Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2024 | Jul. 31, 2024 | |
Document And Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 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 | 122,169,448,482 | |
Entity Central Index Key | 0001318742 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenue | ||||
Total revenue | $ 2,372,492 | $ 2,205,492 | $ 4,563,707 | $ 4,027,431 |
Cruise operating expense | ||||
Total cruise operating expense | 1,454,755 | 1,383,610 | 2,842,178 | 2,664,028 |
Other operating expense | ||||
Marketing, general and administrative | 352,861 | 351,335 | 715,319 | 687,275 |
Depreciation and amortization | 222,405 | 197,115 | 445,334 | 391,905 |
Total other operating expense | 575,266 | 548,450 | 1,160,653 | 1,079,180 |
Operating income | 342,471 | 273,432 | 560,876 | 284,223 |
Non-operating income (expense) | ||||
Interest expense, net | (205,765) | (204,269) | (453,183) | (400,997) |
Other income (expense), net | 151,323 | (348,639) | 165,874 | (367,210) |
Total non-operating income (expense) | (54,442) | (552,908) | (287,309) | (768,207) |
Net income (loss) before income taxes | 288,029 | (279,476) | 273,567 | (483,984) |
Income tax benefit (expense) | (1,549) | (809) | (2,550) | 9,364 |
Net income (loss) | 286,480 | (280,285) | 271,017 | (474,620) |
Passenger ticket | ||||
Revenue | ||||
Total revenue | 1,602,076 | 1,478,474 | 3,061,890 | 2,687,315 |
Commissions, transportation and other | ||||
Cruise operating expense | ||||
Total cruise operating expense | 501,039 | 506,855 | 937,249 | 916,539 |
Onboard and other | ||||
Revenue | ||||
Total revenue | 770,416 | 727,018 | 1,501,817 | 1,340,116 |
Cruise operating expense | ||||
Total cruise operating expense | 171,707 | 161,880 | 303,743 | 281,577 |
Payroll and related | ||||
Cruise operating expense | ||||
Total cruise operating expense | 330,578 | 308,220 | 674,859 | 612,375 |
Fuel | ||||
Cruise operating expense | ||||
Total cruise operating expense | 174,964 | 164,242 | 372,698 | 359,110 |
Food | ||||
Cruise operating expense | ||||
Total cruise operating expense | 77,046 | 87,770 | 161,754 | 183,736 |
Other | ||||
Cruise operating expense | ||||
Total cruise operating expense | $ 199,421 | $ 154,643 | $ 391,875 | $ 310,691 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 286,480 | $ (280,285) | $ 271,017 | $ (474,620) |
Other comprehensive income (loss): | ||||
Shipboard Retirement Plan | 94 | 64 | 189 | 128 |
Cash flow hedges: | ||||
Net unrealized gain (loss) | 1,157 | (4,577) | 48,410 | (23,052) |
Amount realized and reclassified into earnings | (3,150) | 2,547 | (6,483) | (7,327) |
Total other comprehensive income (loss) | (1,899) | (1,966) | 42,116 | (30,251) |
Total comprehensive income (loss) | $ 284,581 | $ (282,251) | $ 313,133 | $ (504,871) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 588,155 | $ 396,473 |
Accounts receivable, net | 209,343 | 280,271 |
Inventories | 149,931 | 157,646 |
Prepaid expenses and other assets | 628,268 | 472,816 |
Total current assets | 1,575,697 | 1,307,206 |
Property and equipment, net | 16,632,973 | 16,433,292 |
Goodwill | 135,764 | 98,134 |
Trade names | 500,525 | 500,525 |
Other long-term assets | 1,262,229 | 1,147,891 |
Total assets | 20,107,188 | 19,487,048 |
Current liabilities: | ||
Current portion of long-term debt | 1,525,488 | 1,598,177 |
Current portion of exchangeable notes | 210,375 | |
Accounts payable | 182,451 | 174,338 |
Accrued expenses and other liabilities | 1,146,600 | 1,058,573 |
Advance ticket sales | 3,779,119 | 3,060,666 |
Total current liabilities | 6,695,336 | 6,165,518 |
Long-term debt | 9,864,544 | 10,271,259 |
Exchangeable notes | 2,012,363 | 2,054,142 |
Other long-term liabilities | 873,711 | 839,335 |
Total liabilities | 19,445,954 | 19,330,254 |
Commitments and contingencies (Note 11) | ||
Shareholders' equity: | ||
Preference shares | ||
Ordinary shares ($0.0012 par value; 122,178,284,478 shares authorized; 122,169,448,482 shares issued and outstanding at June 30, 2024 and 48,333,330 shares authorized; 39,497,334 shares issued and outstanding at December 31, 2023) | 146,603 | 47 |
Additional paid-in capital | 8,719,177 | 8,674,426 |
Accumulated other comprehensive income (loss) | (468,035) | (510,151) |
Accumulated deficit | (7,736,511) | (8,007,528) |
Total shareholders' equity | 661,234 | 156,794 |
Total liabilities and shareholders' equity | 20,107,188 | 19,487,048 |
Related Party [Member] | ||
Current liabilities: | ||
Due to NCLH | $ 61,678 | $ 63,389 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2024 | Dec. 31, 2023 |
Ordinary shares, par value (in dollars per share) | $ 0.0012 | $ 0.0012 |
Ordinary shares, authorized | 122,178,284,478 | 48,333,330 |
Ordinary shares, issued | 122,169,448,482 | 39,497,334 |
Ordinary shares, outstanding | 122,169,448,482 | 39,497,334 |
Series A-1 | ||
Preferred shares, par value (per share) | $ 1,000 | $ 1,000 |
Preferred shares, authorized | 1,853,444 | 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 | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities | ||
Net income (loss) | $ 271,017 | $ (474,620) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization expense | 544,469 | 477,336 |
(Gain) loss on derivatives | (146,970) | 359,635 |
Loss on extinguishment of debt | 29,092 | 2,801 |
Provision for bad debts and inventory obsolescence | 3,198 | 1,497 |
Gain on involuntary conversion of assets | (4,462) | (4,583) |
Share-based compensation expense | 44,932 | 72,691 |
Net foreign currency adjustments on euro-denominated debt | (8,587) | 1,822 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | 66,671 | 106,709 |
Inventories | 7,329 | (5,815) |
Prepaid expenses and other assets | (123,586) | 316,583 |
Accounts payable | (2,216) | (72,345) |
Accrued expenses and other liabilities | 56,527 | (75,294) |
Advance ticket sales | 742,360 | 826,221 |
Net cash provided by operating activities | 1,479,774 | 1,532,638 |
Cash flows from investing activities | ||
Additions to property and equipment, net | (599,505) | (974,190) |
Cash paid on settlement of derivatives | (23,379) | |
Acquisition, net of cash acquired | (27,322) | |
Other | 5,955 | 5,367 |
Net cash used in investing activities | (620,872) | (992,202) |
Cash flows from financing activities | ||
Repayments of long-term debt | (778,109) | (2,500,777) |
Proceeds from long-term debt | 261,734 | 2,038,187 |
Due to NCLH, net | (1,711) | 6,608 |
Net share settlement of restricted share units | (22,039) | (25,222) |
Early redemption premium | (19,163) | |
Deferred financing fees and other | (107,932) | (107,070) |
Net cash used in financing activities | (667,220) | (588,274) |
Net increase (decrease) in cash and cash equivalents | 191,682 | (47,838) |
Cash and cash equivalents at beginning of period | 396,473 | 941,026 |
Cash and cash equivalents at end of period | $ 588,155 | $ 893,188 |
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 | 72,691 | 72,691 | |||
Net share settlement of restricted share units | (25,222) | (25,222) | |||
Other comprehensive income loss, net | (30,251) | (30,251) | |||
Net income (loss) | (474,620) | (474,620) | |||
Balance at Jun. 30, 2023 | 37 | 8,629,815 | (509,043) | (8,359,410) | (238,601) |
Balance at Mar. 31, 2023 | 37 | 8,599,195 | (507,077) | (8,079,125) | 13,030 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation | 44,536 | 44,536 | |||
Net share settlement of restricted share units | (13,916) | (13,916) | |||
Other comprehensive income loss, net | (1,966) | (1,966) | |||
Net income (loss) | (280,285) | (280,285) | |||
Balance at Jun. 30, 2023 | 37 | 8,629,815 | (509,043) | (8,359,410) | (238,601) |
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 | 44,932 | 44,932 | |||
