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Fair Value Measurements and Derivative Instruments (Tables)
3 Months Ended
Mar. 31, 2019
Derivative Instruments  
Fair Value Measurements, Nonrecurring
The estimated fair value of our financial instruments that are not measured at fair value, categorized based upon the fair value hierarchy, are as follows (in thousands): 
 
 
Fair Value Measurements at March 31, 2019 Using
 
Fair Value Measurements at December 31, 2018 Using
Description
 
Total Carrying Amount
 
Total Fair Value
 
Level 1(1)
 
Level 2(2)
 
Level 3(3)
 
Total Carrying Amount
 
Total Fair Value
 
Level 1(1)
 
Level 2(2)
 
Level 3(3)
Assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents(4)
 
$
248,197

 
$
248,197

 
$
248,197

 
$

 
$

 
$
287,852

 
$
287,852

 
$
287,852

 
$

 
$

Total Assets
 
$
248,197

 
$
248,197

 
$
248,197

 
$

 
$

 
$
287,852

 
$
287,852

 
$
287,852

 
$

 
$

Liabilities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term debt (including current portion of debt)(5)
 
$
9,045,459

 
$
9,581,920

 
$

 
$
9,581,920

 
$

 
$
9,871,267

 
$
10,244,214

 
$

 
$
10,244,214

 
$

Total Liabilities
 
$
9,045,459

 
$
9,581,920

 
$

 
$
9,581,920

 
$

 
$
9,871,267

 
$
10,244,214

 
$

 
$
10,244,214

 
$

(1) Inputs based on quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access. Valuation of these items does not entail a significant amount of judgment.
(2) Inputs other than quoted prices included within Level 1 that are observable for the liability, either directly or indirectly. For unsecured revolving credit facilities and unsecured term loans, fair value is determined utilizing the income valuation approach. This valuation model takes into account the contract terms of our debt such as the debt maturity and the interest rate on the debt. The valuation model also takes into account the creditworthiness of the Company.
(3) Inputs that are unobservable. The Company did not use any Level 3 inputs as of March 31, 2019 and December 31, 2018.
(4) Consists of cash and marketable securities with original maturities of less than 90 days.
(5) Consists of unsecured revolving credit facilities, senior notes, senior debentures and term loans. These amounts do not include our capital lease obligations or commercial paper.
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis
Assets and liabilities that are recorded at fair value have been categorized based upon the fair value hierarchy. The following table presents information about the Company’s financial instruments recorded at fair value on a recurring basis (in thousands):
 
 
Fair Value Measurements at March 31, 2019 Using
 
Fair Value Measurements at December 31, 2018 Using
Description
 
Total
 
Level 1(1)
 
Level 2(2)
 
Level 3(3)
 
Total
 
Level 1(1)
 
Level 2(2)
 
Level 3(3)
Assets:
 
 

 
 

 
 

 
 

 
 

 
 

 
 

 
 

Derivative financial instruments(4)
 
$
119,082

 
$

 
$
119,082

 
$

 
$
65,297

 
$

 
$
65,297

 
$

Total Assets
 
$
119,082

 
$

 
$
119,082

 
$

 
$
65,297

 
$

 
$
65,297

 
$

Liabilities:
 
 

 
 

 
 

 
 

 
 

 
 

 
 

 
 

Derivative financial instruments(5)
 
$
210,426

 
$

 
$
210,426

 
$

 
$
201,812

 
$

 
$
201,812

 
$

Contingent consideration (6)
 
44,000

 

 

 
44,000

 
44,000

 

 

