million and 13.7 million NCLH shares for the 2024 Exchangeable Notes, 2025 Exchangeable Notes, 2027 1.125% Exchangeable Notes and 2027 2.5% Exchangeable Notes, respectively. The derivatives measured at fair value and the respective location in the consolidated balance sheets include the following (in thousands): Assets Liabilities March 31, December 31, March 31, December 31, Balance Sheet Location 2024 2023 2024 2023 Derivative Contracts Designated as Hedging Instruments Fuel contracts Prepaid expenses and other assets $ 22,725 $ — $ 109 $ — Other long-term assets 2,839 — 410 — Accrued expenses and other liabilities — 4,309 — 11,247 Other long-term liabilities — 137 — 8,932 Total derivatives designated as hedging instruments $ 25,564 $ 4,446 $ 519 $ 20,179 Derivative Contracts Not Designated as Hedging Instruments Fuel contracts Prepaid expenses and other assets $ — $ — $ 45 $ — Accrued expenses and other liabilities — 141 — 1,031 Other long-term liabilities — — — 280 Debt conversion options Current portion of exchangeable notes — — 77,587 71,710 Exchangeable notes — — 283,577 285,868 Total derivatives not designated as hedging instruments $ — $ 141 $ 361,209 $ 358,889 Total derivatives $ 25,564 $ 4,587 $ 361,728 $ 379,068 The fair values of swap and forward contracts are determined based on inputs that are readily available in public markets or can be derived from information available in publicly quoted markets. The Company determines the value of options and collars utilizing option pricing models based on inputs that are either readily available in public markets or can be derived from information available in publicly quoted markets. The option pricing models used by the Company are industry standard models for valuing options and are used by the broker/dealer community. The inputs to the option pricing models are the option strike prices, underlying prices, risk-free rates of interest, time to expiration, and both historical and implied volatilities. The fair values of option contracts consider both the intrinsic value and any remaining time value associated with those derivatives that have not yet settled. The Company also considers counterparty credit risk and its own credit risk in its determination of all estimated fair values. Our derivatives and financial instruments were categorized as Level 2 in the fair value hierarchy, and we had no derivatives or financial instruments categorized as Level 1 or Level 3. Our derivative contracts include rights of offset with our counterparties. We have elected to net certain assets and liabilities within counterparties when the rights of offset exist. We are not required to post cash collateral related to our derivative instruments. The following table discloses the gross and net amounts recognized within assets and liabilities (in thousands): Gross Gross Gross Amounts Total Net Amounts March 31, 2024 Amounts Offset Amounts Not Offset Net Amounts Assets $ 25,564 $ (564) $ 25,000 $ — $ 25,000 Liabilities 361,164 — 361,164 (361,164) — Gross Gross Gross Amounts Total Net Amounts December 31, 2023 Amounts Offset Amounts Not Offset Net Amounts Liabilities $ 379,068 $ (4,587) $ 374,481 $ (357,578) $ 16,903 The effects of cash flow hedge accounting on accumulated other comprehensive income (loss) were as follows (in thousands): Location of Gain (Loss) Reclassified from Accumulated Amount of Gain (Loss) Reclassified Amount of Gain (Loss) Other Comprehensive from Accumulated Other Recognized in Other Income (Loss) into Comprehensive Income Derivatives Comprehensive Loss Income (Expense) (Loss) into Income (Expense) Three Months Three Months Three Months Three Months Ended Ended Ended Ended March 31, 2024 March 31, 2023 March 31, 2024 March 31, 2023 Fuel contracts $ 47,253 $ (29,015) Fuel $ 6,577 $ 12,597 Fuel contracts — — Other income (expense), net 875 (37) Foreign currency contracts — 10,540 Depreciation and amortization (4,119) (2,686) Total gain (loss) recognized in other comprehensive loss $ 47,253 $ (18,475) $ 3,333 $ 9,874 The effects of cash flow hedge accounting on the consolidated statements of operations include the following (in thousands): Three Months Ended March 31, 2024 Three Months Ended March 31, 2023 Depreciation Depreciation and Other Income and Other Income Fuel Amortization (Expense), net Fuel Amortization (Expense), net Total amounts of income and expense line items presented in the consolidated statements of operations in which the effects of cash flow hedges are recorded $ 197,734 $ 222,929 $ 14,551 $ 194,868 $ 194,790 $ (18,571) Amount of gain (loss) reclassified from accumulated other comprehensive income (loss) into income (expense) Fuel contracts 6,577 — — 12,597 — — Foreign currency contracts — (4,119) — — (2,686) — Amount of gain (loss) reclassified from accumulated other comprehensive income (loss) into income (expense) as a result that a forecasted transaction is no longer probable of occurring Fuel contracts — — 875 — — (37) The effects of derivatives not designated as hedging instruments on the consolidated statements of operations include the following (in thousands): Three Months Ended March 31, Location of Gain (Loss) 2024 2023 Derivatives not designated as hedging instruments Fuel contracts Other income (expense), net $ 2,199 $ (596) Debt conversion options Other income (expense), net (3,586) (9,615) Long-Term Debt As of March 31, 2024 and December 31, 2023, the fair value of our long-term debt, including the current portion, was $13.3 billion and $13.5 billion, respectively, which was $0.9 billion and $1.0 billion lower, respectively, than the carrying values, excluding deferred financing costs. The difference between the fair value and carrying value of our long-term debt is due to our fixed and variable rate debt obligations carrying interest rates that are above or below market rates at the measurement dates. The fair value of our long-term revolving and term loan facilities was calculated based on estimated rates for the same or similar instruments with similar terms and remaining maturities. The fair value of our exchangeable notes considers observable risk-free rates; credit spreads of the same or similar instruments; and share prices, tenors, and historical and implied volatilities which are sourced from observable market data. The inputs are considered to be Level 2 in the fair value hierarchy. Market risk associated with our long-term variable rate debt is the potential increase in interest expense from an increase in interest rates or from an increase in share values. Other The carrying amounts reported in the consolidated balance sheets of all other financial assets and liabilities approximate fair value. |
Employee Benefits and Compensat
Employee Benefits and Compensation Plans | 3 Months Ended |