Net share settlement of restricted share units | (22,039) | (22,039) | |||
Contribution from NCLH | 146,556 | 21,858 | 168,414 | ||
Other comprehensive income loss, net | 42,116 | 42,116 | |||
Net income (loss) | 271,017 | 271,017 | |||
Balance at Jun. 30, 2024 | 146,603 | 8,719,177 | (468,035) | (7,736,511) | 661,234 |
Balance at Mar. 31, 2024 | 47 | 8,674,342 | (466,136) | (8,022,991) | 185,262 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation | 22,984 | 22,984 | |||
Net share settlement of restricted share units | (7) | (7) | |||
Contribution from NCLH | 146,556 | 21,858 | 168,414 | ||
Other comprehensive income loss, net | (1,899) | (1,899) | |||
Net income (loss) | 286,480 | 286,480 | |||
Balance at Jun. 30, 2024 | $ 146,603 | $ 8,719,177 | $ (468,035) | $ (7,736,511) | $ 661,234 |
Description of Business and Org
Description of Business and Organization | 6 Months Ended |
Jun. 30, 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 June 30, 2024, we had 32 ships with approximately 66,400 Berths. The Company expects to add thirteen additional ships to our fleet from 2025 through 2036. We have four Prima Class Ships on order with currently scheduled delivery dates from 2025 through 2028. We have one Allura Class Ship on order for delivery in 2025. We also have orders for two new classes of ships: four Oceania Cruises ships with deliveries scheduled from 2027 through 2031 and two Prestige Class Ships with deliveries scheduled in 2026 and 2029. The orders for two of the new class of Oceania Cruises ships currently scheduled for delivery in 2030 and 2031 are expected to be cancelled and replaced with orders for four Norwegian Cruise Line ships of a new class with expected delivery dates from 2030 through 2036. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Liquidity As of June 30, 2024, we had liquidity of approximately $2.7 billion, including cash and cash equivalents of $588.2 million, borrowings available under our $1.2 billion undrawn Revolving Loan Facility, a €200 million commitment that can be used for future newbuild payments and a $650 million undrawn commitment of senior unsecured notes issuable by NCLC less related fees (see Note 8 – “Long-Term Debt” for further information regarding our commitments). 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 $2.3 million and a loss of $11.1 million for the three months ended June 30, 2024 and 2023, respectively, and a gain of $15.6 million and a loss of $19.8 million for the six months ended June 30, 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 $12.4 million and $20.1 million due from credit card processors as of June 30, 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. |
Acquisition
Acquisition | 6 Months Ended |
Jun. 30, 2024 | |
Business Combinations [Abstract] | |
Acquisition | 3. Acquisition On April 25, 2024, Norwegian acquired 100% of the voting equity interest of Independent Maritime Advisors Ltd. (“IMA”), a consulting company specializing in project management for newbuilds and vessel conversions for $37.5 million, which consisted primarily of cash and also included deferred consideration and the settlement of a pre-existing relationship. Norwegian acquired IMA to bring newbuild project management and supervision in-house and optimize the overall capital outflow for newbuild expenditures, which generates synergies that create goodwill. The preliminary purchase price was allocated as follows (in thousands): Assets, other than goodwill $ 4,302 Goodwill 37,630 Liabilities (9,088) Total consideration allocated, net of $4.7 million of cash acquired $ 32,844 As of June 30, 2024, the measurement period pertaining to the acquisition remains open and is subject to further adjustment. The acquisition includes deferred consideration, which is currently considered probable of payment in full; however, if new information arises, a change in consideration could impact our goodwill or liabilities. The acquisition of IMA does not have a material impact on the Company’s consolidated statements of operations. |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | 4. 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 Six Months Ended June 30, June 30, 2024 2023 2024 2023 North America $ 1,176,098 $ 1,221,177 $ 2,736,870 $ 2,582,230 Europe 1,055,061 880,129 1,080,297 961,447 Asia-Pacific 118,527 89,890 515,529 295,552 Other 22,806 14,296 231,011 188,202 Total revenue $ 2,372,492 $ 2,205,492 $ 4,563,707 $ 4,027,431 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 and Geographic Concentration We have concluded that our business has a single 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 June 30, 2024 and December 31, 2023, our receivables from customers were $112.1 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 $64.5 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 June 30, 2024 and December 31, 2023, our contract liabilities were $2.9 billion and $2.2 billion, respectively. Of the amounts included within contract liabilities as of June 30, 2024, approximately 40% 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 six months ended June 30, 2024, $2.1 billion of revenue recognized was included in the contract liability balance at the beginning of the period. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Leases | 5. Leases Operating lease balances were as follows (in thousands): Balance Sheet location June 30, 2024 December 31, 2023 Operating leases Right-of-use assets Other long-term assets $ 761,106 $ 753,652 Current operating lease liabilities Accrued expenses and other liabilities 23,348 23,226 Non-current operating lease liabilities Other long-term liabilities 651,555 644,646 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 6 Months Ended |
Jun. 30, 2024 | |
Statement Of Income And Comprehensive Income [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 6. Accumulated Other Comprehensive Income (Loss) Accumulated other comprehensive income (loss) for the six months ended June 30, 2024 was as follows (in thousands): Six Months Ended June 30, 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 48,410 48,410 — Amounts reclassified into earnings (6,294) (6,483) (1) 189 (2) Accumulated other comprehensive income (loss) at end of period $ (468,035) $ (467,244) (3) $ (791) Accumulated other comprehensive income (loss) for the six months ended June 30, 2023 was as follows (in thousands): Six Months Ended June 30, 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 (23,052) (23,052) — Amounts reclassified into earnings (7,199) (7,327) (1) 128 (2) Accumulated other comprehensive income (loss) at end of period $ (509,043) $ (511,604) $ 2,561 (1) We refer you to Note 9— “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 $0.8 million of gains expected to be reclassified into earnings in the next 12 months. |
Property and Equipment, Net
Property and Equipment, Net | 6 Months Ended |
Jun. 30, 2024 | |
Property, Plant and Equipment, Net [Abstract] | |