 
44,000

Total Liabilities
 
$
254,426

 
$

 
$
210,426

 
$
44,000

 
$
245,812

 
$

 
$
201,812

 
$
44,000

(1)
Inputs based on quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access. Valuation of these items does not entail a significant amount of judgment.
(2)
Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. For foreign currency forward contracts, interest rate swaps and fuel swaps, fair value is derived using valuation models that utilize the income valuation approach. These valuation models take into account the contract terms, such as maturity, as well as other inputs, such as foreign exchange rates and curves, fuel types, fuel curves and interest rate yield curves. Derivative instrument fair values take into account the creditworthiness of the counterparty and the Company.
(3)
Inputs that are unobservable. 
(4)
Consists of foreign currency forward contracts, interest rate swaps and fuel swaps. Refer to the “Fair Value of Derivative Instruments” table for breakdown by instrument type.
(5)
Consists of foreign currency forward contracts, interest rate swaps and fuel swaps. Refer to the “Fair Value of Derivative Instruments” table for breakdown by instrument type.
(6)
The contingent consideration related to the Silversea Cruises acquisition was estimated by applying a Monte-Carlo simulation method using our closing stock price along with significant inputs not observable in the market, including the probability of achieving the milestones and estimated future operating results. The Monte-Carlo simulation is a generally accepted statistical technique used to generate a defined number of valuation paths in order to develop a reasonable estimate of fair value. Refer to Note 3. Business Combination for further information on the Silversea Cruises acquisition.
Offsetting Assets
The following table presents information about the Company’s offsetting of financial assets under master netting agreements with derivative counterparties (in thousands):
 
 
Gross Amounts not Offset in the Consolidated Balance Sheet that are Subject to Master Netting Agreements
 
 
As of March 31, 2019
 
As of December 31, 2018
 
 
Gross Amount of Derivative Assets Presented in the Consolidated Balance Sheet
 
Gross Amount of Eligible Offsetting
Recognized
Derivative Liabilities
 
Cash Collateral
Received
 
Net Amount of
Derivative Assets
 
Gross Amount of Derivative Assets Presented in the Consolidated Balance Sheet
 
Gross Amount of Eligible Offsetting
Recognized
Derivative Assets
 
Cash Collateral
Received
 
Net Amount of
Derivative Assets
Derivatives subject to master netting agreements
 
$
119,082

 
$
(100,198
)
 
$

 
$
18,884

 
$
65,297

 
$
(60,303
)
 
$

 
$
4,994

Total
 
$
119,082

 
$
(100,198
)
 
$

 
$
18,884

 
$
65,297

 
$
(60,303
)
 
$

 
$
4,994

Offsetting Liabilities
The following table presents information about the Company’s offsetting of financial liabilities under master netting agreements with derivative counterparties (in thousands):
 
 
Gross Amounts not Offset in the Consolidated Balance Sheet that are Subject to Master Netting Agreements
 
 
As of March 31, 2019
 
As of December 31, 2018
 
 
Gross Amount of Derivative Liabilities Presented in the Consolidated Balance Sheet
 
Gross Amount of Eligible Offsetting
Recognized
Derivative Assets
 
Cash Collateral
Pledged
 
Net Amount of
Derivative Liabilities
 
Gross Amount of Derivative Liabilities Presented in the Consolidated Balance Sheet
 
Gross Amount of Eligible Offsetting
Recognized
Derivative Liabilities
 
Cash Collateral
Pledged
 
Net Amount of
Derivative Liabilities
Derivatives subject to master netting agreements
 
$
(210,426
)
 
$
100,198

 
$

 
$
(110,228
)
 
$
(201,812
)
 
$
60,303

 
$

 
$
(141,509
)
Total
 
$
(210,426
)
 
$
100,198

 
$

 
$
(110,228
)
 
$
(201,812
)
 
$
60,303

 
$

 
$
(141,509
)
Schedule of Price Risk Derivatives
As of March 31, 2019 and December 31, 2018, we had the following outstanding fuel swap agreements:
 
Fuel Swap Agreements
 
As of March 31, 2019
 
As of December 31, 2018
 
(metric tons)
2019
648,400

 
856,800

2020
830,500

 
830,500

2021
488,900

 
488,900

2022
322,900

 
322,900

2023

 

 
Fuel Swap Agreements
 
As of March 31, 2019
 
As of December 31, 2018
 
(% hedged)
Projected fuel purchases:
 

 
 

2019
58
%
 
58
%
2020
54
%
 
54
%
2021
29
%
 
28
%
2022
18
%
 
19
%
2023
%
 
%
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value
The fair value and line item caption of derivative instruments recorded within our consolidated balance sheets for the cumulative basis adjustment for fair value hedges were as follows (in thousands):
Line Item in the Statement of Financial Position Where the Hedged Item is Included
 