Mar. 31, 2024 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Employee Benefits and Compensation Plans | 8. Employee Benefits and Compensation Plans Restricted Share Unit Awards In March 2024, NCLH granted 4.5 million time-based restricted share unit awards to our employees, which primarily vest in substantially equal installments over three years. Additionally, in March 2024, NCLH granted 0.9 million performance-based restricted share units to certain members of our management team, which vest upon the achievement of certain pre-established performance targets established through 2026 and the satisfaction of an additional time-based vesting requirement that generally requires continued employment through March 1, 2027. The following is a summary of NCLH restricted share unit activity for the three months ended March 31, 2024: Number of Weighted- Number of Weighted- Time-Based Average Grant Performance- Average Grant Awards Date Fair Value Based Awards Date Fair Value Non-vested as of January 1, 2024 9,083,120 $ 17.39 2,140,134 $ 19.41 Granted 4,619,945 19.27 945,040 19.29 Vested (4,288,932) 18.84 (334,888) 31.78 Forfeited or expired (113,048) 17.44 — — Non-vested as of March 31, 2024 9,301,085 17.66 2,750,286 17.86 The compensation expense recognized for share-based compensation for the periods presented include the following (in thousands): Three Months Ended March 31, 2024 2023 Payroll and related expense $ 4,614 $ 4,457 Marketing, general and administrative expense 17,334 23,698 Total share-based compensation expense $ 21,948 $ 28,155 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9. Commitments and Contingencies Ship Construction Contracts As of March 31, 2024, for the Norwegian brand, we had four Prima Class Ships on order, each ranging from approximately 156,000 to 169,000 Gross Tons with 3,550 to 3,850 Berths, with currently scheduled delivery dates from 2025 through 2028. As of March 31, 2024, for the Oceania Cruises brand, we had an order for one additional Allura Class Ship to be delivered in 2025, which will be approximately 68,000 Gross Tons and 1,250 Berths. Subsequent to March 31, 2024, we announced anticipated additional newbuilds for our fleet. The impacts of initiatives to improve environmental sustainability and modifications the Company plans to make to its newbuilds and/or other macroeconomic conditions and events have resulted in delays in expected ship deliveries. These and other impacts could result in additional delays in ship deliveries in the future, which may be prolonged. The combined contract prices, including amendments and change orders, of the five ships on order for delivery as of March 31, 2024 was approximately €5.8 billion, or $6.3 billion based on the euro/U.S. dollar exchange rate as of March 31, 2024. The combined contract prices of the six new ships with contracts that became effective subsequent to March 31, 2024 (which includes two ships on order for Oceania Cruises, which were scheduled for delivery in 2030 and 2031, respectively, but are expected to be cancelled, and excludes orders for four Norwegian Cruise Line ships, which are not yet effective) was approximately €5.3 billion, or $5.7 billion based on the euro/U.S. dollar exchange rate as of March 31, 2024. If the two ships on order for Oceania Cruises are cancelled, there will be incremental corresponding adjustments to the purchase price of other applicable newbuilds not to exceed €51 million. For ships on order as of March 31, 2024 and for four of the six ships effective subsequent to March 31, 2024, we have obtained export credit financing which is expected to fund approximately 80% of the contract price of each ship as well as related financing premiums, subject to certain conditions. We do not anticipate any contractual breaches or cancellations to occur, except as noted above. However, if any such events were to occur, it could result in, among other things, the forfeiture of prior deposits or payments made by us and potential claims and impairment losses which may materially impact our business, financial condition and results of operations. Taking into account the six new ship orders with contracts that became effective subsequent to March 31, 2024 (which includes two ships on order for Oceania Cruises that are expected to be cancelled, and excludes orders for four Norwegian Cruise Line ships, which are not yet effective), our minimum annual payments for ship construction contracts, which include non-cancelable contracts or contracts that are cancelable when a replacement agreement is signed with the same party, are as follows (in thousands): Year Amount Remainder of 2024 $ 390,355 2025 2,040,804 2026 2,181,145 2027 2,205,897 2028 2,119,588 2029 831,316 Thereafter 1,630,747 Total minimum annual payments $ 11,399,852 The above presentation reflects the contractual delivery date in the fourth quarter of 2028 of the second Oceania Cruises ship announced subsequent to March 31, 2024. However, it is expected that this delivery date may be moved to early 2029. Litigation Investigations In March 2020, the Florida Attorney General announced an investigation related to the Company’s marketing during the COVID-19 pandemic. Following the announcement of the investigation by the Florida Attorney General, we received notifications from other attorneys general and governmental agencies that they are conducting similar investigations. The Company is cooperating with these ongoing investigations, the outcomes of which cannot be predicted at this time. Helms-Burton Act On August 27, 2019, a 2024. We believe that the likelihood of loss related to this matter is reasonably possible but not probable at this time; therefore, no liability has been recorded. The ability to make such estimates and judgments can be affected by various factors including, among other things: lack of legal precedent, stage of the proceedings, legal uncertainties inherent within the litigation process, the availability of appellate remedies, and involvement of numerous parties. We continue to believe we have meritorious defenses to the Havana Docks Matter. However, if the plaintiff prevails in the final outcome of this matter, there may be a material adverse impact on the Company’s financial condition, results of operations and/or cash flows. Other In the normal course of our business, various other claims and lawsuits have been filed or are pending against us. Most of these claims and lawsuits are covered by insurance and, accordingly, the maximum amount of our liability is typically limited to our deductible amount. Nonetheless, the ultimate outcome of these claims and lawsuits that are not covered by insurance cannot be determined at this time. We have evaluated our overall exposure with respect to all of our threatened and pending litigation and, to the extent required, we have accrued amounts for all estimable probable losses associated with our deemed exposure. We are