Property and Equipment, Net | 7. Property and Equipment, Net Property and equipment, net increased $199.7 million for the six months ended June 30, 2024 primarily due to ships under construction. |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 8. 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 exchangeable notes are convertible into redeemable preference shares of NCLC. Upon conversion, the preference shares are immediately and automatically exchanged, for each $1,000 principal amount of exchangeable notes, into a certain number of NCLH’s ordinary shares based on the applicable exchange rate. Upon NCLH’s receipt of the NCLC preference shares, each preference share will be immediately re-designated into an ordinary share of NCLC of par value $1,000 per share and then subdivided into 833,333 ordinary shares of NCLC of par value $0.0012 per share (the “re-designation”). After the re-designation, the NCLC ordinary shares issued will rank pari passu with the existing ordinary shares of NCLC held by NCLH having the rights and being subject to the restrictions set out in NCLC's bye-laws. During the three and six months ended June 30, 2024, 146,556 series A-1 preference shares were issued and subsequently re-designated and subdivided, as a result of which NCLH holds an additional 122,129,951,148 ordinary shares in the capital of NCLC. The following is a summary of NCLC’s exchangeable notes as of June 30, 2024 (in thousands): Unamortized Debt Discount, Principal including Deferred Net Carrying Fair Value Amount Financing Fees Amount Amount Leveling 2025 Exchangeable Notes $ 449,990 $ (46,925) $ 403,065 $ 533,751 Level 2 2027 1.125% Exchangeable Notes 1,150,000 (143,399) 1,006,601 1,074,399 Level 2 2027 2.5% Exchangeable Notes 473,175 (60,357) 412,818 454,310 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 The following provides a summary of the interest expense of NCLC’s exchangeable notes (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Coupon interest $ 13,308 $ 14,437 $ 27,745 $ 28,875 Amortization of discount and deferred financing fees 29,911 29,433 62,055 57,547 Total $ 43,219 $ 43,870 $ 89,800 $ 86,422 As of June 30, 2024, the effective interest rate is 15.89%, 6.28% and 7.88% for the 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 June 30, 2024 (in thousands): Year Amount Remainder of 2024 $ 1,070,650 2025 1,324,074 2026 2,240,090 2027 3,301,519 2028 1,708,911 2029 1,924,201 Thereafter 2,190,104 Total $ 13,759,549 Debt Covenants As of June 30, 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 | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements and Derivatives | 9. 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 June 30, 2024, we had fuel swaps, which are used to mitigate the financial impact of volatility of fuel prices pertaining to approximately 704 thousand metric tons of our projected fuel purchases, maturing through December 31, 2025. As of June 30, 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 February 28, 2025. As of June 30, 2024, we had foreign currency forward contracts, which are used to mitigate the financial impact of volatility in foreign currency exchange rates related to our ship construction contracts denominated in euros. The notional amount of our hedged foreign currency forward contracts was €54.3 million, or $58.2 million based on the euro/U.S. dollar exchange rate as of June 30, 2024. As of June 30, 2024, we had conversion options embedded in our exchangeable notes. The notional amounts of our outstanding options as of June 30, 2024 were 24.0 million, 34.1 million and 13.7 million NCLH shares for the 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 June 30, December 31, June 30, December 31, Balance Sheet Location 2024 2023 2024 2023 Derivative Contracts Designated as Hedging Instruments Fuel contracts Prepaid expenses and other assets $ 17,081 $ — $ 609 $ — Other long-term assets 4,454 — 550 — Accrued expenses and other liabilities — 4,309 — 11,247 Other long-term liabilities — 137 15 8,932 Foreign currency contracts Prepaid expenses and other assets 122 — — — Total derivatives designated as hedging instruments $ 21,657 $ 4,446 $ 1,174 $ 20,179 Derivative Contracts Not Designated as Hedging Instruments Fuel contracts Prepaid expenses and other assets $ 19 $ — $ 61 $ — Accrued expenses and other liabilities — 141 — 1,031 Other long-term liabilities — — — 280 Debt conversion options Current portion of exchangeable notes — — — 71,710 Exchangeable notes — — 189,879 285,868 Total derivatives not designated as hedging instruments $ 19 $ 141 $ 189,940 $ 358,889 Total derivatives $ 21,676 $ 4,587 $ 191,114 $ 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 June 30, 2024 Amounts Offset Amounts Not Offset Net Amounts Assets $ 21,676 $ (1,220) $ 20,456 $ (122) $ 20,334 Liabilities 189,894 — 189,894 (189,879) 15 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 June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Fuel contracts $ 1,035 $ (12,055) Fuel $ 6,838 $ 572 Fuel contracts — — Other income (expense), net 432 (306) Foreign currency contracts 122 7,478 Depreciation and amortization (4,120) (2,813) Total gain (loss) recognized in other comprehensive loss $ 1,157 $ (4,577) $ 3,150 $ (2,547) 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) Six Months Six Months Six Months Six Months Ended Ended Ended Ended June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Fuel contracts $ 48,288 $ (41,070) Fuel $ 13,415 $ 13,169 Fuel contracts — — Other income (expense), net 1,307 (343) Foreign currency contracts 122 18,018 Depreciation and amortization (8,239) (5,499) Total gain (loss) recognized in other comprehensive loss $ 48,410 $ (23,052) $ 6,483 $ 7,327 The effects of cash flow hedge accounting on the consolidated statements of operations include the following (in thousands): Three Months Ended June 30, 2024 Three Months Ended June 30, 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 $ 174,964 $ 222,405 $ 151,323 $ 164,242 $ 197,115 $ (348,639) Amount of gain (loss) reclassified from accumulated other comprehensive income (loss) into income (expense) Fuel contracts 6,838 — — 572 — — Foreign currency contracts — (4,120) — — (2,813) — 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 — — 432 — — (306) Six Months Ended June 30, 2024 Six Months Ended June 30, 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 $ 372,698 $ 445,334 $ 165,874 $ 359,110 $ 391,905 $ (367,210) Amount of gain (loss) reclassified from accumulated other comprehensive income (loss) into income (expense) Fuel contracts 13,415 — — 13,169 — — Foreign currency contracts — (8,239) — — (5,499) — 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 — — 1,307 — — (343) The effects of derivatives not designated as hedging instruments on the consolidated statements of operations include the following (in thousands): Amount of Gain (Loss) Recognized in Income Three Months Ended Six Months Ended June 30, June 30, Location of Gain (Loss) 2024 2023 2024 2023 Derivatives not designated as hedging instruments Fuel contracts Other income (expense), net $ (13) $ (251) $ 2,186 $ (847) Debt conversion options Other income (expense), net 149,427 (340,597) 145,841 (350,212) Long-Term Debt As of June 30, 2024 and December 31, 2023, the fair value of our long-term debt, including the current portion, was $13.0 billion and $13.5 billion, respectively, which was $0.8 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 | 6 Months Ended |
