Norwegian Cruise Line Holdings Ltd 10-Q for FY2026 Q3

Norwegian Cruise Line Holdings Ltd. (NCLH)

10-Q 2026-10-29 For: 2026-09-30

Added on October 29, 2026

About this 10-Q

Norwegian Cruise Line Holdings Ltd filed this 10-Q on October 29, 2026, covering the quarter ended September 30, 2026 (FY2026 Q3).

NCLC generated $2.9 billion of revenue and $491.5 million of net income for the three months ended September 30, 2026, with diluted EPS of $1.07; its next 12 months booked position improved modestly but remained below its optimal range. AI summary

Headline figures

Quarter ended September 30, 2026, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $2.95B; up 0.3% from $2.94B a year earlier
Net income: $491.47M; up 17.2% from net income of $419.3M a year earlier
Diluted EPS: $1.07; up 24.4% from $0.86 a year earlier

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Bermuda		98-0691007
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

7665 Corporate Center Drive, Miami, Florida		33126
(Address of principal executive offices)		(zip code)

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


Large accelerated filer ⌧	Accelerated filer ☐
Non-accelerated filer ☐	Smaller reporting company ☐
Emerging growth company ☐


		Page
PART I. FINANCIAL INFORMATION

Item 1.	Financial Statements	3

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	26

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	42

Item 4.	Controls and Procedures	43

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	43

Item 1A.	Risk Factors	44

Item 5.	Other Information	45

Item 6.	Exhibits	46

SIGNATURES		48


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2026		2025		2026		2025
Revenue
Passenger ticket	$	1,945,639	$	2,049,959	$	5,217,798	$	5,177,628
Onboard and other		1,001,124		888,183		2,700,730		2,405,564
Total revenue		2,946,763		2,938,142		7,918,528		7,583,192
Cruise operating expense
Commissions, transportation and other		547,675		521,981		1,429,948		1,405,159
Onboard and other		236,180		222,002		579,494		548,544
Payroll and related		390,315		355,396		1,165,104		1,036,033
Fuel		195,733		175,913		584,043		508,304
Food		92,043		81,866		260,047		238,777
Other		205,722		197,701		613,721		578,827
Total cruise operating expense		1,667,668		1,554,859		4,632,357		4,315,644
Other operating expense
Marketing, general and administrative		367,118		383,002		1,246,003		1,167,432
Depreciation and amortization		287,703		250,832		819,624		725,889
Total other operating expense		654,821		633,834		2,065,627		1,893,321
Operating income		624,274		749,449		1,220,544		1,374,227
Non-operating income (expense)
Interest expense, net		(170,544)		(328,816)		(507,418)		(783,470)
Other income (expense), net		30,901		13,003		105,121		(167,927)
Total non-operating income (expense)		(139,643)		(315,813)		(402,297)		(951,397)
Net income before income taxes		484,631		433,636		818,247		422,830
Income tax benefit (expense)		6,834		(14,341)		437		(13,838)
Net income	$	491,465	$	419,295	$	818,684	$	408,992
Weighted-average shares outstanding
Basic		459,221,105		450,996,955		458,345,947		446,279,721
Diluted		460,423,326		495,727,378		463,719,391		505,317,442
Earnings per share
Basic	$	1.07	$	0.93	$	1.79	$	0.92
Diluted	$	1.07	$	0.86	$	1.77	$	0.87