Carrying Amount of the Hedged Liabilities
 
Cumulative amount of Fair Value Hedging Adjustment Included in the Carrying Amount of the Hedged Liabilities
 
As of March 31, 2019
 
As of December 31, 2018
 
As of March 31, 2019
 
As of December 31, 2018
Current portion of debt and Long-term debt
 
$
734,266

 
$
725,486

 
$
(16,306
)
 
$
(24,766
)
 
 
$
734,266

 
$
725,486

 
$
(16,306
)
 
$
(24,766
)
The fair value and line item caption of derivative instruments recorded within our consolidated balance sheets were as follows (in thousands):
 
 
Fair Value of Derivative Instruments
 
 
Asset Derivatives
 
Liability Derivatives
 
 
Balance Sheet Location
 
As of March 31, 2019
 
As of December 31, 2018
 
Balance Sheet Location
 
As of March 31, 2019
 
As of December 31, 2018
 
 
 
Fair Value
 
Fair Value
 
 
Fair Value
 
Fair Value
Derivatives designated as hedging instruments under ASC 815-20(1)
 
 
 
 
 
 
 
 
 
 
 
 
Interest rate swaps
 
Other assets
 
$
6,010

 
$
23,518

 
Other long-term liabilities
 
$
43,351

 
$
40,467

Foreign currency forward contracts
 
Derivative financial instruments
 
6,605

 
4,044

 
Derivative financial instruments
 
80,989

 
39,665

Foreign currency forward contracts
 
Other assets
 
5,838

 
10,844

 
Other long-term liabilities
 
58,929

 
16,854

Fuel swaps
 
Derivative financial instruments
 
53,470

 
10,966

 
Derivative financial instruments
 
7,757

 
37,627

Fuel swaps
 
Other assets
 
46,783

 
9,204

 
Other long-term liabilities
 
19,123

 
65,182

Total derivatives designated as hedging instruments under 815-20
 
 
 
118,706

 
58,576

 
 
 
210,149

 
199,795

Derivatives not designated as hedging instruments under ASC 815-20
 
 
 
 
 
 
 
 
 
 
 
 
Foreign currency forward contracts
 
Derivative financial instruments
 
$

 
$
1,751

 
Derivative financial instruments
 
$

 
$
808

Foreign currency forward contracts
 
Other assets
 

 
1,579

 
Other long-term liabilities
 

 
833

Fuel swaps
 
Derivative financial instruments
 
376

 
2,804

 
Derivative financial instruments
 
277

 
376

Fuel swaps
 
Other Assets
 

 
587

 
Other long-term liabilities
 

 

Total derivatives not designated as hedging instruments under 815-20
 
 
 
376

 
6,721

 
 
 
277

 
2,017

Total derivatives
 
 
 
$
119,082

 
$
65,297

 
 
 
$
210,426

 
$
201,812

(1)
Accounting Standard Codification 815-20 “Derivatives and Hedging.
Derivative Instruments, Gain (Loss)
The location and amount of gain or (loss) recognized in income on fair value and cash flow hedging relationships were as follows (in thousands):
 
 
 
 
Quarter Ended March 31, 2019
 
Quarter Ended March 31, 2018
 
 
 
 
 
Fuel Expense
 
Depreciation and Amortization Expenses
 
Interest Income (Expense)
 
Other Income (Expense)
 
 
Fuel Expense
 
Depreciation and Amortization Expenses
 
Interest Income (Expense)
 
Other Income (Expense)
Total amounts of income and expense line items presented in the statement of financial performance in which the effects of fair value or cash flow hedges are recorded
 
$160,171
 
$292,285
 
$(90,631)
 
$(5,088)
 
 
$160,341
 
$240,230
 
$(60,145)
 
$(24,100)
The effects of fair value and cash flow hedging:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gain or (loss) on fair value hedging relationships in Subtopic 815-20
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest contracts
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Hedged items
 
n/a
 
n/a
 
$(8,459)
 