Jun. 30, 2024 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Employee Benefits and Compensation Plans | 10. Employee Benefits and Compensation Plans In January 2013, NCLH adopted the 2013 Performance Incentive Plan, which as amended and restated through 2023 (the “Restated 2013 Plan”), provided for a maximum aggregate limit of 42,009,006 shares that could have been delivered pursuant to all awards granted under the plan. In June 2024, NCLH’s shareholders approved a further amendment and restatement of the Restated 2013 Plan to increase the number of NCLH ordinary shares that may be delivered by 3,000,000 , resulting in an increase in the maximum aggregate limit to 45,009,006 shares. 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 six months ended June 30, 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 4,673,132 19.25 945,040 19.29 Vested (4,292,171) 18.85 (334,888) 31.78 Forfeited or expired (167,226) 17.39 — — Non-vested as of June 30, 2024 9,296,855 17.66 2,750,286 17.86 Share Option Awards The following table sets forth a summary of option activity under NCLH’s Restated 2013 Plan for the six months ended June 30, 2024: Weighted- Number of Share Option Awards Weighted-Average Exercise Price Average Aggregate Time- Performance- Time- Performance- Contractual Intrinsic Based Based Based Based Term Value Awards Awards Awards Awards (years) (in thousands) Outstanding as of January 1, 2024 3,524,856 114,583 $ 52.98 $ 59.43 1.26 $ — Forfeited and cancelled (1,011,038) (114,583) 50.91 59.43 Outstanding as of June 30, 2024 2,513,818 — 53.81 — 1.06 — The compensation expense recognized for share-based compensation for the periods presented include the following (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Payroll and related expense $ 5,077 $ 4,876 $ 9,691 $ 9,333 Marketing, general and administrative expense 17,907 39,660 35,241 63,358 Total share-based compensation expense $ 22,984 $ 44,536 $ 44,932 $ 72,691 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2024 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 11. Commitments and Contingencies Ship Construction Contracts For the Norwegian brand, we have 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. For the Oceania Cruises brand, we have 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. For the Oceania Cruises brand, we also have an order for four additional ships (which includes two ships on order, which are currently scheduled for delivery in 2030 and 2031, respectively, but are expected to be cancelled), each at approximately 86,000 Gross Tons and 1,450 Berths, with scheduled delivery dates from 2027 through 2031. For the Regent Seven Seas Cruises brand, we have an order for two Prestige Class Ships, each at approximately 77,000 Gross Tons and 850 Berths, with scheduled delivery dates in 2026 and 2029. 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 11 ships on order for delivery as of June 30, 2024 (which includes two ships on order for Oceania Cruises, which are currently scheduled for delivery in 2030 and 2031, respectively, but are expected to be cancelled, and excludes orders for four Norwegian Cruise Line ships, which were not effective as of June 30 ,2024) was approximately €11.0 billion, or $11.8 billion based on the euro/U.S. dollar exchange rate as of June 30, 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, excluding the two ships on order for Oceania Cruises that are expected to be cancelled, 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. 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 $ 235,228 2025 2,026,241 2026 2,165,579 2027 2,190,155 2028 2,104,462 2029 825,383 Thereafter 1,619,109 Total minimum annual payments $ 11,166,157 The above presentation reflects the contractual delivery date in the fourth quarter of 2028 of the second new Oceania Cruises ship. 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 million and, on January 23, 2023, the Company filed a notice of appeal from that judgment. On April 12, 2023, the Company posted a sufficient supersedeas bond with the court to prevent any efforts by the plaintiff to collect on the judgment pending the appeal. On June 30, 2023, the Company filed its opening appellate brief with the United States Court of Appeals for the Eleventh Circuit. On September 29, 2023, the plaintiff filed its answering brief responding to the Company’s opening brief in the Eleventh Circuit. On May 17, 2024, the Court heard oral argument on the matter. 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 $3.5 billion in advance ticket sales at June 30, 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 June 30, 2024, we had cash reserves of approximately $43.9 million with credit card processors, which includes approximately $12.4 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 | 6 Months Ended |
Jun. 30, 2024 | |
Other Income and Expenses [Abstract] | |
Other Income (Expense), Net | 12. Other Income (Expense), Net For the three and six months ended June 30, 2024, other income (expense), net was income of $151.3 million and $165.9 million, respectively, and for the three and six months ended June 30, 2023, other income (expense), net was expense of $348.6 million and $367.2 million, respectively, primarily due to net gains and losses on our exchangeable notes. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 6 Months Ended |
Jun. 30, 2024 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | 13. Supplemental Cash Flow Information For the six months ended June 30, 2024 and 2023, we had non-cash investing activities consisting of changes in accruals related to property and equipment of $36.3 million and $49.4 million, respectively. |
Subsequent event
Subsequent event | 6 Months Ended |
Jun. 30, 2024 | |
Subsequent event | |
Subsequent event | 14. Subsequent event In July 2024, the Company entered into a memorandum of agreement regarding the order for the four additional ships for Norwegian Cruise Line that is subject to Board of Director approval in early August. If approved, the aggregate cost of all ships on order (which includes two ships on order for Oceania Cruises, which are currently scheduled for delivery in 2030 and 2031, respectively, but are expected to be cancelled), will be approximately €19.3 billion, or $20.7 billion based on the euro/U.S. dollar exchange rate as of June 30, 2024. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Liquidity, Basis of Presentation | Liquidity As of June 30, 2024, we had liquidity of approximately $2.7 billion, including cash and cash equivalents of $588.2 million, borrowings available under our $1.2 billion undrawn Revolving Loan Facility, a €200 million commitment that can be used for future newbuild payments and a $650 million undrawn commitment of senior unsecured notes issuable by NCLC less related fees (see Note 8 – “Long-Term Debt” for further information regarding our commitments). 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 $12.4 million and $20.1 million due from credit card processors as of June 30, 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 $2.3 million and a loss of $11.1 million for the three months ended June 30, 2024 and 2023, respectively, and a gain of $15.6 million and a loss of $19.8 million for the six months ended June 30, 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. |
Acquisition (Tables)
Acquisition (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Business Combinations [Abstract] | |
Schedule of purchase price | The preliminary purchase price was allocated as follows (in thousands): Assets, other than goodwill $ 4,302 Goodwill 37,630 Liabilities (9,088) Total consideration allocated, net of $4.7 million of cash acquired $ 32,844 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 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 Six Months Ended June 30, June 30, 2024 2023 2024 2023 North America $ 1,176,098 $ 1,221,177 $ 2,736,870 $ 2,582,230 Europe 1,055,061 880,129 1,080,297 961,447 Asia-Pacific 118,527 89,890 515,529 295,552 Other 22,806 14,296 231,011 188,202 Total revenue $ 2,372,492 $ 2,205,492 $ 4,563,707 $ 4,027,431 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Schedule of lease balances | Operating lease balances were as follows (in thousands): Balance Sheet location June 30, 2024 December 31, 2023 Operating leases Right-of-use assets Other long-term assets $ 761,106 $ 753,652 Current operating lease liabilities Accrued expenses and other liabilities 23,348 23,226 Non-current operating lease liabilities Other long-term liabilities 651,555 644,646 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Statement Of Income And Comprehensive Income [Abstract] | |