currently unable to estimate any other potential losses beyond those accrued, as discovery is not complete nor is adequate information available to estimate such range of loss or potential recovery. However, based on our current knowledge, we do not believe that the aggregate amount or range of reasonably possible losses with respect to these matters will be material to our consolidated results of operations, financial condition or cash flows. We intend to vigorously defend our legal position on all claims and, to the extent necessary, seek recovery. Other Contingencies The Company also has agreements with its credit card processors that govern approximately $3.4 billion in advance ticket sales at March 31, 2024 that have been received by the Company relating to future voyages. These agreements allow the credit card processors to require under certain circumstances, including the existence of a material adverse change, excessive chargebacks and other triggering events, that the Company maintain a reserve which would be satisfied by posting collateral. Although the agreements vary, these requirements may generally be satisfied either through a percentage of customer payments withheld or providing cash funds directly to the card processor. Any cash reserve or collateral requested could be increased or decreased. As of March 31, 2024, we had cash reserves of approximately $51.3 million with credit card processors, which includes approximately $19.8 million recognized in accounts receivable, net and approximately $31.5 million recognized in other long-term assets. We may be required to pledge additional collateral and/or post additional cash reserves or take other actions in the future that may adversely affect our liquidity. |
Other Income (Expense), Net
Other Income (Expense), Net | 3 Months Ended |
Mar. 31, 2024 | |
Other Income and Expenses [Abstract] | |
Other Income (Expense), Net | 10. Other Income (Expense), Net For the three months ended March 31, 2024, other income (expense), net was income of $14.6 million due to gains on foreign currency remeasurements. For the three months ended March 31, 2023, other income (expense), net was expense of $18.6 million primarily due to losses on our exchangeable notes and foreign currency remeasurements. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended |
Mar. 31, 2024 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | 11. Supplemental Cash Flow Information For the three months ended March 31, 2024 and 2023, we had non-cash investing activities consisting of changes in accruals related to property and equipment of $11.3 million and $53.4 million, respectively. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Liquidity, Basis of Presentation | Liquidity As of March 31, 2024, we had liquidity of approximately $2.4 billion, including cash and cash equivalents of $553.9 million and borrowings available under our $1.2 billion undrawn Revolving Loan Facility and $650 million undrawn commitment of senior unsecured notes issuable by NCLC less related fees (see Note 6 – “Long-Term Debt”). Additionally, in April 2024, a €200 million commitment became available that can be used for future newbuild payments (see Note 6 – “Long-Term Debt”). We believe that we have sufficient liquidity to fund our obligations and expect to remain in compliance with our financial covenants for at least the next twelve months from the issuance of these financial statements. We will continue to pursue various opportunities to refinance future debt maturities to reduce interest expense and/or to extend the maturity dates associated with our existing indebtedness and obtain relevant financial covenant amendments or waivers, if needed. Basis of Presentation The accompanying consolidated financial statements are unaudited and, in our opinion, contain all normal recurring adjustments necessary for a fair statement of the results for the periods presented. Our operations are seasonal and results for interim periods are not necessarily indicative of the results for the entire fiscal year. Historically, demand for cruises has been strongest during the Northern Hemisphere’s summer months. The interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2023, which are included in our most recent Annual Report on Form 10-K filed with the SEC on February 28, 2024. |
Accounts Receivable, Net | Accounts Receivable, Net Accounts receivable, net included $19.8 million and $20.1 million due from credit card processors as of March 31, 2024 and December 31, 2023, respectively. |
Foreign Currency | Foreign Currency The majority of our transactions are settled in U.S. dollars. We remeasure assets and liabilities denominated in foreign currencies at exchange rates in effect at the balance sheet date. The resulting gains or losses are recognized in our consolidated statements of operations within other income (expense), net. We recognized a gain of $13.3 million and a loss of $8.7 million for the three months ended March 31, 2024 and 2023, respectively, related to remeasurement of assets and liabilities denominated in foreign currencies. Remeasurements of foreign currency related to operating activities are recognized within changes in operating assets and liabilities in the consolidated statement of cash flows. |
Depreciation and Amortization Expense | Depreciation and Amortization Expense The amortization of deferred financing fees and debt discounts are included in depreciation and amortization expense in the consolidated statements of cash flows; however, for purposes of the consolidated statements of operations they are included in interest expense, net. |
Recently Issued Accounting Guidance | Recently Issued Accounting Guidance In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which aims to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 includes additional disclosures on an interim and annual basis and requires that the disclosures be applied to public entities that have a single reportable segment. These provisions are effective for fiscal years beginning after December 15, 2023 and interim periods after December 15, 2024. ASU 2023-07 shall be applied retrospectively unless it is impracticable to do so. We are evaluating the impact of ASU 2023-07 on our notes to the consolidated financial statements. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information as well as certain other amendments to improve the effectiveness of income tax disclosures. The amendments in this update are effective for annual periods beginning after December 15, 2024 and should be applied on a prospective basis. We are evaluating the impact of ASU 2023-09 on our notes to the consolidated financial statements. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of revenues by destination | Revenue and cash flows are affected by economic factors in various geographical regions. Revenues by destination were as follows (in thousands): Three Months Ended March 31, 2024 2023 North America $ 1,560,772 $ 1,361,053 Europe 25,236 81,318 Asia-Pacific 397,002 205,662 Other 208,205 173,906 Total revenue $ 2,191,215 $ 1,821,939 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Schedule of lease balances | Operating lease balances were as follows (in thousands): Balance Sheet location March 31, 2024 December 31, 2023 Operating leases Right-of-use assets Other long-term assets $ 764,045 $ 753,652 Current operating lease liabilities Accrued expenses and other liabilities 29,043 23,226 Non-current operating lease liabilities Other long-term liabilities 648,487 644,646 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Statement Of Income And Comprehensive Income [Abstract] | |
