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Published on 6/7/2006 in the Prospect News High Yield Daily.

New Issue: Royal Caribbean Cruises prices upsized $900 million split-rated two-part note issue

By Paul A. Harris

St. Louis, June 7 - Royal Caribbean Cruises Ltd. priced an upsized $900 million split-rated two-part note transaction on Wednesday, according to an informed source, who added that some high-yield accounts participated in the transaction.

The Miami-based global cruise vacation company priced a $350 million issue of 7¼% 10-year notes at a 227 basis point spread to Treasuries, tight to the Treasuries plus 230 basis points price talk.

The company also priced a $550 million tranche of 7% seven-year notes at a 210 basis point spread to Treasuries, again tight to price talk that had the seven-year notes coming 15 basis points inside of the 10-year notes.

Goldman, Sachs & Co., Barclays Capital, BNP Paribas, Morgan Stanley and Royal Bank of Scotland were joint bookrunners for the registered offering that was upsized from $700 million.

Proceeds will be used to fund the redemption of the company's approximately $544 million Liquid Yield Option Notes due 2021, which have a yield to maturity of 4 7/8%, and to repurchase 4.1 million shares of common stock in order to offset the dilutive impact of the anticipated issuance of shares upon the conversion of the company's outstanding zero-coupon convertible notes due 2021. The zeros have a yield to maturity of 4¾% and had an accreted principal amount outstanding of $129.1 million as of Monday.

Issuer:Royal Caribbean Cruises Ltd.
Amount:$900 million (increased from $700 million)
Security description:Senior notes
Bookrunners:Goldman, Sachs & Co., Barclays Capital, BNP Paribas, Morgan Stanley, Royal Bank of Scotland
Trade date:June 7
Settlement date:June 12
Ratings:Moody's: Ba1
Standard & Poor's: BBB-
Distribution:SEC registered
10-year tranche
Amount:$350 million
Maturity:2016
Coupon:7¼%
Price:99.69
Spread:227 bps
Price talk:Treasuries plus 230 bps
Seven-year tranche
Amount:$550 million
Maturity:2013
Coupon:7%
Price:99.509
Spread:210 bps
Price talk:15 bps inside of the 10-year notes

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