REG-Carnival PLC: Carnival Corporation & plc Announces Pricing of $1.0 Billion 5.750% Senior Unsecured Notes Offering for Refinancing and Interest Expense Reduction

CarnivalAnnouncement

19/02/2025 07:15

Carnival Corporation & plc Announces Pricing of $1.0 Billion 5.750% Senior
Unsecured Notes Offering for Refinancing and Interest Expense Reduction

Proceeds from the offering of senior unsecured notes to be used to redeem $1.0
billion 10.500% senior unsecured notes due 2030 

MIAMI, Feb. 18, 2025 Carnival Corporation & plc (NYSE/LSE: CCL; NYSE: CUK)
today announced that Carnival Corporation (the "Company") priced its private
offering (the "Notes Offering") of $1.0 billion aggregate principal amount of
5.750% senior unsecured notes due 2030 (the "Notes"). The Company expects to
use the net proceeds from the Notes Offering, together with cash on hand, to
redeem the Company's $1.0 billion 10.500% senior unsecured notes due 2030 (the
"2030 Unsecured Notes").

The Notes Offering and the redemption of the 2030 Unsecured Notes are a
continuation of the Company's strategy to reduce interest expense. The Company
expects to reduce net annual interest expense by approximately $45 million as
a result of the transaction. In addition, the indenture that will govern the
Notes will have investment grade-style covenants.

The Notes Offering is expected to close on February 28, 2025, subject to
customary closing conditions. The previously announced redemption of the 2030
Unsecured Notes is expected to occur on February 28, 2025, and is conditioned
on the closing of the Notes Offering.

The Notes will pay interest semi-annually on March 15 and September 15 of each
year, beginning on September 15, 2025, at a rate of 5.750% per year. The Notes
will be unsecured and will mature on March 15, 2030. The Notes will be fully
and unconditionally guaranteed on an unsecured basis, jointly and severally,
by Carnival plc and certain of the Company's and Carnival plc's subsidiaries
that also guarantee our first-priority secured indebtedness, certain of our
other unsecured notes and our convertible notes.

This press release does not constitute a notice of redemption with respect to
the 2030 Unsecured Notes.

The Notes are being offered only to persons reasonably believed to be
qualified institutional buyers in reliance on Rule 144A under the Securities
Act of 1933, as amended (the "Securities Act"), and outside the United States,
only to non-U.S. investors pursuant to Regulation S under the Securities Act.

The Notes will not be registered under the Securities Act or any state
securities laws and may not be offered or sold in the United States absent
registration or an applicable exemption from the registration requirements of
the Securities Act and applicable state laws.

This press release shall not constitute an offer to sell or the solicitation
of an offer to purchase the Notes or any other securities and shall not
constitute an offer, solicitation or sale in any state or jurisdiction in
which such offering, solicitation or sale would be unlawful.

About Carnival Corporation & plc

Carnival Corporation & plc is the largest global cruise company, and among the
largest leisure travel companies, with a portfolio of world-class cruise lines
- AIDA Cruises, Carnival Cruise Line, Costa Cruises, Cunard, Holland America
Line, P&O Cruises (Australia), P&O Cruises (UK), Princess Cruises, and
Seabourn.

Cautionary Note Concerning Forward-Looking Statements

Carnival Corporation and Carnival plc and their respective subsidiaries are
referred to collectively in this press release as "Carnival Corporation &
plc," "our," "us" and "we." Some of the statements, estimates or projections
contained in this press release are "forward-looking statements" that involve
risks, uncertainties and assumptions with respect to us, including some
statements concerning the financing transactions described herein, future
results, operations, outlooks, plans, goals, reputation, cash flows, liquidity
and other events which have not yet occurred. These statements are intended to
qualify for the safe harbors from liability provided by Section 27A of the
Securities Act and Section 21E of the Securities Exchange Act of 1934, as
amended. All statements other than statements of historical facts are
statements that could be deemed forward-looking. These statements are based on
current expectations, estimates, forecasts and projections about our business
and the industry in which we operate and the beliefs and assumptions of our
management. We have tried, whenever possible, to identify these statements by
using words like "will," "may," "could," "should," "would," "believe,"
"depends," "expect," "goal," "aspiration," "anticipate," "forecast,"
"project," "future," "intend," "plan," "estimate," "target," "indicate,"
"outlook," and similar expressions of future intent or the negative of such
terms.