Schedule of accumulated other comprehensive income (loss) | Accumulated other comprehensive income (loss) for the three months ended March 31, 2024 was as follows (in thousands): Three Months Ended March 31, 2024 Change Accumulated Change Related to Other Related to Shipboard Comprehensive Cash Flow Retirement Income (Loss) Hedges Plan Accumulated other comprehensive income (loss) at beginning of period $ (510,151) $ (509,171) $ (980) Current period other comprehensive income before reclassifications 47,253 47,253 — Amounts reclassified into earnings (3,238) (3,333) (1) 95 (2) Accumulated other comprehensive income (loss) at end of period $ (466,136) $ (465,251) (3) $ (885) Accumulated other comprehensive income (loss) for the three months ended March 31, 2023 was as follows (in thousands): Three Months Ended March 31, 2023 Change Accumulated Change Related to Other Related to Shipboard Comprehensive Cash Flow Retirement Income (Loss) Hedges Plan Accumulated other comprehensive income (loss) at beginning of period $ (478,792) $ (481,225) $ 2,433 Current period other comprehensive loss before reclassifications (18,475) (18,475) — Amounts reclassified into earnings (9,810) (9,874) (1) 64 (2) Accumulated other comprehensive income (loss) at end of period $ (507,077) $ (509,574) $ 2,497 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of exchangeable notes | The following is a summary of NCLC’s exchangeable notes as of March 31, 2024 (in thousands): Unamortized Debt Discount, Principal including Deferred Net Carrying Fair Value Amount Financing Fees Amount Amount Leveling 2024 Exchangeable Notes (1) $ 146,601 $ (2,958) $ 143,643 $ 224,238 Level 2 2025 Exchangeable Notes 449,990 (56,546) 393,444 581,270 Level 2 2027 1.125% Exchangeable Notes 1,150,000 (155,755) 994,245 1,098,273 Level 2 2027 2.5% Exchangeable Notes 473,175 (65,425) 407,750 464,540 Level 2 The following is a summary of NCLC’s exchangeable notes as of December 31, 2023 (in thousands): Unamortized Debt Discount, Principal including Deferred Net Carrying Fair Value Amount Financing Fees Amount Amount Leveling 2024 Exchangeable Notes $ 146,601 $ (8,672) $ 137,929 $ 217,790 Level 2 2025 Exchangeable Notes 449,990 (65,811) 384,179 572,567 Level 2 2027 1.125% Exchangeable Notes 1,150,000 (167,939) 982,061 1,068,431 Level 2 2027 2.5% Exchangeable Notes 473,175 (70,405) 402,770 453,784 Level 2 |
Schedule of interest expense of exchangeable notes | The following provides a summary of the interest expense of NCLC’s exchangeable notes (in thousands): Three Months Ended March 31, 2024 2023 Coupon interest $ 14,437 $ 14,438 Amortization of discount and deferred financing fees 32,144 28,114 Total $ 46,581 $ 42,552 |
Schedule of principal repayments on long-term debt including exchangeable notes and finance lease obligations | The following are scheduled principal repayments on our long-term debt including exchangeable notes, which can be settled in shares, and finance lease obligations as of March 31, 2024 (in thousands): Year Amount Remainder of 2024 $ 1,569,504 2025 1,321,130 2026 2,234,657 2027 3,291,131 2028 1,697,619 2029 1,911,513 Thereafter 2,064,110 Total $ 14,089,664 |
Fair Value Measurements and D_2
Fair Value Measurements and Derivatives (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of derivatives measured at fair value and disclosed by balance sheet location | The derivatives measured at fair value and the respective location in the consolidated balance sheets include the following (in thousands): Assets Liabilities March 31, December 31, March 31, December 31, Balance Sheet Location 2024 2023 2024 2023 Derivative Contracts Designated as Hedging Instruments Fuel contracts Prepaid expenses and other assets $ 22,725 $ — $ 109 $ — Other long-term assets 2,839 — 410 — Accrued expenses and other liabilities — 4,309 — 11,247 Other long-term liabilities — 137 — 8,932 Total derivatives designated as hedging instruments $ 25,564 $ 4,446 $ 519 $ 20,179 Derivative Contracts Not Designated as Hedging Instruments Fuel contracts Prepaid expenses and other assets $ — $ — $ 45 $ — Accrued expenses and other liabilities — 141 — 1,031 Other long-term liabilities — — — 280 Debt conversion options Current portion of exchangeable notes — — 77,587 71,710 Exchangeable notes — — 283,577 285,868 Total derivatives not designated as hedging instruments $ — $ 141 $ 361,209 $ 358,889 Total derivatives $ 25,564 $ 4,587 $ 361,728 $ 379,068 |
Schedule of gross and net amounts recognized within assets and liabilities | The following table discloses the gross and net amounts recognized within assets and liabilities (in thousands): Gross Gross Gross Amounts Total Net Amounts March 31, 2024 Amounts Offset Amounts Not Offset Net Amounts Assets $ 25,564 $ (564) $ 25,000 $ — $ 25,000 Liabilities 361,164 — 361,164 (361,164) — Gross Gross Gross Amounts Total Net Amounts December 31, 2023 Amounts Offset Amounts Not Offset Net Amounts Liabilities $ 379,068 $ (4,587) $ 374,481 $ (357,578) $ 16,903 |
Schedule of cash flow hedges included in accumulated other comprehensive income | The effects of cash flow hedge accounting on accumulated other comprehensive income (loss) were as follows (in thousands): Location of Gain (Loss) Reclassified from Accumulated Amount of Gain (Loss) Reclassified Amount of Gain (Loss) Other Comprehensive from Accumulated Other Recognized in Other Income (Loss) into Comprehensive Income Derivatives Comprehensive Loss Income (Expense) (Loss) into Income (Expense) Three Months Three Months Three Months Three Months Ended Ended Ended Ended March 31, 2024 March 31, 2023 March 31, 2024 March 31, 2023 Fuel contracts $ 47,253 $ (29,015) Fuel $ 6,577 $ 12,597 Fuel contracts — — Other income (expense), net 875 (37) Foreign currency contracts — 10,540 Depreciation and amortization (4,119) (2,686) Total gain (loss) recognized in other comprehensive loss $ 47,253 $ (18,475) $ 3,333 $ 9,874 |
