Norwegian Cruise Line Holdings Ltd 8-K, filed May 10, 2022

Norwegian Cruise Line Holdings Ltd. (NCLH)

8-K 2022-05-10 For: 2022-05-10

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Added on April 07, 2026

About this 8-K

Norwegian Cruise Line Holdings Ltd filed this 8-K on May 10, 2022.

Items reported

Item 2.02: Financial results
Item 9.01: Financial statements and exhibits

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Bermuda	001-35784	98-0691007
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Ordinary shares, par value $0.001 per share	NCLH	The New York Stock Exchange

Exhibit Number		Description

99.1		Press release, dated May 10, 2022.
104		The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

	NORWEGIAN CRUISE LINE HOLDINGS LTD.


Date: May 10, 2022	By:	/s/ MARK A. KEMPA
		Mark A. Kempa
		Executive Vice President and Chief Financial Officer

	Second Quarter 2022	Full Year 2022
Fuel consumption in metric tons	220,000	895,000
Fuel price per metric ton, net of hedges	$830	$780
Effect on Adjusted EPS of a 10% change in fuel prices, net of hedges	$0.02	$0.06¹

		2022		2023
% of HFO Consumption Hedged¹		30%		15%
Average USGC Price / Barrel	$48.36		N/A
Average Brent Price / Barrel	$66.50		$64.72
% of MGO Consumption Hedged		51%		32%
Average Gasoil Price / Barrel	$70.00		$69.91
Total % of Consumption Hedged		41%		24%

Investor Relations & Media Contact
Jessica John
(305) 468-2339 InvestorRelations@nclcorp.com

NORWEGIAN CRUISE LINE HOLDINGS LTD.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except share and per share data)

				Three Months Ended
				March 31,
					2022			2021

Revenue
	Passenger ticket			$	342,455		$	166
	Onboard and other				179,485			2,934
		Total revenue			521,940			3,100
Cruise operating expense
	Commissions, transportation and other				87,958			9,033
	Onboard and other				32,550			1,259
	Payroll and related				240,727			82,138
	Fuel				135,509			42,603
	Food				39,516			6,308
	Other				199,153			59,514
		Total cruise operating expense			735,413			200,855
Other operating expense
	Marketing, general and administrative				296,207			203,195
	Depreciation and amortization				179,076			170,316
		Total other operating expense			475,283			373,511
			Operating loss		(688,756	)		(571,266	)
Non-operating income (expense)
	Interest expense, net				(327,685	)		(824,441	)
	Other income (expense), net				38,120			27,243
		Total non-operating income (expense)			(289,565	)		(797,198	)
Net loss before income taxes					(978,321	)		(1,368,464	)
Income tax expense					(4,393	)		(1,728	)
Net loss				$	(982,714	)	$	(1,370,192	)

Weighted-average shares outstanding
	Basic				417,734,591			329,377,207
	Diluted				417,734,591			329,377,207

Loss per share
	Basic			$	(2.35	)	$	(4.16	)
	Diluted			$	(2.35	)	$	(4.16	)


NORWEGIAN CRUISE LINE HOLDINGS LTD.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(Unaudited)
(in thousands)

			Three Months Ended
			March 31,
				2022			2021

	Net loss		$	(982,714	)	$	(1,370,192	)
	Other comprehensive income (loss):
	Shipboard Retirement Plan			2,476			98
	Cash flow hedges:
		Net unrealized gain (loss)		39,304			(73,037	)
		Amount realized and reclassified into earnings		(7,502	)		21,838
		Total other comprehensive income (loss)		34,278			(51,101	)
	Total comprehensive loss		$	(948,436	)	$	(1,421,293	)


	NORWEGIAN CRUISE LINE HOLDINGS LTD.
	CONSOLIDATED BALANCE SHEETS
(Unaudited)
	(in thousands, except share data)
		March 31,				December 31,
			2022				2021
	Assets
	Current assets:
	Cash and cash equivalents	$	2,136,840		$		1,506,647
	Short-term investments		—				240,000
	Accounts receivable, net		544,961				1,167,473
	Inventories		141,956				118,205
	Prepaid expenses and other assets		390,753				269,243
	Total current assets		3,214,510				3,301,568
	Property and equipment, net		13,532,399				13,528,806
	Goodwill		98,134				98,134
	Tradenames		500,525				500,525
	Other long-term assets		1,909,924				1,300,804
	Total assets	$	19,255,492			$	18,729,837
	Liabilities and shareholders' equity
	Current liabilities:
	Current portion of long-term debt	$	1,009,741			$	876,890
	Accounts payable		91,786				233,172
	Accrued expenses and other liabilities		1,097,828				1,059,034
	Advance ticket sales		1,977,325				1,561,336
	Total current liabilities		4,176,680				3,730,432
	Long-term debt		12,563,518				11,569,700
	Other long-term liabilities		1,007,692				997,055
	Total liabilities		17,747,890				16,297,187
	Commitments and contingencies
	Shareholders' equity:
	Ordinary shares, $0.001 par value; 980,000,000 shares authorized; 419,100,690 shares issued and
	outstanding at March 31, 2022 and 416,891,915 shares issued and outstanding at December 31, 2021		419				417
	Additional paid-in capital		7,537,111				7,513,725
	Accumulated other comprehensive income (loss)		(250,808	)			(285,086	)
	Accumulated deficit		(5,779,120	)			(4,796,406	)
	Total shareholders' equity		1,507,602				2,432,650
	Total liabilities and shareholders' equity	$	19,255,492			$	18,729,837