	September 30,		December 31,
	2026		2025
Assets
Current assets:
Cash and cash equivalents	$	256,508	$	209,893
Accounts receivable, net		241,186		291,659
Inventories		187,700		138,181
Prepaid expenses and other assets		608,366		498,808
Total current assets		1,293,760		1,138,541
Property and equipment, net		20,364,242		19,068,807
Goodwill		135,764		135,764
Trade names		500,525		500,525
Other long-term assets		1,718,818		1,697,764
Total assets	$	24,013,109	$	22,541,401
Liabilities and shareholders’ equity
Current liabilities:
Current portion of long-term debt	$	1,134,959	$	875,899
Accounts payable		177,965		169,655
Accrued expenses and other liabilities		1,295,194		1,206,430
Advance ticket sales		3,141,976		3,200,593
Total current liabilities		5,750,094		5,452,577
Long-term debt		13,951,544		13,730,277
Other long-term liabilities		1,162,523		1,148,659
Total liabilities		20,864,161		20,331,513
Commitments and contingencies (Note 10)
Shareholders’ equity:
Ordinary shares, $0.001 par value; 980,000,000 shares authorized; 459,272,300 shares issued and outstanding at September 30, 2026 and 455,257,489 shares issued and outstanding at December 31, 2025		459		455
Additional paid-in capital		8,263,732		8,227,432
Accumulated other comprehensive income (loss)		(367,293)		(451,365)
Accumulated deficit		(4,747,950)		(5,566,634)
Total shareholders’ equity		3,148,948		2,209,888
Total liabilities and shareholders’ equity	$	24,013,109	$	22,541,401


	Three Months Ended September 30, 2026
					Accumulated
			Additional		Other				Total
	Ordinary		Paid-in		Comprehensive		Accumulated		Shareholders’
	Shares		Capital		Income (Loss)		Deficit		Equity
Balance, June 30, 2026	$	459	$	8,243,394	$	(431,572)	$	(5,239,415)	$	2,572,866
Share-based compensation		—		21,321		—		—		21,321
Net share settlement of restricted share units		—		(983)		—		—		(983)
Other comprehensive income, net		—		—		64,279		—		64,279
Net income		—		—		—		491,465		491,465
Balance, September 30, 2026	$	459	$	8,263,732	$	(367,293)	$	(4,747,950)	$	3,148,948

	Nine Months Ended September 30, 2026
					Accumulated
			Additional		Other				Total
	Ordinary		Paid-in		Comprehensive		Accumulated		Shareholders’
	Shares		Capital		Income (Loss)		Deficit		Equity
Balance, December 31, 2025	$	455	$	8,227,432	$	(451,365)	$	(5,566,634)	$	2,209,888
Share-based compensation		—		67,420		—		—		67,420
Issuance of shares under employee-related plans		4		(4)		—		—		—
Net share settlement of restricted share units		—		(31,105)		—		—		(31,105)
Other		—		(11)		—		—		(11)
Other comprehensive income, net		—		—		84,072		—		84,072
Net income		—		—		—		818,684		818,684
Balance, September 30, 2026	$	459	$	8,263,732	$	(367,293)	$	(4,747,950)	$	3,148,948


		Three Months Ended September 30, 2025
						Accumulated
				Additional		Other						Total
		Ordinary		Paid-in		Comprehensive			Accumulated			Shareholders’
		Shares		Capital		Income (Loss)			Deficit			Equity
Balance, June 30, 2025		$	447	$	8,008,295	$	(438,989)		$	(6,000,183)		$	1,569,570
Share-based compensation			—		18,418		—			—			18,418
Common share issuance proceeds, net			3		80,957		—			—			80,960
Common share issuance for NCLC exchangeable notes			5		95,988		—			—			95,993
Net share settlement of restricted share units			—		(19)		—			—			(19)
Other comprehensive income, net			—		—		8,866			—			8,866
Net income			—		—		—			419,295			419,295
Balance, September 30, 2025		$	455	$	8,203,639	$	(430,123)		$	(5,580,888)		$	2,193,083

		Nine Months Ended September 30, 2025
						Accumulated
				Additional		Other						Total
		Ordinary		Paid-in		Comprehensive			Accumulated			Shareholders’
		Shares		Capital		Income (Loss)			Deficit			Equity
Balance, December 31, 2024		$	440	$	7,921,918	$	(507,039)		$	(5,989,880)		$	1,425,439
Share-based compensation			—		64,598		—			—			64,598
Issuance of shares under employee-related plans			3		(3)		—			—			—
Common share issuance proceeds, net			7		144,949		—			—			144,956
Common share issuance for NCLC exchangeable notes			5		96,001		—			—			96,006
Net share settlement of restricted share units			—		(23,824)		—			—			(23,824)
Other comprehensive income, net			—		—		76,916			—			76,916
Net income			—		—		—			408,992			408,992
Balance, September 30, 2025		$	455	$	8,203,639	$	(430,123)		$	(5,580,888)		$	2,193,083