Schedule of effects of derivatives designated as cash flow hedges | The effects of cash flow hedge accounting on the consolidated statements of operations include the following (in thousands): Three Months Ended March 31, 2024 Three Months Ended March 31, 2023 Depreciation Depreciation and Other Income and Other Income Fuel Amortization (Expense), net Fuel Amortization (Expense), net Total amounts of income and expense line items presented in the consolidated statements of operations in which the effects of cash flow hedges are recorded $ 197,734 $ 222,929 $ 14,551 $ 194,868 $ 194,790 $ (18,571) Amount of gain (loss) reclassified from accumulated other comprehensive income (loss) into income (expense) Fuel contracts 6,577 — — 12,597 — — Foreign currency contracts — (4,119) — — (2,686) — Amount of gain (loss) reclassified from accumulated other comprehensive income (loss) into income (expense) as a result that a forecasted transaction is no longer probable of occurring Fuel contracts — — 875 — — (37) |
Schedule of effects of derivatives not designated as cash flow hedges | The effects of derivatives not designated as hedging instruments on the consolidated statements of operations include the following (in thousands): Three Months Ended March 31, Location of Gain (Loss) 2024 2023 Derivatives not designated as hedging instruments Fuel contracts Other income (expense), net $ 2,199 $ (596) Debt conversion options Other income (expense), net (3,586) (9,615) |
Employee Benefits and Compens_2
Employee Benefits and Compensation Plans (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of summary of restricted share unit activity | Number of Weighted- Number of Weighted- Time-Based Average Grant Performance- Average Grant Awards Date Fair Value Based Awards Date Fair Value Non-vested as of January 1, 2024 9,083,120 $ 17.39 2,140,134 $ 19.41 Granted 4,619,945 19.27 945,040 19.29 Vested (4,288,932) 18.84 (334,888) 31.78 Forfeited or expired (113,048) 17.44 — — Non-vested as of March 31, 2024 9,301,085 17.66 2,750,286 17.86 |
Schedule of compensation expense recognized for share-based compensation | The compensation expense recognized for share-based compensation for the periods presented include the following (in thousands): Three Months Ended March 31, 2024 2023 Payroll and related expense $ 4,614 $ 4,457 Marketing, general and administrative expense 17,334 23,698 Total share-based compensation expense $ 21,948 $ 28,155 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of minimum annual payments for contractual obligations | Year Amount Remainder of 2024 $ 390,355 2025 2,040,804 2026 2,181,145 2027 2,205,897 2028 2,119,588 2029 831,316 Thereafter 1,630,747 Total minimum annual payments $ 11,399,852 |
Description of Business and O_2
Description of Business and Organization (Details) | Mar. 31, 2024 item |
Description Of Business And Organization [Line Items] | |
Number of cruise ships | 32 |
Capacity of ship, berths | 66,400 |
Ships launching period through 2028 | |
Description Of Business And Organization [Line Items] | |
Number of additional ships | 5 |
Ships launching period in 2025 through 2028 | |
Description Of Business And Organization [Line Items] | |
Number of additional ships | 4 |
Ships to be delivered in 2025 | |
Description Of Business And Organization [Line Items] | |
Number of additional ships | 1 |
Ship Construction Contracts | |
Description Of Business And Organization [Line Items] | |
Number of additional ships | 5 |
Ship Construction Contracts | Ships launching period in 2025 through 2028 | |
Description Of Business And Organization [Line Items] | |
Number of additional ships | 4 |
Ship Construction Contracts | Ships to be delivered in 2025 | |
Description Of Business And Organization [Line Items] | |
Capacity of ship, berths | 1,250 |
Number of additional ships | 1 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Liquidity (Details) $ in Thousands, € in Millions | 3 Months Ended | ||
Mar. 31, 2024 USD ($) | Dec. 31, 2023 USD ($) | Nov. 30, 2023 EUR (€) | |
Debt Instrument [Line Items] | |||
Available liquidity | $ 2,400,000 | ||
Cash and cash equivalents | $ 553,872 | $ 396,473 | |
Substantial Doubt about Going Concern, within One Year [true false] | false | ||
Commitment Letter | |||
Debt Instrument [Line Items] | |||
Undrawn revolving loan facility | $ 650,000 | ||
Senior Secured Revolving Loan Facility | |||
Debt Instrument [Line Items] | |||
Undrawn revolving loan facility | $ 1,200,000 | ||
Commitment in connection with financial support | |||
Debt Instrument [Line Items] | |||
Principal amount | € | € 200 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Other (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 USD ($) item segment | Mar. 31, 2023 USD ($) | Dec. 31, 2023 USD ($) | |
Schedule Of Significant Accounting Policies [Line Items] | |||
Foreign currency transaction gain (loss) | $ 13,300 | $ (8,700) | |
Accounts receivable, net | $ 282,313 | $ 280,271 | |
Number of reportable segments | segment | 1 | ||
Number of cruise ships | item | 32 | ||
Property and equipment, net | $ 16,463,522 | 16,433,292 | |
Credit Card Processors | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Accounts receivable, net | $ 19,800 | $ 20,100 | |
Sales Revenue, Net | Geographic Concentration Risk | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Concentration risk, benchmark | No other individual country’s revenues exceed 10% in any given period. |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 2,191,215 | $ 1,821,939 |
North America | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 1,560,772 | 1,361,053 |
Europe | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 25,236 | 81,318 |
Asia-Pacific | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 397,002 | 205,662 |
Other Country | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 208,205 | $ 173,906 |
Revenue Recognition (Details)
Revenue Recognition (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 USD ($) segment | Dec. 31, 2023 USD ($) | |
Disaggregation of Revenue [Line Items] | ||
Number of reportable segments | segment | 1 | |
Receivables from customers included in accounts receivable, net | $ 131.8 | $ 126.4 |
Future cruise credits | 66 | |
Contract liabilities included within advance ticket sales | $ 2,700 | $ 2,200 |
Percentage of refundable amounts included within contract liabilities | 45% | |
Contract liability balance recognized in revenue | $ 1,700 | |
Sales Revenue, Net | Geographic Concentration Risk | ||
Disaggregation of Revenue [Line Items] | ||
Concentration risk, benchmark | No other individual country’s revenues exceed 10% in any given period. | |
Sales Revenue, Net | Geographic Concentration Risk | Minimum | ||
Disaggregation of Revenue [Line Items] | ||
Percentage of revenue attributable to U.S.- sourced passengers | 84% | |
Sales Revenue, Net | Geographic Concentration Risk | Maximum | ||
Disaggregation of Revenue [Line Items] | ||
Percentage of revenue attributable to U.S.- sourced passengers | 87% |
