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Entry into a Material Definitive

Indenture and 4.625% Senior Notes due 2020

On November 10, 2015, NCL Corporation Ltd. (NCLC), a subsidiary of Norwegian Cruise Line Holdings Ltd. (Norwegian), issued $600.0 million aggregate principal amount of 4.625% senior unsecured notes due 2020 (the 4.625% Notes), which mature on November 15, 2020, pursuant to an indenture, dated as of November 10, 2015, between NCLC and U.S. Bank National Association, as trustee (the Indenture). NCLC used a portion of the net proceeds from the offering of the 4.625% Notes to redeem and discharge its $300.0 million aggregate principal amount of outstanding 5.00% Senior Notes due 2018

(the 5.00% Notes)

, and expects to use the remaining net proceeds for other general corporate purposes, which may include debt repayme nt and/or opportunistic repurchases of ordinary shares from time to time under Norwegians ongoing share repurchase program.

NCLC will pay interest on the 4.625% Notes at 4.625% per annum, semiannually on May 15 and November 15 of each year, commencing on May 15, 2016, to holders of record at the close of business on the immediately preceding May 1 and November 1, respectively.

NCLC may redeem the 4.625% Notes, in whole or part, at any time prior to November 15, 2017, at a price equal to 100% of the principal amount of the 4.625% Notes redeemed plus accrued and unpaid interest to, but not including, the redemption date and a make-whole premium. NCLC may redeem the 4.625% Notes, in whole or in part, on or after November 15, 2017, at the redemption prices set forth in the Indenture. At any time (which may be more...


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