		Balance Sheet location		September 30, 2026		December 31, 2025
Operating leases
Right-of-use assets		Other long-term assets		$	1,128,432	$	1,089,709
Current operating lease liabilities		Accrued expenses and other liabilities			34,192		32,064
Non-current operating lease liabilities		Other long-term liabilities			906,131		897,899


	Nine Months Ended September 30, 2026
						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	$	(451,365)	$	(457,603)		$	6,238
Current period other comprehensive income before reclassifications		168,897		168,897			—
Amounts reclassified into earnings		(84,825)		(84,953)	(1)		128	(2)
Accumulated other comprehensive income (loss) at end of period	$	(367,293)	$	(373,659)	(3)	$	6,366


					Unamortized
		Principal			Deferred			Net Carrying			Fair Value
		Amount			Financing Fees			Amount			Amount			Leveling
2027 1.125% Exchangeable Notes (1)		$	192,037		$	(377)		$	191,660		$	188,106		Level 2
2027 2.5% Exchangeable Notes (1)			24,138			(52)			24,086			23,765		Level 2
2030 0.875% Exchangeable Notes			353,876			(2,349)			351,527			314,107		Level 2
2030 0.750% Exchangeable Notes			1,407,000			(21,416)			1,385,584			1,140,824		Level 2


Year		Amount
Remainder of 2026		$	238,600
2027			1,105,695
2028			1,346,141
2029			1,370,035
2030			4,134,290
2031			1,875,062
Thereafter			5,428,176
Total		$	15,497,999


				Assets						Liabilities
				September 30,			December 31,			September 30,			December 31,
		Balance Sheet Location		2026			2025			2026			2025
Derivative Contracts Designated as Hedging Instruments

Fuel contracts
		Prepaid expenses and other assets		$	111,333		$	—		$	—		$	—
		Other long-term assets			25,848			—			—			—
		Accrued expenses and other liabilities			—			116			—			16,302
		Other long-term liabilities			—			—			—			7,829
Foreign currency contracts
		Prepaid expenses and other assets			—			33,307			—			—
		Accrued expenses and other liabilities			—			—			73,496			2,434
Total derivatives designated as hedging instruments				$	137,181		$	33,423		$	73,496		$	26,565

Derivative Contracts Not Designated as Hedging Instruments

Fuel contracts
		Prepaid expenses and other assets		$	10,884		$	—		$	—		$	—
		Other long-term assets			1,285			—			—			—
		Accrued expenses and other liabilities			—			—			—			1,024
		Other long-term liabilities			—			—			—			114
Foreign currency contracts
		Accrued expenses and other liabilities			—			—			7,986			594
		Other long-term liabilities			—			—			119			—
Total derivatives not designated as hedging instruments				$	12,169		$	—		$	8,105		$	1,732
Total derivatives				$	149,350		$	33,423		$	81,601		$	28,297


					Gross						Gross
		Gross			Amounts			Total Net			Amounts
September 30, 2026		Amounts			Offset			Amounts			Not Offset			Net Amounts
Assets		$	149,350		$	—		$	149,350		$	(149,350)		$	—
Liabilities			81,601			—			81,601			(81,601)			—


					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
	September 30, 2026		September 30, 2025			September 30, 2026		September 30, 2025
Fuel contracts	$	152,759	$	10,681	Fuel	$	47,477	$	(4,575)
Fuel contracts		—		—	Other income (expense), net		5,378		(114)
Foreign currency contracts		(39,808)		(10,638)	Depreciation and amortization		(4,140)		(4,118)
Total gain (loss) recognized in other comprehensive income (loss)	$	112,951	$	43		$	48,715	$	(8,807)


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2026		2025		2026		2025
Coupon interest	$	4,103	$	6,806	$	12,251	$	27,611
Amortization of deferred financing fees		1,792		2,237		5,218		7,058
Total	$	5,895	$	9,043	$	17,469	$	34,669


Dividend yield		—%
Expected share price volatility		54.77%
Risk-free interest rate		3.96%
Expected term		3.77 years