NORWEGIAN CRUISE LINE HOLDINGS LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)

				Three Months Ended
				March 31,
					2022			2021
Cash flows from operating activities
Net loss				$	(982,714	)	$	(1,370,192	)
Adjustments to reconcile net loss to net cash used in operating activities:
	Depreciation and amortization expense				195,464			183,808
	Gain on derivatives				(19,779	)		(18,687	)
	Loss on extinguishment of debt				188,433			621,894
	Provision for bad debts and inventory obsolescence				1,294			4,329
	Gain on involuntary conversion of assets				-			(418	)
	Share-based compensation expense				32,792			26,601
	Net foreign currency adjustments				(4,126	)		(5,141	)
Changes in operating assets and liabilities:
		Accounts receivable, net			618,853			(2,648	)
		Inventories			(24,141	)		(2,351	)
		Prepaid expenses and other assets			(632,610	)		(406,807	)
		Accounts payable			(136,767	)		6,626
		Accrued expenses and other liabilities			(25,587	)		35,341
		Advance ticket sales			417,877			75,634
			Net cash used in operating activities		(371,011	)		(852,011	)
Cash flows from investing activities
Additions to property and equipment, net					(165,284	)		(136,350	)
Purchases of short-term investments					-			(205,000	)
Proceeds from maturities of short-term investments					240,000			-
Cash paid on settlement of derivatives					-			(4,642	)
Other					4,940			2,726
			Net cash provided by (used in) investing activities		79,656			(343,266	)
Cash flows from financing activities
Repayments of long-term debt					(935,444	)		(870,396	)
Proceeds from long-term debt					2,073,175			1,161,672
Common share issuance proceeds, net					-			1,558,412
Proceeds from employee related plans					2,557			1,089
Net share settlement of restricted share units					(11,961	)		(16,043	)
Early redemption premium					(172,012	)		(611,164	)
Deferred financing fees					(34,767	)		(25,742	)
			Net cash provided by financing activities		921,548			1,197,828
			Net increase in cash and cash equivalents		630,193			2,551
Cash and cash equivalents at beginning of the period					1,506,647			3,300,482
Cash and cash equivalents at end of the period				$	2,136,840		$	3,303,033


NORWEGIAN CRUISE LINE HOLDINGS LTD.
NON-GAAP RECONCILING INFORMATION
(Unaudited)

	The following table sets forth selected statistical information:

					Three Months Ended
					March 31,
						2022			2021

	Passengers carried					191,150			—
	Passenger Cruise Days					1,429,446			—
	Capacity Days					2,978,353			—
	Occupancy Percentage					48.0%

	Gross margin and Adjusted Gross Margin were calculated as follows (in thousands):

		Three Months Ended
		March 31,
					2022
					Constant
			2022		Currency				2021

	Total revenue	$	521,940		$	522,774		$	3,100
	Less:
	Total cruise operating expense		735,413			737,768			200,855
	Ship depreciation		166,656			166,656			159,631
	Gross margin		(380,129	)		(381,650	)		(357,386	)
	Ship depreciation		166,656			166,656			159,631
	Payroll and related		240,727			240,721			82,138
	Fuel		135,509			135,509			42,603
	Food		39,516			39,622			6,308
	Other		199,153			201,179			59,514
	Adjusted Gross Margin	$	401,432		$	402,037		$	(7,192	)


NORWEGIAN CRUISE LINE HOLDINGS LTD.
	NON-GAAP RECONCILING INFORMATION
(Unaudited)
	Gross Cruise Cost, Net Cruise Cost, Net Cruise Cost Excluding Fuel and Adjusted Net Cruise Cost Excluding Fuel were calculated as follows (in thousands):



		Three Months Ended
		March 31,
						2022
					Constant
			2022		Currency				2021
	Total cruise operating expense	$	735,413		$	737,768		$	200,855
	Marketing, general and administrative expense		296,207			297,565			203,195
	Gross Cruise Cost		1,031,620			1,035,333			404,050
	Less:
	Commissions, transportation and other expense		87,958			88,186			9,033
	Onboard and other expense		32,550			32,550			1,259
	Net Cruise Cost		911,112			914,597			393,758
	Less: Fuel expense		135,509			135,509			42,603
	Net Cruise Cost Excluding Fuel		775,603			779,088			351,155
	Less Non-GAAP Adjustments:
	Non-cash deferred compensation (1)		699			699			905
	Non-cash share-based compensation (2)		32,792			32,792			26,601
	Adjusted Net Cruise Cost Excluding Fuel	$	742,112		$	745,597		$	323,649

	(1) Non-cash deferred compensation expenses related to the crew pension plan and other crew expenses, which are included in payroll and related expense.
	(2) Non-cash share-based compensation expense related to equity awards, which are included in marketing, general and administrative expense and payroll and related expense.