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Debt | 9 Months Ended
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Sep. 30, 2025
Debt Disclosure [Abstract] |
Debt | Note 7. Debt Debt consists of the following (in millions):
|  | Weighted Average Rate (1) |  | Maturities Through |  | As of September 30, 2025 |  | As of December 31, 2024
Fixed rate debt: |  |  |  |  |  |  |  |
Unsecured senior notes |  | 5.59% |  | 2026 - 2033 |  | $ | 9,699 |  |  | $ | 9,699 |
Unsecured term loans |  | 3.32% |  | 2025 - 2042 |  | 8,331 |  |  | 7,687 |
Convertible notes |  | —% |  | 2025 |  | — |  |  | 322 |
Total fixed rate debt |  |  |  |  |  | 18,030 |  |  | 17,708 |
Variable rate debt: |  |  |  |  |  |  |  |
Unsecured revolving credit facilities (2) |  | —% |  | 2028 / 2030 |  | — |  |  | 340 |
USD unsecured term loans |  | 5.56% |  | 2025 - 2037 |  | 2,458 |  |  | 2,227 |
Euro unsecured term loan |  | 3.28% |  | 2025 - 2028 |  | 206 |  |  | 212 |
Total variable rate debt |  |  |  |  |  | 2,664 |  |  | 2,779 |
Finance lease liabilities |  |  |  |  |  | 149 |  |  | 117 |
Total debt (3) |  |  |  |  |  | 20,843 |  |  | 20,604 |
Less: unamortized debt issuance costs |  |  |  |  |  | (566) |  |  | (528) |
Total debt, net of unamortized debt issuance costs |  |  |  |  |  | 20,277 |  |  | 20,076 |
Less—current portion |  |  |  |  |  | (3,074) |  |  | (1,603) |
Long-term portion |  |  |  |  |  | $ | 17,203 |  |  | $ | 18,473 |
(1) Weighted average interest rates are based on outstanding loan balance as of September 30, 2025, and for variable rate debt include either EURIBOR or Term SOFR plus the applicable margin. (2) Advances under our unsecured revolving credit facilities accrue interest at Term SOFR plus an interest rate margin of 1.10%. Based on applicable Term SOFR rates, as of September 30, 2025, the interest rate under the unsecured credit facilities was 5.23%. We also pay a facility fee of 0.15% of the total commitments under such facility. (3) At September 30, 2025 and December 31, 2024, the weighted average interest rate for total debt was 4.65% and 5.03%, respectively. Unsecured revolving credit facilities In May 2025, we amended our two revolving credit facilities, bringing our aggregate revolving credit capacity to $6.4 billion, and extended the termination date of one of the revolving credit facilities from October 2026 to October 2030. The commitments are split evenly between the two facilities and are scheduled to mature in October 2028 and October 2030. As of September 30, 2025, our unsecured revolving credit facilities were undrawn. Convertible Notes due 2025 In March 2025, we completed a privately negotiated exchange with a limited number of holders of the 6.00% Convertible Senior Notes due 2025. The holders exchanged approximately $213 million in aggregate principal amount for approximately 3 million shares of common stock and $214 million in cash, including accrued interest. The convertible notes exchange resulted in an immaterial induced conversion expense. In August 2025, the remaining $106 million of our 6.00% Convertible Senior Notes matured. The notes and accrued interest were settled using a combination of $109 million in cash, and the issuance of approximately 1.8 million shares of common stock. Debt financing transaction In October 2025 we issued $1.5 billion of aggregate principal amount of 5.375% senior notes due in 2036. The Company used the net proceeds from the offering to finance the delivery of Celebrity Xcel at a lower cost compared to utilizing its existing committed export credit agency facility, with the remaining proceeds used to pay down other debt. Export credit facilities and agency guarantees In July 2025, we took delivery of Star of the Seas. To finance the delivery, we used a combination of cash and borrowed a total of $1.6 billion under the committed financing agreement, resulting in an unsecured term loan which is 95% guaranteed by Finnvera plc. The unsecured term loan amortizes semi-annually over 12 years and bears interest primarily at a fixed rate of 3.76% per annum. All of our unsecured ship financing term loans are guaranteed by the export credit agency in the respective country in which the ship is constructed. For the majority of the loans as of September 30, 2025, we pay to the applicable export credit agency, depending on the financing agreement, an upfront fee of 2.35% to 5.48% of the maximum loan amount in consideration for these guarantees. We amortize the fees through interest expense that are paid upfront over the life of the loan. We classify these fees within Amortization of debt issuance costs, discounts and premiums in our consolidated statements of cash flows. Prior to the loan being drawn, we present these fees within Other assets in our consolidated balance sheets. Once the loan is drawn, such fees are classified as a discount to the related loan, or contra-liability account, within Current portion of long-term debt or long-term debt. Debt covenants Our revolving credit facilities, the majority of our term loans, and certain of our credit card processing agreements, contain covenants that require us, among other things, to maintain a fixed charge coverage ratio, and limit our net debt-to-capital ratio. As of September 30, 2025, we were in compliance with our debt covenants and we estimate we will be in compliance for the next twelve months. Annual maturities The following is a schedule of annual maturities on our total debt, including finance leases, as of September 30, 2025 for each of the next five years (in millions):
Year | As of September 30, 2025 (1)
Remainder of 2025 | $ | 462 |
2026 | 3,076 |
2027 | 2,735 |
2028 | 3,218 |
2029 | 1,138 |
Thereafter | 10,214 |
| $ | 20,843 |
(1) Debt denominated in other currencies is calculated based on the applicable exchange rate at September 30, 2025.

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