		Number of		Weighted-			Number of		Weighted-			Number of		Weighted-
		Time-Based		Average Grant			Performance-		Average Grant			Market-		Average Grant
		Awards		Date Fair Value			Based Awards		Date Fair Value			Based Awards		Date Fair Value
Non-vested as of January 1, 2026		8,537,656		$	19.95		2,521,536		$	19.97		—		$	—
Granted		6,346,459			20.06		1,304,731	(1)		21.02		2,345,276	(1)		24.24
Vested		(4,719,880)			19.12		(579,244)			18.00		—			—
Forfeited or expired		(1,014,922)			20.38		(203,920)			17.21		—			—
Non-vested as of September 30, 2026		9,149,313			20.40		3,043,103			20.98		2,345,276			24.24


		Nine Months Ended September 30, 2026									Nine Months Ended September 30, 2025
					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		$	584,043		$	819,624		$	105,121		$	508,304		$	725,889	$	(167,927)

Amount of gain (loss) reclassified from accumulated other comprehensive income (loss) into income
Fuel contracts			86,178			—			—			(10,432)			—		—
Foreign currency contracts			—			(12,404)			—			—			(12,357)		—

Amount of loss reclassified from accumulated other comprehensive income (loss) into income as a result that a forecasted transaction is no longer probable of occurring
Fuel contracts			—			—			11,179			—			—		(1,135)


Year	Brand	Class	Ship Name	Gross Tons⁽¹⁾	Berths⁽¹⁾	Status
2026	Regent Seven Seas Cruises	Prestige Class 1	Seven Seas Prestige	~77,000	~822	Contract effective / financed⁽³⁾
2027	Norwegian Cruise Line	Next Gen "Methanol-Ready⁽²⁾"Prima Class 5	Norwegian Aura	~170,000	~3,880	Contract effective / financed⁽³⁾
2027	Oceania Cruises	Sonata Class 1	Oceania Sonata	~86,000	~1,390	Contract effective / financed⁽³⁾
2028	Norwegian Cruise Line	Next Gen "Methanol-Ready⁽²⁾"Prima Class 6	Norwegian Bella	~170,000	~3,920	Contract effective / financed⁽³⁾
2029	Oceania Cruises	Sonata Class 2	Oceania Arietta	~86,000	~1,390	Contract effective / financed⁽³⁾
2030	Norwegian Cruise Line	New Class 1	To come	~227,000	~5,000	Contract effective / financed⁽³⁾
2030	Regent Seven Seas Cruises	Prestige Class 2	To come	~77,000	~822	Contract effective / financed⁽³⁾
2032	Oceania Cruises	Sonata Class 3	To come	~86,000	~1,390	Contract effective, but not yet financed
2032	Norwegian Cruise Line	New Class 2	To come	~227,000	~5,000	Contract effective / financed⁽³⁾
2033	Regent Seven Seas Cruises	Prestige Class 3	To come	~77,000	~822	Contract effective, but not yet financed
2034	Norwegian Cruise Line	New Class 3	To come	~227,000	~5,000	Contract effective / financed⁽³⁾
2035	Oceania Cruises	Sonata Class 4	To come	~86,000	~1,390	Contract effective, but not yet financed
2036	Norwegian Cruise Line	New Class 4	To come	~227,000	~5,000	Contract effective / financed⁽³⁾
2036	Regent Seven Seas Cruises	Prestige Class 4	To come	~77,000	~822	Contract will be effective upon financing
2037	Oceania Cruises	Sonata Class 5	To come	~86,000	~1,390	Contract will be effective upon financing
2037	Norwegian Cruise Line	New Class 5	To come	~227,000	~5,000	Contract will be effective upon financing


		Remainder of
		2026			2027			2028			2029			2030			2031			Thereafter			Total
Long-term debt (1)		$	309,910		$	1,715,438		$	1,922,203		$	1,883,012		$	4,516,639		$	2,175,522		$	5,825,259		$	18,347,983
Ship construction contracts (2)			864,295			2,495,105			1,456,149			1,266,516			3,274,155			262,887			9,802,067			19,421,174
Total		$	1,174,205		$	4,210,543		$	3,378,352		$	3,149,528		$	7,790,794		$	2,438,409		$	15,627,326		$	37,769,157

3.1		Memorandum of Association of Norwegian Cruise Line Holdings Ltd. (incorporated herein by reference to Exhibit 3.1 to Amendment No. 5 to Norwegian Cruise Line Holdings Ltd.’s Registration Statement on Form S-1 filed on January 8, 2013 (File No. 333-175579)).