Schedule of accumulated other comprehensive income (loss) | Accumulated other comprehensive income (loss) for the six months ended June 30, 2024 was as follows (in thousands): Six Months Ended June 30, 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 48,410 48,410 — Amounts reclassified into earnings (6,294) (6,483) (1) 189 (2) Accumulated other comprehensive income (loss) at end of period $ (468,035) $ (467,244) (3) $ (791) Six Months Ended June 30, 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 (23,052) (23,052) — Amounts reclassified into earnings (7,199) (7,327) (1) 128 (2) Accumulated other comprehensive income (loss) at end of period $ (509,043) $ (511,604) $ 2,561 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of exchangeable notes | The exchangeable notes are convertible into redeemable preference shares of NCLC. Upon conversion, the preference shares are immediately and automatically exchanged, for each $1,000 principal amount of exchangeable notes, into a certain number of NCLH’s ordinary shares based on the applicable exchange rate. Upon NCLH’s receipt of the NCLC preference shares, each preference share will be immediately re-designated into an ordinary share of NCLC of par value $1,000 per share and then subdivided into 833,333 ordinary shares of NCLC of par value $0.0012 per share (the “re-designation”). After the re-designation, the NCLC ordinary shares issued will rank pari passu with the existing ordinary shares of NCLC held by NCLH having the rights and being subject to the restrictions set out in NCLC's bye-laws. During the three and six months ended June 30, 2024, 146,556 series A-1 preference shares were issued and subsequently re-designated and subdivided, as a result of which NCLH holds an additional 122,129,951,148 ordinary shares in the capital of NCLC. The following is a summary of NCLC’s exchangeable notes as of June 30, 2024 (in thousands): Unamortized Debt Discount, Principal including Deferred Net Carrying Fair Value Amount Financing Fees Amount Amount Leveling 2025 Exchangeable Notes $ 449,990 $ (46,925) $ 403,065 $ 533,751 Level 2 2027 1.125% Exchangeable Notes 1,150,000 (143,399) 1,006,601 1,074,399 Level 2 2027 2.5% Exchangeable Notes 473,175 (60,357) 412,818 454,310 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 Six Months Ended June 30, June 30, 2024 2023 2024 2023 Coupon interest $ 13,308 $ 14,437 $ 27,745 $ 28,875 Amortization of discount and deferred financing fees 29,911 29,433 62,055 57,547 Total $ 43,219 $ 43,870 $ 89,800 $ 86,422 |
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 June 30, 2024 (in thousands): Year Amount Remainder of 2024 $ 1,070,650 2025 1,324,074 2026 2,240,090 2027 3,301,519 2028 1,708,911 2029 1,924,201 Thereafter 2,190,104 Total $ 13,759,549 |
Fair Value Measurements and D_2
Fair Value Measurements and Derivatives (Tables) | 6 Months Ended |
Jun. 30, 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 June 30, December 31, June 30, December 31, Balance Sheet Location 2024 2023 2024 2023 Derivative Contracts Designated as Hedging Instruments Fuel contracts Prepaid expenses and other assets $ 17,081 $ — $ 609 $ — Other long-term assets 4,454 — 550 — Accrued expenses and other liabilities — 4,309 — 11,247 Other long-term liabilities — 137 15 8,932 Foreign currency contracts Prepaid expenses and other assets 122 — — — Total derivatives designated as hedging instruments $ 21,657 $ 4,446 $ 1,174 $ 20,179 Derivative Contracts Not Designated as Hedging Instruments Fuel contracts Prepaid expenses and other assets $ 19 $ — $ 61 $ — Accrued expenses and other liabilities — 141 — 1,031 Other long-term liabilities — — — 280 Debt conversion options Current portion of exchangeable notes — — — 71,710 Exchangeable notes — — 189,879 285,868 Total derivatives not designated as hedging instruments $ 19 $ 141 $ 189,940 $ 358,889 Total derivatives $ 21,676 $ 4,587 $ 191,114 $ 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 June 30, 2024 Amounts Offset Amounts Not Offset Net Amounts Assets $ 21,676 $ (1,220) $ 20,456 $ (122) $ 20,334 Liabilities 189,894 — 189,894 (189,879) 15 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 June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Fuel contracts $ 1,035 $ (12,055) Fuel $ 6,838 $ 572 Fuel contracts — — Other income (expense), net 432 (306) Foreign currency contracts 122 7,478 Depreciation and amortization (4,120) (2,813) Total gain (loss) recognized in other comprehensive loss $ 1,157 $ (4,577) $ 3,150 $ (2,547) 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) Six Months Six Months Six Months Six Months Ended Ended Ended Ended June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Fuel contracts $ 48,288 $ (41,070) Fuel $ 13,415 $ 13,169 Fuel contracts — — Other income (expense), net 1,307 (343) Foreign currency contracts 122 18,018 Depreciation and amortization (8,239) (5,499) Total gain (loss) recognized in other comprehensive loss $ 48,410 $ (23,052) $ 6,483 $ 7,327 |
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 June 30, 2024 Three Months Ended June 30, 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 $ 174,964 $ 222,405 $ 151,323 $ 164,242 $ 197,115 $ (348,639) Amount of gain (loss) reclassified from accumulated other comprehensive income (loss) into income (expense) Fuel contracts 6,838 — — 572 — — Foreign currency contracts — (4,120) — — (2,813) — 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 — — 432 — — (306) Six Months Ended June 30, 2024 Six Months Ended June 30, 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 $ 372,698 $ 445,334 $ 165,874 $ 359,110 $ 391,905 $ (367,210) Amount of gain (loss) reclassified from accumulated other comprehensive income (loss) into income (expense) Fuel contracts 13,415 — — 13,169 — — Foreign currency contracts — (8,239) — — (5,499) — 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 — — 1,307 — — (343) |
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): Amount of Gain (Loss) Recognized in Income Three Months Ended Six Months Ended June 30, June 30, Location of Gain (Loss) 2024 2023 2024 2023 Derivatives not designated as hedging instruments Fuel contracts Other income (expense), net $ (13) $ (251) $ 2,186 $ (847) Debt conversion options Other income (expense), net 149,427 (340,597) 145,841 (350,212) |
Employee Benefits and Compens_2
Employee Benefits and Compensation Plans (Tables) | 6 Months Ended |
Jun. 30, 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 4,673,132 19.25 945,040 19.29 Vested (4,292,171) 18.85 (334,888) 31.78 Forfeited or expired (167,226) 17.39 — — Non-vested as of June 30, 2024 9,296,855 17.66 2,750,286 17.86 |
Schedule of compensation expense recognized for share-based compensation | Share Option Awards The following table sets forth a summary of option activity under NCLH’s Restated 2013 Plan for the six months ended June 30, 2024: Weighted- Number of Share Option Awards Weighted-Average Exercise Price Average Aggregate Time- Performance- Time- Performance- Contractual Intrinsic Based Based Based Based Term Value Awards Awards Awards Awards (years) (in thousands) Outstanding as of January 1, 2024 3,524,856 114,583 $ 52.98 $ 59.43 1.26 $ — Forfeited and cancelled (1,011,038) (114,583) 50.91 59.43 Outstanding as of June 30, 2024 2,513,818 — 53.81 — 1.06 — The compensation expense recognized for share-based compensation for the periods presented include the following (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 Payroll and related expense $ 5,077 $ 4,876 $ 9,691 $ 9,333 Marketing, general and administrative expense 17,907 39,660 35,241 63,358 Total share-based compensation expense $ 22,984 $ 44,536 $ 44,932 $ 72,691 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of minimum annual payments for contractual obligations | Year Amount Remainder of 2024 $ 235,228 2025 2,026,241 2026 2,165,579 2027 2,190,155 2028 2,104,462 2029 825,383 Thereafter 1,619,109 Total minimum annual payments $ 11,166,157 |