$—
 
 
n/a
 
n/a
 
13,182
 
$—
 
 
 
Derivatives designated as hedging instruments
 
n/a
 
n/a
 
$(2,257)
 
$—
 
 
n/a
 
n/a
 
$(12,570)
 
$—
 
Gain or (loss) on cash flow hedging relationships in Subtopic 815-20
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest contracts
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amount of gain or (loss) reclassified from accumulated other comprehensive income (loss) into income
 
n/a
 
n/a
 
$(391)
 
n/a
 
 
n/a
 
n/a
 
$(6,838)
 
n/a
 
 
Commodity contracts
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amount of gain or (loss) reclassified from accumulated other comprehensive income (loss) into income
 
$18,018
 
n/a
 
n/a
 
$(256)
 
 
$(5,131)
 
n/a
 
n/a
 
$325
 
 
Foreign exchange contracts
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amount of gain or (loss) reclassified from accumulated other comprehensive income (loss) into income
 
n/a
 
$(3,334)
 
n/a
 
$(1,315)
 
 
n/a
 
$(3,312)
 
n/a
 
$42

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fair Value and Line Item Caption of Non-derivative Instruments
The carrying value and line item caption of non-derivative instruments designated as hedging instruments recorded within our consolidated balance sheets were as follows (in thousands):
 
 
 
 
Carrying Value
Non-derivative instrument designated as
hedging instrument under ASC 815-20
 
Balance Sheet Location
 
As of March 31, 2019
 
As of December 31, 2018
Foreign currency debt
 
Current portion of debt
 
$
73,536

 
$
38,168

Foreign currency debt
 
Long-term debt
 
239,669

 
281,984

 
 
 
 
$
313,205

 
$
320,152

Non Derivative Instruments Qualifying and Designated as Hedging Instruments in Net Investment Hedges
The effect of non-derivative instruments qualifying and designated as net investment hedging instruments on the consolidated financial statements was as follows (in thousands):
 
 
Amount of Gain (Loss) Recognized in Other Comprehensive Income (Loss)
Non-derivative instruments under ASC 815-20 Net
Investment Hedging Relationships
 
Quarter Ended March 31, 2019
 
Quarter Ended March 31, 2018
Foreign Currency Debt
 
$
5,702

 
$
(8,244
)
 
 
$
5,702

 
$
(8,244
)
Not Designated as Hedging Instrument  
Derivative Instruments  
Derivative Instruments, Gain (Loss)
The effect of derivatives not designated as hedging instruments on the consolidated financial statements was as follows (in thousands):
 
 
 
 
Amount of Gain (Loss) Recognized in Income on Derivatives
Derivatives Not Designated as Hedging
Instruments under ASC 815-20
 
Location of
Gain (Loss) Recognized in
Income on Derivatives
 
Quarter Ended March 31, 2019
 
Quarter Ended March 31, 2018
Foreign currency forward contracts
 
Other income (expense)
 
$
5,014

 
$
5,635

Fuel swaps
 
Fuel
 
(136
)
 
(30
)
Fuel swaps
 
Other income (expense)
 
(98
)
 
2,205

 
 
 
 
$
4,780

 
$
7,810

Fair Value Hedging  
Derivative Instruments  
Schedule of Interest Rate Derivatives
At March 31, 2019 and December 31, 2018, we maintained interest rate swap agreements on the following fixed-rate debt instruments:
Debt Instrument
Swap Notional as of March 31, 2019 (In thousands)
Maturity
Debt Fixed Rate
Swap Floating Rate: LIBOR plus
All-in Swap Floating Rate as of March 31, 2019
Oasis of the Seas term loan
$
105,000

October 2021
5.41%
3.87%
6.63%
Unsecured senior notes
650,000

November 2022
5.25%
3.63%
6.32%
 
$
755,000

 
 
 
 
Derivative Instruments, Gain (Loss)
The effect of derivative instruments qualifying and designated as hedging instruments and the related hedged items in fair value hedges on the consolidated statements of comprehensive income (loss) was as follows (in thousands):
Derivatives and Related Hedged Items under ASC 815-20 Fair Value Hedging Relationships
 