3.2		Memorandum of Increase of Share Capital of Norwegian Cruise Line Holdings Ltd. (incorporated herein by reference to Exhibit 3.1 to Norwegian Cruise Line Holdings Ltd.’s Form 8-K filed on May 21, 2021 (File No. 001-35784)).

3.3		Amended and Restated Bye-Laws of Norwegian Cruise Line Holdings Ltd., effective as of June 13, 2019 (incorporated herein by reference to Exhibit 3.2 to Norwegian Cruise Line Holdings Ltd.’s Form 8-K filed on June 14, 2019 (File No. 001-35784)).

4.1		Indenture, dated October 15, 2026, between NCL Corporation Ltd., as issuer, and U.S. Bank Trust Company, National Association, as trustee (including the form of Notes) (incorporated herein by reference to Exhibit 4.1 to Norwegian Cruise Line Holdings Ltd.’s Form 8-K filed on October 15, 2026 (File No. 001-35784)).

10.1		Third Amendment to the Seventh Amended and Restated Credit Agreement, dated October 15, 2026, by and among NCL Corporation Ltd., as borrower, the subsidiary guarantors party thereto, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, and the joint bookrunners and arrangers and co-documentation agents named therein (incorporated herein by reference to Exhibit 10.1 to Norwegian Cruise Line Holdings Ltd.’s Form 8-K filed on October 15, 2026 (File No. 001-35784)).#

10.2		Employment Agreement by and between NCL (Bahamas) Ltd. and Meghan Montana, entered into on October 27, 2026 (incorporated herein by reference to Exhibit 10.1 to Norwegian Cruise Line Holdings Ltd.’s Form 8-K filed on October 29, 2026 (File No. 001-35784)).†

10.3		Transition and Release Agreement by and between NCL (Bahamas) Ltd. and Mark A. Kempa, entered into on October 27, 2026 (incorporated herein by reference to Exhibit 10.2 to Norwegian Cruise Line Holdings Ltd.’s Form 8-K filed on October 29, 2026 (File No. 001-35784)).†

31.1*		Certification of the President and Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934.
31.2*		Certification of the Executive Vice President and Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934.
32.1**		Certifications of the President and Chief Executive Officer and the Executive Vice President and Chief Financial Officer pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934 and Section 1350 of Chapter 63 of Title 18 of the United States Code.


101*		The following unaudited consolidated financial statements from Norwegian Cruise Line Holdings Ltd.’s Quarterly Report on Form 10‑Q for the quarterly period ended September 30, 2026, formatted in Inline XBRL:

		(i) the Consolidated Statements of Operations for the three and nine months ended September 30, 2026 and 2025;

		(ii) the Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, 2026 and 2025;

		(iii) the Consolidated Balance Sheets as of September 30, 2026 and December 31, 2025;

		(iv) the Consolidated Statements of Cash Flows for the nine months ended September 30, 2026 and 2025;


		(v) the Consolidated Statements of Changes in Shareholders’ Equity for the three and nine months ended September 30, 2026 and 2025; and

		(vi) the Notes to the Consolidated Financial Statements.

104*		The cover page from Norwegian Cruise Line Holdings Ltd.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2026, formatted in Inline XBRL and included in the interactive data files submitted as Exhibit 101.


	NORWEGIAN CRUISE LINE HOLDINGS LTD.
	(Registrant)

	By:	/s/ JOHN W. CHIDSEY
	Name:	John W. Chidsey
	Title:	President and Chief Executive Officer
		(Principal Executive Officer)

	By:	/s/ MARK A. KEMPA
	Name:	Mark A. Kempa
	Title:	Executive Vice President and Chief Financial Officer
		(Principal Financial Officer)


Dated: October 29, 2026