Forward-looking statements include those statements that relate to our outlook
and financial position including, but not limited to, statements regarding:
* Interest, tax and fuel expenses
* Liquidity and credit ratings
* The transactions described herein
Because forward-looking statements involve risks and uncertainties, there are
many factors that could cause our actual results, performance or achievements
to differ materially from those expressed or implied by our forward-looking
statements. This note contains important cautionary statements of the known
factors that we consider could materially affect the accuracy of our
forward-looking statements and adversely affect our business, results of
operations and financial position. These factors include, but are not limited
to, the following: 
* Events and conditions around the world, including geopolitical uncertainty,
war and other military actions, pandemics, inflation, higher fuel prices,
higher interest rates and other general concerns impacting the ability or
desire of people to travel could lead to a decline in demand for cruises as
well as have significant negative impacts on our financial condition and
operations.
* Incidents concerning our ships, guests or the cruise industry may negatively
impact the satisfaction of our guests and crew and lead to reputational
damage.
* Changes in and non-compliance with laws and regulations under which we
operate, such as those relating to health, environment, safety and security,
data privacy and protection, anti-money laundering, anti-corruption, economic
sanctions, trade protection, labor and employment, and tax may be costly and
lead to litigation, enforcement actions, fines, penalties and reputational
damage.
* Factors associated with climate change, including evolving and increasing
regulations, increasing global concern about climate change and the shift in
climate conscious consumerism and stakeholder scrutiny, and increasing
frequency and/or severity of adverse weather conditions could have a material
impact on our business.
* Inability to meet or achieve our targets, goals, aspirations, initiatives,
and our public statements and disclosures regarding them, including those
related to sustainability matters, may expose us to risks that may adversely
impact our business.
* Cybersecurity incidents and data privacy breaches, as well as disruptions
and other damages to our principal offices, information technology operations
and system networks and failure to keep pace with developments in technology
have adversely impacted and may in the future materially adversely impact our
business operations, the satisfaction of our guests and crew and may lead to
fines, penalties and reputational damage.
* The loss of key team members, our inability to recruit or retain qualified
shoreside and shipboard team members and increased labor costs could have an
adverse effect on our business and results of operations.
* Increases in fuel prices, changes in the types of fuel consumed and
availability of fuel supply may adversely impact our scheduled itineraries and
costs.
* We rely on suppliers who are integral to the operations of our businesses.
These suppliers and service providers may be unable to deliver on their
commitments, which could negatively impact our business.
* Fluctuations in foreign currency exchange rates may adversely impact our
financial results.
* Overcapacity and competition in the cruise and land-based vacation industry
may negatively impact our cruise sales, pricing and destination options.
* Inability to implement our shipbuilding programs and ship repairs,
maintenance and refurbishments may adversely impact our business operations
and the satisfaction of our guests.
* We require a significant amount of cash to service our debt and sustain our
operations. Our ability to generate cash depends on many factors, including
those beyond our control, and we may not be able to generate cash required to
service our debt and sustain our operations.
* Our substantial debt could adversely affect our financial health and
operating flexibility.
* The risk factors included in Carnival Corporation's and Carnival plc's
Annual Report on Form 10-K filed with the SEC on January 27, 2025.
The ordering of the risk factors set forth above is not intended to reflect
our indication of priority or likelihood. Additionally, many of these risks
and uncertainties are currently, and in the future may continue to be,
amplified by our substantial debt balance incurred during the pause of our
guest cruise operations. There may be additional risks that we consider
immaterial or which are unknown.

Forward-looking statements should not be relied upon as a prediction of actual
results. Subject to any continuing obligations under applicable law or any
relevant stock exchange rules, we expressly disclaim any obligation to
disseminate, after the date of this document, any updates or revisions to any
such forward-looking statements to reflect any change in expectations or
events, conditions or circumstances on which any such statements are based.

Forward-looking and other statements in this document may also address our
sustainability progress, plans, and goals (including climate change and
environmental-related matters). In addition, historical, current, and
forward-looking sustainability- and climate-related statements may be based on
standards and tools for measuring progress that are still developing, internal
controls and processes that continue to evolve, and assumptions and
predictions that are subject to change in the future and may not be generally
shared.

Carnival Corporation & plc Media Contact: Jody Venturoni, Carnival
Corporation, jventuroni@carnival.com, (469) 797-6380; Carnival Corporation &
plc Investor Relations Contact: Beth Roberts, Carnival Corporation,
eroberts@carnival.com, (305) 406-4832

SOURCE: Carnival Corporation & plc



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