Description of Business and O_2
Description of Business and Organization (Details) | Jun. 30, 2024 item |
Description Of Business And Organization [Line Items] | |
Number of cruise ships | 32 |
Capacity of ship, berths | 66,400 |
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 |
Ships launching period in 2025 through 2036 | |
Description Of Business And Organization [Line Items] | |
Number of additional ships | 13 |
Ships launching period in 2027 through 2031 | |
Description Of Business And Organization [Line Items] | |
Number of additional ships | 4 |
Ships launching period in 2026 and 2029 | |
Description Of Business And Organization [Line Items] | |
Number of additional ships | 2 |
Ships launching period in 2030 through 2036 | |
Description Of Business And Organization [Line Items] | |
Number of additional ships | 4 |
Ships launching period in 2030 and 2031 | |
Description Of Business And Organization [Line Items] | |
Number of additional cruise ships, expected to be cancelled | 2 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Liquidity (Details) $ in Thousands, € in Millions | 6 Months Ended | ||
Jun. 30, 2024 USD ($) | Dec. 31, 2023 USD ($) | Nov. 30, 2023 EUR (€) | |
Debt Instrument [Line Items] | |||
Available liquidity | $ 2,700,000 | ||
Cash and cash equivalents | $ 588,155 | $ 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 | 6 Months Ended | |||
Jun. 30, 2024 USD ($) item | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) item | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | |
Schedule Of Significant Accounting Policies [Line Items] | |||||
Foreign currency transaction gain (loss) | $ 2,300 | $ (11,100) | $ 15,600 | $ (19,800) | |
Accounts receivable, net | $ 209,343 | $ 209,343 | $ 280,271 | ||
Number of cruise ships | item | 32 | 32 | |||
Property and equipment, net | $ 16,632,973 | $ 16,632,973 | 16,433,292 | ||
Credit Card Processors | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Accounts receivable, net | $ 12,400 | $ 12,400 | $ 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. |
Acquisition - Additional Inform
Acquisition - Additional Information (Details) - IMA $ in Millions | Apr. 25, 2024 USD ($) |
Business Acquisition [Line Items] | |
Percentage of voting equity interest acquired | 100% |
Consideration | $ 37.5 |
Acquisition - Schedule of Purch
Acquisition - Schedule of Purchase Price (Details) - USD ($) $ in Thousands | Apr. 25, 2024 | Jun. 30, 2024 | Dec. 31, 2023 |
Business Acquisition [Line Items] | |||
Goodwill | $ 135,764 | $ 98,134 | |
IMA | |||
Business Acquisition [Line Items] | |||
Prepaid expenses and other assets | $ 4,302 | ||
Goodwill | 37,630 | ||
Other long-term liabilities | (9,088) | ||
Total consideration allocated, net of $4.7 million of cash acquired | 32,844 | ||
Cash acquired | $ 4,700 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 2,372,492 | $ 2,205,492 | $ 4,563,707 | $ 4,027,431 |
North America | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 1,176,098 | 1,221,177 | 2,736,870 | 2,582,230 |
Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 1,055,061 | 880,129 | 1,080,297 | 961,447 |
Asia-Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 118,527 | 89,890 | 515,529 | 295,552 |
Other Country | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 22,806 | $ 14,296 | $ 231,011 | $ 188,202 |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Dec. 31, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Receivables from customers included in accounts receivable, net | $ 112.1 | $ 126.4 |
Future cruise credits | 64.5 | |
Contract liabilities included within advance ticket sales | $ 2,900 | $ 2,200 |
Percentage of refundable amounts included within contract liabilities | 40% | |
Contract liability balance recognized in revenue | $ 2,100 | |
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 | Jun. 30, 2024 | Dec. 31, 2023 |
Operating leases | ||
Right-of-use assets | $ 761,106 | $ 753,652 |
Operating lease, right-of-use asset - Extensible List | Other long-term assets | Other long-term assets |
Current operating lease liabilities | $ 23,348 | $ 23,226 |
Operating lease liability, current - Extensible list | Accrued expenses and other liabilities | Accrued expenses and other liabilities |
Non-current operating lease liabilities | $ 651,555 | $ 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 | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 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 | (468,035) | |
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 | 48,410 | (23,052) |
Amounts reclassified into earnings | (6,294) | (7,199) |
Accumulated other comprehensive income (loss) at end of period | (468,035) | (509,043) |
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 | 48,410 | (23,052) |
Amounts reclassified into earnings | (6,483) | (7,327) |
Accumulated other comprehensive income (loss) at end of period | (467,244) | (511,604) |
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 | 189 | 128 |
Accumulated other comprehensive income (loss) at end of period | $ (791) | $ 2,561 |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Income (Loss) - Additional Information (Details) $ in Millions | 6 Months Ended |
Jun. 30, 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 | $ 0.8 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Property, Plant and Equipment [Abstract] | |
Net increase in PPE due to ships under construction and improvements | $ 199.7 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Details) $ / shares in Units, € in Millions | 1 Months Ended | 6 Months Ended | ||||
Mar. 31, 2024 USD ($) | Nov. 30, 2023 EUR (€) | Jun. 30, 2024 USD ($) $ / shares shares | Jun. 30, 2023 USD ($) | Feb. 29, 2024 USD ($) | Dec. 31, 2023 USD ($) $ / shares | |
Debt Instrument [Line Items] | ||||||
Loss on extinguishment of debt | $ (29,092,000) | $ (2,801,000) | ||||
Ordinary shares, par value (per share) | $ / shares | $ 0.0012 | $ 0.0012 | ||||
Re-designated shares | shares | 122,129,951,148 | |||||
Commitment Letter | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | $ 650,000,000 | |||||
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% | |||||
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% | |||||
Exchangeable Senior Notes Due 2025 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | $ 403,065,000 | $ 384,179,000 | ||||
Senior Secured Notes Due 2028 Two [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | $ 250,000,000 | |||||
Interest rate | 9.75% | |||||
Loss on extinguishment of debt | $ (29,000,000) | |||||
Exchangeable notes | ||||||
Debt Instrument [Line Items] | ||||||
Ordinary shares, par value (per share) | $ / shares | $ 1,000 | |||||
Debt instrument, principal amount denomination for conversion into preferences shares | $ 1,000 | |||||
Shares issuable upon exchange | shares | 833,333 | |||||
Exchangeable notes | Series A-1 | ||||||
Debt Instrument [Line Items] | ||||||
Shares issuable upon exchange | shares | 146,556 | |||||
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 | Jun. 30, 2024 | Dec. 31, 2023 |
Debt Instrument [Line Items] | ||
Fair Value | $ 13,000,000 | $ 13,500,000 |
Exchangeable Senior Notes Due 2024 | ||
Debt Instrument [Line Items] | ||
Principal amount | 146,601 | |
Unamortized debt discount, including deferred financing fees | (8,672) | |
Net carrying amount | 137,929 | |
Exchangeable Senior Notes Due 2025 | ||
Debt Instrument [Line Items] | ||
Principal amount | 449,990 | 449,990 |