Leases - Lease Balances (Detail
Leases - Lease Balances (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Operating leases | ||
Right-of-use assets | $ 764,045 | $ 753,652 |
Operating lease, right-of-use asset - Extensible List | Other long-term assets | Other long-term assets |
Current operating lease liabilities | $ 29,043 | $ 23,226 |
Operating lease liability, current - Extensible list | Accrued expenses and other liabilities | Accrued expenses and other liabilities |
Non-current operating lease liabilities | $ 648,487 | $ 644,646 |
Operating lease liability, non-current - Extensible list | Other long-term liabilities | Other long-term liabilities |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Accumulated other comprehensive income (loss) at beginning of period | $ (510,151) | |
Accumulated other comprehensive income (loss) at end of period | (466,136) | |
Accumulated Other Comprehensive Income (Loss) | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Accumulated other comprehensive income (loss) at beginning of period | (510,151) | $ (478,792) |
Current period other comprehensive income (loss) before reclassifications | 47,253 | (18,475) |
Amounts reclassified into earnings | (3,238) | (9,810) |
Accumulated other comprehensive income (loss) at end of period | (466,136) | (507,077) |
Change Related to Cash Flow Hedges | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Accumulated other comprehensive income (loss) at beginning of period | (509,171) | (481,225) |
Current period other comprehensive income (loss) before reclassifications | 47,253 | (18,475) |
Amounts reclassified into earnings | (3,333) | (9,874) |
Accumulated other comprehensive income (loss) at end of period | (465,251) | (509,574) |
Change Related to Shipboard Retirement Plan | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Accumulated other comprehensive income (loss) at beginning of period | (980) | 2,433 |
Amounts reclassified into earnings | 95 | 64 |
Accumulated other comprehensive income (loss) at end of period | $ (885) | $ 2,497 |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Income (Loss) - Additional Information (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Change Related to Cash Flow Hedges | |
Accumulated Other Comprehensive Income Loss [Line Items] | |
Amount of gain expected to be reclassified into earnings next 12 months | $ 6.6 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Details) $ / shares in Units, $ in Thousands, € in Millions | 1 Months Ended | 3 Months Ended | ||||
Mar. 31, 2024 USD ($) $ / shares | Nov. 30, 2023 EUR (€) | Mar. 31, 2024 USD ($) $ / shares | Mar. 31, 2023 USD ($) | Feb. 29, 2024 USD ($) | Dec. 31, 2023 USD ($) $ / shares | |
Debt Instrument [Line Items] | ||||||
Loss on extinguishment of debt | $ (29,000) | $ (2,434) | ||||
Ordinary shares, par value (per share) | $ / shares | $ 0.0012 | $ 0.0012 | $ 0.0012 | |||
Commitment Letter | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | $ 650,000 | $ 650,000 | ||||
Percentage of maximum commitment fee | 0.75% | |||||
Draw fee (as a percent) | 0.50% | |||||
Debt instrument term | 5 years | |||||
Structuring fee (as a percent) | 0.50% | 0.50% | ||||
Commitment Letter | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 2% | |||||
Senior Unsecured Notes Due 2029 | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 7.75% | 7.75% | ||||
Exchangeable Senior Notes Due 2025 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | $ 393,444 | $ 393,444 | $ 384,179 | |||
Senior Secured Notes Due 2028 Two [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | $ 250,000 | |||||
Interest rate | 9.75% | |||||
Loss on extinguishment of debt | $ (29,000) | |||||
Commitment in connection with financial support | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | € | € 200 | |||||
Debt, period due after issue date | 364 days |
Long-Term Debt - Summary of Exc
Long-Term Debt - Summary of Exchangeable Notes (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Instrument [Line Items] | ||
Fair Value | $ 13,300,000 | $ 13,500,000 |
Exchangeable Senior Notes Due 2024 | ||
Debt Instrument [Line Items] | ||
Principal amount | 146,601 | 146,601 |
Unamortized debt discount, including deferred financing fees | (2,958) | (8,672) |
Net carrying amount | $ 143,643 | 137,929 |
Effective interest rate | 22.74% | |
Exchangeable Senior Notes Due 2025 | ||
Debt Instrument [Line Items] | ||
Principal amount | $ 449,990 | 449,990 |
Unamortized debt discount, including deferred financing fees | (56,546) | (65,811) |
Net carrying amount | $ 393,444 | 384,179 |
Effective interest rate | 15.89% | |
1.125% Exchangeable Senior Notes Due 2027 | ||
Debt Instrument [Line Items] | ||
Principal amount | $ 1,150,000 | 1,150,000 |
Unamortized debt discount, including deferred financing fees | (155,755) | (167,939) |
Net carrying amount | $ 994,245 | 982,061 |
Effective interest rate | 6.28% | |
2.5% Exchangeable Senior Notes Due 2027 | ||
Debt Instrument [Line Items] | ||
Principal amount | $ 473,175 | 473,175 |
Unamortized debt discount, including deferred financing fees | (65,425) | (70,405) |
Net carrying amount | $ 407,750 | 402,770 |
Effective interest rate | 7.88% | |
Level 2 | Exchangeable Senior Notes Due 2024 | ||
Debt Instrument [Line Items] | ||
Fair Value | $ 224,238 | 217,790 |
Level 2 | Exchangeable Senior Notes Due 2025 | ||
Debt Instrument [Line Items] | ||
Fair Value | 581,270 | 572,567 |
Level 2 | 1.125% Exchangeable Senior Notes Due 2027 | ||
Debt Instrument [Line Items] | ||
Fair Value | 1,098,273 | 1,068,431 |
Level 2 | 2.5% Exchangeable Senior Notes Due 2027 | ||
Debt Instrument [Line Items] | ||
Fair Value | $ 464,540 | $ 453,784 |
Long-Term Debt - Summary of Int
Long-Term Debt - Summary of Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Debt Disclosure [Abstract] | ||
Coupon interest | $ 14,437 | $ 14,438 |
Amortization of deferred financing costs | 32,144 | 28,114 |
Total | $ 46,581 | $ 42,552 |
Long-Term Debt - Schedule of Pr
Long-Term Debt - Schedule of Principal Repayments on Long-Term Debt Including Finance Lease Obligations (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Long-term Debt, Fiscal Year Maturity [Abstract] | |
Remainder of 2024 | $ 1,569,504 |
2025 | 1,321,130 |
2026 | 2,234,657 |
2027 | 3,291,131 |
2028 | 1,697,619 |
2029 | 1,911,513 |
Thereafter | 2,064,110 |
Total | $ 14,089,664 |
Fair Value Measurements and D_3
Fair Value Measurements and Derivatives - Derivatives Measured at Fair Value and Disclosed by Balance Sheet Location (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | $ 25,564 | |
Derivative liabilities, fair value | 361,164 | $ 379,068 |
Derivatives | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | 25,564 | 4,587 |
Derivative liabilities, fair value | 361,728 | 379,068 |
Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | 25,564 | 4,446 |
