Silversea Cruises Announces Successful Completion Of Consent Solicitation With Respect To Silversea Finance's 7.250% Senior Secured Notes Due 2025

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Feb 01, 2019, 18:00 ET

MIAMI, Feb. 1, 2019 /PRNewswire/ -- Silversea Cruises announced today that its subsidiary, Silversea Cruise Finance Ltd. ("Silversea Finance"), has received the consents necessary to effect the Amendment (as described below) to the indenture (the "Indenture") governing Silversea Finance's 7.250% Senior Secured Notes due 2025 (CUSIP Nos. 82845LAA8 (Rule 144A) and P9000L AA5 (Reg S)) (the "Notes").

The Amendment modifies the Indenture so that in the event that, and for as long as, (i) the Notes are given and maintain an investment grade rating from both Moody's Investors Service, Inc. and Standard & Poor's Ratings Group and (ii) Royal Caribbean Cruises Ltd. ("Royal Caribbean") beneficially owns, directly or indirectly, in excess of 50% of the outstanding shares of Silversea Cruises, certain covenants in the Indenture will be suspended which, upon satisfaction of such conditions, will more closely align the Indenture with the Royal Caribbean indenture.

Full details of the terms and conditions of the consent solicitation were included in the consent solicitation statement, dated January 28, 2019.

Silversea Finance received the consents of holders of at least a majority of the aggregate principal amount of the Notes on or prior to 5:00 p.m., New York City time, on February 1, 2019 (the "Expiration Date"). As a result, Silversea Finance and Citibank, N.A., London Branch, as trustee, have entered into the Second Supplemental Indenture, dated as of February 1, 2019, which effects the Amendment (the "Second Supplemental Indenture"). The Amendment will become operative upon payment of the Consent Fee (as described below).

Silversea Finance will make or cause to be made to each consenting holder of the Notes who validly delivered its consent prior to the Expiration Date a cash payment of $2.50 per $1,000 principal amount of Notes it has consented (the "Consent Fee"). The Consent Fee is expected to be paid on February 5, 2019.

Silversea Finance engaged BofA Merrill Lynch to act as solicitation agent and Global Bondholder Services Corporation to act as the information and tabulation agent in connection with the consent solicitation.

No Offer or Solicitation
This press release is for informational purposes only and is neither an offer to sell nor a solicitation of an offer to buy any Notes or any other securities. This press release is also not a solicitation of consents with respect to the Amendment or any securities.

Cautionary Statement Regarding Forward-Looking Statements
Certain statements in this release constitute forward-looking statements under the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements regarding the expected payment of the Consent Fee. Words such as "anticipate," "believe," "could," "driving," "estimate," "expect," "goal," "intend," "may," "plan," "project," "seek," "should," "will," "would," and similar expressions are intended to help identify forward-looking statements. Forward-looking statements reflect management's current expectations, are based on judgments, are inherently uncertain and are subject to risks, uncertainties and other factors, which could cause our actual results, performance or achievements to differ materially from the future results, performance or achievements expressed or implied in those forward-looking statements. Undue reliance should not be placed on the forward-looking statements in this release, which are based on information available to us on the date hereof. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

About Silversea
Silversea Cruises, in which Manfredi Lefebvre d'Ovidio serves as Executive Chairman, is recognized as an innovator in the ultra-luxury cruise line industry, offering guests large-ship amenities aboard its intimate, all-suite vessels: Silver Wind, Silver Shadow, Silver Whisper, Silver Spirit and Silver Muse – all designed to offer an atmosphere of conviviality and casual elegance. With the inclusion of the expedition ships Silver Explorer, Silver Galapagos, Silver Discoverer, and with Silver Cloud recently joining the Expedition fleet, Silversea's itineraries encompass all seven continents and feature worldwide luxury cruises to the Mediterranean, Caribbean, both Polar Regions and hundreds of fascinating destinations in between. Silversea is also looking forward to the launch of five new ultra-luxury ships.

SOURCE Silversea Cruises