Unamortized debt discount, including deferred financing fees | (46,925) | (65,811) |
Net carrying amount | $ 403,065 | 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 | (143,399) | (167,939) |
Net carrying amount | $ 1,006,601 | 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 | (60,357) | (70,405) |
Net carrying amount | $ 412,818 | 402,770 |
Effective interest rate | 7.88% | |
Level 2 | Exchangeable Senior Notes Due 2024 | ||
Debt Instrument [Line Items] | ||
Fair Value | 217,790 | |
Level 2 | Exchangeable Senior Notes Due 2025 | ||
Debt Instrument [Line Items] | ||
Fair Value | $ 533,751 | 572,567 |
Level 2 | 1.125% Exchangeable Senior Notes Due 2027 | ||
Debt Instrument [Line Items] | ||
Fair Value | 1,074,399 | 1,068,431 |
Level 2 | 2.5% Exchangeable Senior Notes Due 2027 | ||
Debt Instrument [Line Items] | ||
Fair Value | $ 454,310 | $ 453,784 |
Long-Term Debt - Summary of Int
Long-Term Debt - Summary of Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Debt Disclosure [Abstract] | ||||
Coupon interest | $ 13,308 | $ 14,437 | $ 27,745 | $ 28,875 |
Amortization of deferred financing costs | 29,911 | 29,433 | 62,055 | 57,547 |
Total | $ 43,219 | $ 43,870 | $ 89,800 | $ 86,422 |
Long-Term Debt - Schedule of Pr
Long-Term Debt - Schedule of Principal Repayments on Long-Term Debt Including Finance Lease Obligations (Details) $ in Thousands | Jun. 30, 2024 USD ($) |
Long-term Debt, Fiscal Year Maturity [Abstract] | |
Remainder of 2024 | $ 1,070,650 |
2025 | 1,324,074 |
2026 | 2,240,090 |
2027 | 3,301,519 |
2028 | 1,708,911 |
2029 | 1,924,201 |
Thereafter | 2,190,104 |
Total | $ 13,759,549 |
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 | Jun. 30, 2024 | Dec. 31, 2023 |
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | $ 21,676 | |
Derivative liabilities, fair value | 189,894 | $ 379,068 |
Derivatives | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | 21,676 | 4,587 |
Derivative liabilities, fair value | 191,114 | 379,068 |
Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | 21,657 | 4,446 |
Derivative liabilities, fair value | 1,174 | 20,179 |
Not Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | 19 | 141 |
Derivative liabilities, fair value | 189,940 | 358,889 |
Fuel contracts | Designated as Hedging Instrument | Prepaid expenses and other assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | 17,081 | |
Derivative liabilities, fair value | 609 | |
Fuel contracts | Designated as Hedging Instrument | Other long-term assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | 4,454 | |
Derivative liabilities, fair value | 550 | |
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 | 15 | 8,932 |
Fuel contracts | Not Designated as Hedging Instrument | Prepaid expenses and other assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | 19 | |
Derivative liabilities, fair value | 61 | |
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 | |
Foreign currency contracts | Designated as Hedging Instrument | Prepaid expenses and other assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, fair value | 122 | |
Debt conversion options | Not Designated as Hedging Instrument | Current portion of exchangeable notes | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities, fair value | 71,710 | |
Debt conversion options | Not Designated as Hedging Instrument | Exchangeable notes | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities, fair value | $ 189,879 | $ 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 | Jun. 30, 2024 | Dec. 31, 2023 |
Fair Value Disclosures [Abstract] | ||
Gross Amounts, Assets | $ 21,676 | |
Gross Amounts Offset, Assets | (1,220) | |
Total Net Amounts, Assets | 20,456 | |
Gross Amounts Not Offset, Assets | (122) | |
Net Amounts, Assets | 20,334 | |
Gross Amounts, Liabilities | 189,894 | $ 379,068 |
Gross Amounts Offset, Liabilities | (4,587) | |
Total Net Amounts, Liabilities | 189,894 | 374,481 |
Gross Amount Not Offset, Liabilities | (189,879) | (357,578) |
Net Amounts, Liabilities | $ 15 | $ 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 | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | $ 3,150 | $ (2,547) | $ 6,483 | $ 7,327 |
Cash Flow Hedging | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | 3,150 | (2,547) | 6,483 | 7,327 |
Cash Flow Hedging | Fuel | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | 6,838 | 572 | 13,415 | 13,169 |
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) | 432 | (306) | 1,307 | (343) |
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) | (4,120) | (2,813) | (8,239) | (5,499) |
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) | 6,838 | 572 | 13,415 | 13,169 |
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) | $ (4,120) | $ (2,813) | $ (8,239) | $ (5,499) |
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 | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Fuel | $ 1,454,755 | $ 1,383,610 | $ 2,842,178 | $ 2,664,028 |
Depreciation and amortization | 222,405 | 197,115 | 445,334 | 391,905 |
Other income (expense), net | 151,323 | (348,639) | 165,874 | (367,210) |
Amount of Gain (Loss) Recognized in Other Comprehensive Loss | 1,157 | (4,577) | 48,410 | (23,052) |
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | 3,150 | (2,547) | 6,483 | 7,327 |
Fuel | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Fuel | 174,964 | 164,242 | 372,698 | 359,110 |
Cash Flow Hedging | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Recognized in Other Comprehensive Loss | 1,157 | (4,577) | 48,410 | (23,052) |
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | 3,150 | (2,547) | 6,483 | 7,327 |
Cash Flow Hedging | Fuel | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income (Loss) into Income (Expense) | 6,838 | 572 | 13,415 | 13,169 |
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) | (4,120) | (2,813) | (8,239) | (5,499) |
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) | 432 | (306) | 1,307 | (343) |
Cash Flow Hedging | Fuel contracts | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Recognized in Other Comprehensive Loss | 1,035 | (12,055) | 48,288 | (41,070) |
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) | 6,838 | 572 | 13,415 | 13,169 |
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 | 432 | (306) | (1,307) | 343 |
Cash Flow Hedging | Foreign currency contracts | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Recognized in Other Comprehensive Loss | 122 | 7,478 | 122 | 18,018 |
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) | $ (4,120) | $ (2,813) | $ (8,239) | $ (5,499) |
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 | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Fuel contracts | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Recognized in Income | $ (13) | $ (251) | $ 2,186 | $ (847) |
Debt conversion options | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Recognized in Income | $ 149,427 | $ (340,597) | $ 145,841 | $ (350,212) |
Fair Value Measurements and D_8
Fair Value Measurements and Derivatives (Details) T in Thousands, € in Millions, $ in Millions | 6 Months Ended | ||
Jun. 30, 2024 USD ($) T | Jun. 30, 2024 EUR (€) T | Dec. 31, 2023 USD ($) | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Fair value of long-term debt | $ 13,000 | $ 13,500 | |
Fair value of long-term debt in excess of carrying value | $ 800 | $ 1,000 | |
Fuel contracts | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Derivative maturing date | Dec. 31, 2025 | ||
Foreign currency contracts | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Notional amount of derivatives | $ 58.2 | € 54.3 | |
Not Designated as Hedging Instrument | Fuel contracts | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Derivative maturing date | Feb. 28, 2025 | ||