Derivative liabilities, fair value | 519 | 20,179 |
Not Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | 141 | |
Derivative liabilities, fair value | 361,209 | 358,889 |
Fuel contracts | Designated as Hedging Instrument | Prepaid expenses and other assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | 22,725 | |
Derivative liabilities, fair value | 109 | |
Fuel contracts | Designated as Hedging Instrument | Other long-term assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | 2,839 | |
Derivative liabilities, fair value | 410 | |
Fuel contracts | Designated as Hedging Instrument | Accrued expenses and other liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | 4,309 | |
Derivative liabilities, fair value | 11,247 | |
Fuel contracts | Designated as Hedging Instrument | Other long-term liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | 137 | |
Derivative liabilities, fair value | 8,932 | |
Fuel contracts | Not Designated as Hedging Instrument | Prepaid expenses and other assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities, fair value | 45 | |
Fuel contracts | Not Designated as Hedging Instrument | Accrued expenses and other liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | 141 | |
Derivative liabilities, fair value | 1,031 | |
Fuel contracts | Not Designated as Hedging Instrument | Other long-term liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities, fair value | 280 | |
Debt conversion options | Not Designated as Hedging Instrument | Current portion of exchangeable notes | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities, fair value | 77,587 | 71,710 |
Debt conversion options | Not Designated as Hedging Instrument | Exchangeable notes | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities, fair value | $ 283,577 | $ 285,868 |
Fair Value Measurements and D_4
Fair Value Measurements and Derivatives - Amounts Recognized within Assets and Liabilities Based on Right of Offset (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Fair Value Disclosures [Abstract] | ||
Gross Amounts, Assets | $ 25,564 | |
Gross Amounts Offset, Assets | (564) | |
Total Net Amounts, Assets | 25,000 | |
Net Amounts, Assets | 25,000 | |
Gross Amounts, Liabilities | 361,164 | $ 379,068 |
Gross Amounts Offset, Liabilities | (4,587) | |
Total Net Amounts, Liabilities | 361,164 | 374,481 |
Gross Amount Not Offset, Liabilities | $ (361,164) | (357,578) |
Net Amounts, Liabilities | $ 16,903 |
Fair Value Measurements and D_5
Fair Value Measurements and Derivatives - Effects of Derivatives Designated as Cash Flow Hedges (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | $ 3,333 | $ 9,874 |
Cash Flow Hedging | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | 3,333 | 9,874 |
Cash Flow Hedging | Fuel | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | 6,577 | 12,597 |
Cash Flow Hedging | Other income (expense), net | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | 875 | (37) |
Cash Flow Hedging | Depreciation and amortization | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | (4,119) | (2,686) |
Cash Flow Hedging | Fuel contracts | Fuel | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | 6,577 | 12,597 |
Cash Flow Hedging | Foreign currency contracts | Depreciation and amortization | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | $ (4,119) | $ (2,686) |
Fair Value Measurements and D_6
Fair Value Measurements and Derivatives - Effects of Cash Flow Hedge Accounting on Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Total cruise operating expense | $ 1,387,423 | $ 1,280,418 |
Depreciation and amortization | 222,929 | 194,790 |
Interest expense, net | 247,418 | 196,728 |
Other income (expense), net | 14,551 | (18,571) |
Amount of Gain (Loss) Recognized in Other Comprehensive Loss | 47,253 | (18,475) |
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | 3,333 | 9,874 |
Fuel | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Total cruise operating expense | 197,734 | 194,868 |
Cash Flow Hedging | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) Recognized in Other Comprehensive Loss | 47,253 | (18,475) |
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | 3,333 | 9,874 |
Cash Flow Hedging | Fuel | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | 6,577 | 12,597 |
Cash Flow Hedging | Depreciation and amortization | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | (4,119) | (2,686) |
Cash Flow Hedging | Other income (expense), net | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | 875 | (37) |
Cash Flow Hedging | Fuel contracts | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) Recognized in Other Comprehensive Loss | 47,253 | (29,015) |
Cash Flow Hedging | Fuel contracts | Fuel | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | 6,577 | 12,597 |
Cash Flow Hedging | Fuel contracts | Other income (expense), net | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of (gain) loss reclassified from accumulated other comprehensive income (loss) into income (expense) as a result that a forecasted transaction is no longer probable of occurring | (875) | 37 |
Cash Flow Hedging | Foreign currency contracts | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) Recognized in Other Comprehensive Loss | 10,540 | |
Cash Flow Hedging | Foreign currency contracts | Depreciation and amortization | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | $ (4,119) | $ (2,686) |
Fair Value Measurements and D_7
Fair Value Measurements and Derivatives - Effects of Derivatives Not Designated as Hedging Instruments on Consolidated Statements of Operations (Details) - Not Designated as Hedging Instrument - Other income (expense), net - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Fuel contracts | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) Recognized in Income | $ 2,199 | $ (596) |
Debt conversion options | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain (Loss) Recognized in Income | $ (3,586) | $ (9,615) |
Fair Value Measurements and D_8
Fair Value Measurements and Derivatives (Details) T in Thousands, $ in Millions | 3 Months Ended | |
Mar. 31, 2024 USD ($) T | Dec. 31, 2023 USD ($) | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of long-term debt | $ 13,300 | $ 13,500 |
Fair value of long-term debt in excess of carrying value | $ 900 | $ 1,000 |
Fuel contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative maturing date | Dec. 31, 2025 | |
Not Designated as Hedging Instrument | Fuel contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative maturing date | Dec. 31, 2024 | |
Projected fuel purchases | T | 4 | |
Designated as Hedging Instrument | Fuel contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Projected fuel purchases | T | 630 | |
NCLH | Exchangeable Senior Notes Due 2024 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notional amount of derivatives | $ 10.7 | |