Location of Gain (Loss) Recognized in Income on Derivative and Hedged Item
 
Amount of Gain (Loss)
Recognized in
Income on Derivative
 
Amount of Gain (Loss)
Recognized in
Income on Hedged Item
Quarter Ended March 31, 2019
 
Quarter Ended March 31, 2018
 
Quarter Ended March 31, 2019
 
Quarter Ended March 31, 2018
Interest rate swaps
 
Interest expense, net of interest capitalized
 
$
(2,257
)
 
$
(12,570
)
 
$
(8,459
)
 
$
13,182

Interest rate swaps
 
Other income (expense)
 
8,092

 

 

 

 
 
 
 
$
5,835

 
$
(12,570
)
 
$
(8,459
)
 
$
13,182

Cash flow hedge  
Derivative Instruments  
Schedule of Interest Rate Derivatives
At March 31, 2019 and December 31, 2018, we maintained interest rate swap agreements on the following floating-rate debt instruments:
Debt Instrument
Swap Notional as of March 31, 2019 (In thousands)
Maturity
Debt Floating Rate
All-in Swap Fixed Rate
Celebrity Reflection term loan
$
327,250

October 2024
LIBOR plus
0.40%
2.85%
Quantum of the Seas term loan
490,000

October 2026
LIBOR plus
1.30%
3.74%
Anthem of the Seas term loan
513,542

April 2027
LIBOR plus
1.30%
3.86%
Ovation of the Seas term loan 
657,083

April 2028
LIBOR plus
1.00%
3.16%
Harmony of the Seas term loan (1)
616,242

May 2028
EURIBOR plus
1.15%
2.26%
 
$
2,604,117

 
 
 
 

(1)
Interest rate swap agreements hedging the Euro-denominated term loan for Harmony of the Seas include EURIBOR zero-floor matching the hedged debt EURIBOR zero-floor. Amount presented is based on the exchange rate as of March 31, 2019.
Derivative Instruments, Gain (Loss)
The table below represents amounts excluded from the assessment of effectiveness for our net investment hedging instruments for which the difference between changes in fair value and periodic amortization is recorded in accumulated other comprehensive income (loss) (in thousands):
Gain (Loss) Recognized in Income (Net Investment Excluded Components)
 
Three Months Ended March 31, 2019
Net inception fair value at January 1, 2019
 
$
(8,359
)
Amount of gain recognized in income on derivatives for the period ended March 31, 2019
 
744

Amount of loss remaining to be amortized in accumulated other comprehensive loss, as of March 31, 2019
 
(656
)
Fair value at March 31, 2019
 
$
(8,271
)
The effect of derivative instruments qualifying and designated as cash flow hedging instruments on the consolidated financial statements was as follows (in thousands):
Derivatives
under ASC 815-20  Cash Flow Hedging Relationships
 
Amount of Gain (Loss) Recognized in
Accumulated Other
Comprehensive Income (Loss) on Derivative 

 
Location of
Gain (Loss)
Reclassified
from
Accumulated
Other Comprehensive
Loss into Income
 
Amount of Gain (Loss) Reclassified from
Accumulated Other Comprehensive Income (Loss) into Income 
Quarter Ended March 31, 2019
 
Quarter Ended March 31, 2018
 
 
Quarter Ended March 31, 2019
 
Quarter Ended March 31, 2018
Interest rate swaps
 
$
(28,329
)
 
$
37,191

 
Interest expense, net of interest capitalized
 
$
(391
)
 
$
(6,838
)
Foreign currency forward contracts
 
(90,144
)
 
95,366

 
Depreciation and amortization expenses
 
(3,334
)
 
(3,312
)
Foreign currency forward contracts
 

 

 
Other income (expense)
 
(1,315
)
 
42

Fuel swaps
 

 

 
Other income (expense)
 
(256
)
 
325

Fuel swaps
 
180,038

 
(4,941
)
 
Fuel
 
18,018

 
(5,131
)
 
 
$
61,565

 
$
127,616

 
 
 
$
12,722

 
$
(14,914
)