EX-FILING FEES 8 tm247502d2_ex-filingfees.htm EX-FILING FEES

Exhibit 107

Calculation of Filing Fee Tables

Form S-3
(Form Type)

Royal Caribbean Cruises Ltd.

(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered and Carry Forward Securities

| Security Type | Security Class Title | Fee Calculation or Carry Forward Rule | Amount Registered | Proposed Maximum Offering Price Per Unit | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee | Carry Forward Form Type | Carry Forward File Number | Carry Forward Initial Effective Date | Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward
Newly Registered Securities
Fees to Be Paid | Equity | Common Stock, par value $0.01 per share | 457(r) | (1) (2) | (1) (2) | (1) (2) | (3) | (3) |  |  |  |
Fees to Be Paid | Equity | Preferred Stock, par value $0.01 per share | 457(r) | (1) (2) | (1) (2) | (1) (2) | (3) | (3) |  |  |  |
Fees to Be Paid | Debt | Debt Securities | 457(r) | (1) (2) | (1) (2) | (1) (2) | (3) | (3) |  |  |  |
Fees Previously Paid | N/A | N/A | N/A | N/A | N/A | N/A |  | N/A |  |  |  |
Carry Forward Securities
Carry Forward Securities | Equity | Common Stock, par value $0.01 per share | 415(a)(6) | 29,323,887 |  | $847,460,334 |  |  | S-3 | 333-253674 | March 1, 2021 | $97,118.95(4)
| Total Offering Amounts |  | $847,460,334 |  | N/A |  |  |  |
| Total Fees Previously Paid |  |  |  | N/A |  |  |  |
| Total Fee Offsets |  |  |  | N/A |  |  |  |
| Net Fee Due |  |  |  | N/A |  |  |  |

| (1) | Omitted pursuant to Form S-3 Instructions to the Calculation of Filing Fee Tables and Related Disclosure 2.A.iii.c.

| (2) | An indeterminate aggregate initial offering price, principal amount or number of the securities of each identified class is being registered as may from time to time be offered at indeterminate prices or upon conversion, exchange or exercise of other securities. Separate consideration may or may not be received for securities that are issuable on exercise, conversion or exchange of other securities.

| (3) | The Registrant is relying on Rule 456(b) and Rule 457(r) under the Securities Act of 1933 (the “Securities Act”) to defer payment of all registration fees. In connection with the securities offered hereby, the Registrant will “pay-as-you-go” in accordance with Rule 456(b). The Registrant will calculate the registration fee applicable to an offer of securities pursuant to this Registration Statement based on the fee payment rate in effect on the date of such fee payment.

| (4) | As discussed below, pursuant to Rule 415(a)(6) under the Securities Act, this Registration Statement includes 29,323,887 shares of common stock that were previously registered and remain unsold (the “Unsold Securities”). Accordingly, no registration fee is due.

Pursuant to Rule 415(a)(6), this Registration Statement includes 29,323,887 shares of Unsold Securities previously registered pursuant to the registration statement on Form S-3 (File No. 333-179854), which was automatically effective on March 1, 2012 (the “Initial Registration Statement”) and subsequently pursuant to the registration statement on Form S-3 (File No. 333-202262), which was automatically effective on February 24, 2015 (the “2015 Registration Statement”), the registration statement on Form S-3 (File No. 333-223241), which was automatically effective on February 26, 2018 (the “2018 Registration Statement”) and the registration statement on Form S-3 (File No. 333-253674), which was automatically effective on March 1, 2021 (the “Expiring Registration Statement”). The Initial Registration Statement registered 63,220,873 shares of common stock with a proposed maximum aggregate offering price of $1,827,083,230, in respect of which the Registrant paid an aggregate registration fee of $209,384 (the “Initial Filing Fee”). A total of 54,788,914 unsold shares of common stock were subsequently registered under the 2015 Registration Statement and the Initial Filing Fee in respect of such shares of unsold shares of common stock was carried forward to the 2015 Registration Statement. A total of 40,603,815 unsold shares of common stock were subsequently registered under the 2018 Registration Statement and the Initial Filing Fee in respect of such unsold shares of common stock was carried forward to the 2018 Registration Statement. A total of 33,290,892 unsold shares of common stock were subsequently registered under the Expiring Registration Statement and the Initial Filing Fee in respect of such unsold shares of common stock was carried forward to the Expiring Registration Statement. Pursuant to Rule 415(a)(6), $97,118.95 of the Initial Filing Fee is hereby applied to the 29,323,887 shares of Unsold Securities carried forward and registered hereunder and, as a result, no additional filing fee is due in respect of such Unsold Securities. In accordance with Rule 415(a)(6), the offering of securities registered under the Expiring Registration Statement will be terminated as of the time of filing of this Registration Statement.