Projected fuel purchases | T | 4 | 4 | |
Designated as Hedging Instrument | Fuel contracts | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Projected fuel purchases | T | 704 | 704 | |
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 | 6 Months Ended | |||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Payments related to tax withholding for share-based compensation | $ 22,039 | $ 25,222 | |||
Restated 2013 Plan | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Ordinary shares authorized | 42,009,006 | ||||
Restated 2013 Plan, Amended | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Ordinary shares authorized | 45,009,006 | 45,009,006 | |||
Number of additional shares authorized | 3,000,000 | ||||
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 | 4,673,132 | ||||
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 Unit Activity (Details) | 6 Months Ended |
Jun. 30, 2024 $ / shares shares | |
Time-Based Awards | |
Number of Restricted Share | |
Non-vested as of January 1, 2024 | shares | 9,083,120 |
Granted | shares | 4,673,132 |
Vested | shares | (4,292,171) |
Forfeited or expired | shares | (167,226) |
Non-vested as of June 30, 2024 | shares | 9,296,855 |
Weighted-Average Grant-Date Fair Value | |
Non-vested as of January 1, 2024 | $ / shares | $ 17.39 |
Granted | $ / shares | 19.25 |
Vested | $ / shares | 18.85 |
Forfeited or expired | $ / shares | 17.39 |
Non-vested as of June 30, 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 June 30, 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 June 30, 2024 | $ / shares | $ 17.86 |
Employee Benefits and Compens_5
Employee Benefits and Compensation Plans - Summary of Option Activity (Details) - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2024 | Dec. 31, 2023 | |
Weighted-Average Contractual Term (Years) | ||
Options Outstanding, Weighted- Average Contractual Term | 1 year 21 days | 1 year 3 months 3 days |
Time-Based Awards | ||
Number of Share Option Awards | ||
Outstanding as of January 1, 2024 | 3,524,856 | |
Forfeited and cancelled | (1,011,038) | |
Outstanding as of June 30, 2024 | 2,513,818 | 3,524,856 |
Weighted-Average Exercise Price | ||
Outstanding as of January 1, 2024 | $ 52.98 | |
Forfeited and cancelled | 50.91 | |
Outstanding as of June 30, 2024 | $ 53.81 | $ 52.98 |
Performance-Based Options | ||
Number of Share Option Awards | ||
Outstanding as of January 1, 2024 | 114,583 | |
Forfeited and cancelled | (114,583) | |
Outstanding as of June 30, 2024 | 114,583 | |
Weighted-Average Exercise Price | ||
Outstanding as of January 1, 2024 | $ 59.43 | |
Forfeited and cancelled | $ 59.43 | |
Outstanding as of June 30, 2024 | $ 59.43 |
Employee Benefits and Compens_6
Employee Benefits and Compensation Plans - Summary of Compensation Expense Recognized for Share-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | $ 22,984 | $ 44,536 | $ 44,932 | $ 72,691 |
Payroll and related | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | 5,077 | 4,876 | 9,691 | 9,333 |
Marketing, general and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | $ 17,907 | $ 39,660 | $ 35,241 | $ 63,358 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) $ in Thousands, € in Millions | 6 Months Ended | |||||
Aug. 27, 2019 item | Jun. 30, 2024 USD ($) item | Jun. 30, 2024 EUR (€) | Jun. 30, 2023 USD ($) | Jun. 30, 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 | $ | $ 742,360 | $ 826,221 | ||||
Advance ticket sales with credit card processor | $ | 3,500,000 | |||||
Reserves maintained credit card processor | $ | 43,900 | |||||
Number of lawsuits filed | 1 | |||||
Estimate of possible loss | $ | $ 112,900 | |||||
Credit Card Processors | Accounts Receivable | ||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||
Reserves maintained credit card processor | $ | 12,400 | |||||
Credit Card Processors | Other Long-Term Assets | ||||||
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 | ||||
Ships launching period in 2026 and 2029 | ||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||
Number of additional ships | 2 | 2 | ||||
Ships launching period in 2027 through 2031 | ||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||
Number of additional ships | 4 | 4 | ||||
Ships launching period in 2030 and 2031 | ||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||
Number of additional cruise ships, expected to be cancelled | 2 | 2 | ||||
Ship Construction Contracts | ||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||
Number of additional ships | 11 | 11 | ||||
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 | $ 11,800,000 | € 11,000 | ||||
Export credit facility financing as percentage of contract price | 80% | 80% | ||||
Ship Construction Contracts | Maximum | ||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||
Other commitments, cancellation penalty | € | € 51 | |||||
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 | ||||
Ship Construction Contracts | Ships launching period in 2026 and 2029 | ||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||
Number of additional ships | 2 | 2 | ||||
Capacity of ship, tons | 77,000 | 77,000 | ||||
Capacity of ship, berths | 850 | 850 | ||||
Ship Construction Contracts | Ships launching period in 2027 through 2031 | ||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||
Number of additional ships | 4 | 4 | ||||
Capacity of ship, tons | 86,000 | 86,000 | ||||
Capacity of ship, berths | 1,450 | 1,450 | ||||
Ship Construction Contracts | Ships launching period in 2030 and 2031 | ||||||
Commitments and Contingencies Disclosure [Line Items] | ||||||
Number of additional cruise ships, expected to be cancelled | 2 | 2 |
Commitments and Contingencies -
Commitments and Contingencies - Minimum Annual Payments for Non-Cancelable Ship Construction Contracts (Details) - Ship Construction Contracts $ in Thousands | Jun. 30, 2024 USD ($) |
Long-Term Purchase Commitment [Line Items] | |
Remainder of 2024 | $ 235,228 |
2025 | 2,026,241 |
2026 | 2,165,579 |
2027 | 2,190,155 |
2028 | 2,104,462 |
2029 | 825,383 |
Thereafter | 1,619,109 |
Total minimum annual payments | $ 11,166,157 |
Other Income (Expense), Net (De
Other Income (Expense), Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Other Income and Expenses [Abstract] | ||||
Other income (expense), net | $ 151,323 | $ (348,639) | $ 165,874 | $ (367,210) |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Supplemental Cash Flow Elements [Abstract] | ||
Non-cash investing activity in connection with property and equipment | $ 36.3 | $ 49.4 |
Subsequent event (Details)
Subsequent event (Details) € in Billions, $ in Billions | Jul. 31, 2024 EUR (€) item | Jul. 31, 2024 USD ($) item | Jun. 30, 2024 EUR (€) item | Jun. 30, 2024 USD ($) item |
Ships launching period in 2030 and 2031 | ||||
Subsequent Event [Line Items] | ||||
Number of additional cruise ships, expected to be cancelled | 2 | 2 | ||
Ship Construction Contracts | ||||
Subsequent Event [Line Items] | ||||
Number of additional cruise ships, expected to be cancelled | 2 | 2 | ||
Aggregate cost of all ships on order | € 11 | $ 11.8 | ||
Ship Construction Contracts | Ships launching period in 2030 and 2031 | ||||
Subsequent Event [Line Items] | ||||
Number of additional cruise ships, expected to be cancelled | 2 | 2 | ||
Subsequent Event | Ship Construction Contracts | ||||
Subsequent Event [Line Items] | ||||
Number of additional cruise ships, subject to approvals | 4 | 4 | ||
Aggregate cost of all ships on order | € 19.3 | $ 20.7 | ||
Subsequent Event | Ship Construction Contracts | Ships launching period in 2030 and 2031 | ||||
Subsequent Event [Line Items] | ||||
Number of additional cruise ships, expected to be cancelled | 2 | 2 |