NCLH | Exchangeable Senior Notes Due 2025 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notional amount of derivatives | 24 | |
NCLH | 1.125% Exchangeable Senior Notes Due 2027 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notional amount of derivatives | 34.1 | |
NCLH | 2.5% Exchangeable Senior Notes Due 2027 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notional amount of derivatives | $ 13.7 |
Employee Benefits and Compens_3
Employee Benefits and Compensation Plans (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2024 | Mar. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Payments related to tax withholding for share-based compensation | $ 22,032 | $ 11,306 | |
Performance-Based Options | Members of management team | Awarded in March 2024 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted share unit awards granted | 900,000 | ||
Time-Based Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted share unit awards granted | 4,619,945 | ||
Time-Based Awards | Employee | Awarded in March 2024 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted share unit awards granted | 4,500,000 | ||
Share-based award, vesting period | 3 years | ||
Performance-Based RSU Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted share unit awards granted | 945,040 |
Employee Benefits and Compens_4
Employee Benefits and Compensation Plans - Summary of Restricted Share Units (Details) | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Time-Based Awards | |
Number of Restricted Share | |
Non-vested as of January 1, 2024 | shares | 9,083,120 |
Granted | shares | 4,619,945 |
Vested | shares | (4,288,932) |
Forfeited or expired | shares | (113,048) |
Non-vested as of March 31, 2024 | shares | 9,301,085 |
Weighted-Average Grant-Date Fair Value | |
Non-vested as of January 1, 2024 | $ / shares | $ 17.39 |
Granted | $ / shares | 19.27 |
Vested | $ / shares | 18.84 |
Forfeited or expired | $ / shares | 17.44 |
Non-vested as of March 31, 2024 | $ / shares | $ 17.66 |
Performance-Based RSU Awards | |
Number of Restricted Share | |
Non-vested as of January 1, 2024 | shares | 2,140,134 |
Granted | shares | 945,040 |
Vested | shares | (334,888) |
Non-vested as of March 31, 2024 | shares | 2,750,286 |
Weighted-Average Grant-Date Fair Value | |
Non-vested as of January 1, 2024 | $ / shares | $ 19.41 |
Granted | $ / shares | 19.29 |
Vested | $ / shares | 31.78 |
Non-vested as of March 31, 2024 | $ / shares | $ 17.86 |
Employee Benefits and Compens_5
Employee Benefits and Compensation Plans - Summary of Compensation Expense Recognized for Share-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation expense | $ 21,948 | $ 28,155 |
Payroll and related | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation expense | 4,614 | 4,457 |
Marketing, general and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation expense | $ 17,334 | $ 23,698 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) $ in Thousands, € in Billions | 3 Months Ended | ||||||
Apr. 01, 2024 USD ($) item | Aug. 27, 2019 item | Mar. 31, 2024 USD ($) item | Mar. 31, 2023 USD ($) | Apr. 01, 2024 EUR (€) item | Mar. 31, 2024 EUR (€) item | Dec. 31, 2022 USD ($) | |
Commitments and Contingencies Disclosure [Line Items] | |||||||
Number of cruise ships | 32 | 32 | |||||
Capacity of ship, berths | 66,400 | 66,400 | |||||
Increase in contract price | $ | $ 592,238 | $ 668,261 | |||||
Advance ticket sales with credit card processor | $ | 3,400,000 | ||||||
Reserves maintained credit card processor | $ | 51,300 | ||||||
Number of lawsuits filed | 1 | ||||||
Estimate of possible loss | $ | $ 112,900 | ||||||
Credit Card Processors | Accounts Receivable [Member] | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Reserves maintained credit card processor | $ | 19,800 | ||||||
Credit Card Processors | Other Long-Term Assets [Member] | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Reserves maintained credit card processor | $ | $ 31,500 | ||||||
Ships launching period in 2025 through 2028 | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Number of additional ships | 4 | 4 | |||||
Ships to be delivered in 2025 | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Number of additional ships | 1 | 1 | |||||
Ship Construction Contracts | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Number of additional ships | 5 | 5 | |||||
Aggregate contract price of new ships | $ 6,300,000 | € 5.8 | |||||
Export credit facility financing as percentage of contract price | 80% | 80% | |||||
Ship Construction Contracts | Subsequent Event | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Number of additional ships | 6 | 6 | |||||
Number of additional cruise ships, expected to be cancelled | 2 | 2 | |||||
Number of additional cruise ships, not yet effective | 4 | 4 | |||||
Aggregate contract price of new ships | $ 5,700,000 | € 5.3 | |||||
Ship Construction Contracts | Subsequent Event | Maximum | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Other commitments, cancellation penalty | $ | $ 51,000 | ||||||
Ship Construction Contracts | Ships launching period in 2025 through 2028 | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Number of additional ships | 4 | 4 | |||||
Ship Construction Contracts | Ships launching period in 2025 through 2028 | Minimum | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Capacity of ship, tons | 156,000 | 156,000 | |||||
Capacity of ship, berths | 3,550 | 3,550 | |||||
Ship Construction Contracts | Ships launching period in 2025 through 2028 | Maximum | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Capacity of ship, tons | 169,000 | 169,000 | |||||
Capacity of ship, berths | 3,850 | 3,850 | |||||
Ship Construction Contracts | Ships to be delivered in 2025 | |||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||
Number of additional ships | 1 | 1 | |||||
Capacity of ship, tons | 68,000 | 68,000 | |||||
Capacity of ship, berths | 1,250 | 1,250 |
Commitments and Contingencies -
Commitments and Contingencies - Minimum Annual Payments for Non-Cancelable Ship Construction Contracts (Details) - Ship Construction Contracts - Subsequent Event $ in Thousands | Apr. 01, 2024 USD ($) |
Long-Term Purchase Commitment [Line Items] | |
Remainder of 2024 | $ 390,355 |
2025 | 2,040,804 |
2026 | 2,181,145 |
2027 | 2,205,897 |
2028 | 2,119,588 |
2029 | 831,316 |
Thereafter | 1,630,747 |
Total minimum annual payments | $ 11,399,852 |
Other Income (Expense), Net (De
Other Income (Expense), Net (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Other Income and Expenses [Abstract] | ||
Other income (expense), net | $ 14,551 | $ (18,571) |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Supplemental Cash Flow Elements [Abstract] | ||
Non-cash investing activity in connection with property and equipment | $ 11.3 | $ 53.4 |