Carnival Corporation & plc Announces Upsizing and Pricing of $2.0 Billion Senior Unsecured Notes due 2029, Funding Upcoming Debt Maturities

MIAMI, Oct. 19, 2021 /PRNewswire/ — Carnival Company & plc (NYSE/LSE: CCL NYSE: CUK) nowadays introduced that Carnival Corporation (the “Organization”) has priced the personal providing of $2. billion aggregate principal total of 6.000% senior unsecured notes thanks 2029 (the “Senior Unsecured Notes”). The combination principal volume of Senior Unsecured Notes to be issued was improved to $2. billion. The offering of the Senior Unsecured Notes is expected to near on November 2, 2021, issue to customary closing conditions.

The Senior Unsecured Notes will pay desire semi-on a yearly basis on Might 1 and November 1 of each calendar year, beginning on May 1, 2022, at a charge of 6.000% for every 12 months and are callable commencing November 1, 2024. The Senior Unsecured Notes will be unsecured and will mature on May possibly 1, 2029.

The Senior Unsecured Notes will be entirely and unconditionally guaranteed on an unsecured foundation, jointly and severally, by Carnival plc and particular of the Firm’s and Carnival plc’s subsidiaries that very own or operate our vessels and material mental assets and that assure specific of the Firm’s initially-priority secured indebtedness and next-precedence secured indebtedness.

The Company expects to use the internet proceeds from the offering of the Senior Unsecured Notes to make scheduled principal payments on personal debt all through 2022 and for common company needs, including, with no limitation, producing repayments of our indebtedness, the financing or refinancing of a part of the acquire cost, rental payments, charges and fees associated to selected of our present and long term house, plant and tools (which includes leased property and vessels) and their upkeep, fix, substitute and improvements, as perfectly as any other payments related to our vessels’ all set-for-sea costs, in every situation to the extent such amounts are not protected by the Firm’s present and foreseeable future export credit score services.

The Senior Unsecured Notes are currently being offered only to folks moderately thought to be skilled institutional consumers in reliance on Rule 144A below the Securities Act of 1933, as amended (the “Securities Act”), and outside the house the United States, only to non-U.S. buyers pursuant to Regulation S under the Securities Act.

The Senior Unsecured Notes will not be registered underneath the Securities Act or any point out securities legislation and may possibly not be presented or marketed in the United States absent registration or an relevant exemption from the registration needs of the Securities Act and applicable point out laws.

This push launch shall not represent an give to provide or a solicitation of an present to obtain the Senior Unsecured Notes or any other securities and shall not represent an offer, solicitation or sale in any jurisdiction in which this kind of offer, solicitation or sale would be illegal.

PJT Associates is serving as impartial economical advisor to Carnival Company & plc.

About Carnival Company & plc

Carnival Corporation & plc is one of the world’s biggest leisure travel corporations with a portfolio of 9 of the world’s leading cruise traces. With functions in North The us, Australia, Europe and Asia, its portfolio attributes Carnival Cruise Line, Princess Cruises, Holland America Line, Seabourn, P&O Cruises (Australia), Costa Cruises, AIDA Cruises, P&O Cruises (Uk) and Cunard.

Cautionary Note Relating to Components That May well Have an impact on Long term Final results

Carnival Company and Carnival plc and their respective subsidiaries are referred to collectively in this push release as “Carnival Corporation & plc,” “our,” “us” and “we.” Some of the statements, estimates or projections contained in this press release are “ahead-seeking statements” that entail dangers, uncertainties and assumptions with respect to us, which include some statements concerning the financing transactions explained herein, future effects, functions, outlooks, strategies, ambitions, reputation, cash flows, liquidity and other events which have not but occurred. These statements are intended to qualify for the harmless harbors from liability offered by Area 27A of the Securities Act and Segment 21E of the Securities Trade Act of 1934, as amended. All statements other than statements of historic specifics are statements that could be deemed ahead-wanting.  These statements are primarily based on present-day anticipations, estimates, forecasts and projections about our business and the market in which we run and the beliefs and assumptions of our administration. We have experimented with, any time probable, to recognize these statements by using terms like “will,” “may possibly,” “could,” “should,” “would,” “believe,” “depends,” “be expecting,” “objective,” “anticipate,” “forecast,” “venture,” “potential,” “intend,” “plan,” “estimate,” “goal,” “suggest,” “outlook” and equivalent expressions of future intent or the negative of these kinds of conditions.

Forward-looking statements contain these statements that relate to our outlook and fiscal posture together with, but not constrained to, statements with regards to:

• Pricing
• Scheduling ranges
• Occupancy
• Interest, tax and gasoline fees
• Currency exchange costs
• Estimates of ship depreciable life and residual values
• Goodwill, ship and trademark reasonable values
• Liquidity and credit rating ratings
• Modified earnings per share
• Return to guest cruise operations
• Influence of the COVID-19 coronavirus global pandemic on our fiscal problem and results of operations

Because forward-looking statements contain pitfalls and uncertainties, there are quite a few components that could lead to our real final results, general performance or achievements to vary materially from those people expressed or implied by our forward-hunting statements. This observe incorporates crucial cautionary statements of the identified factors that we contemplate could materially have an effect on the accuracy of our ahead-searching statements and adversely have an effect on our business, results of operations and economical situation. Additionally, numerous of these threats and uncertainties are now amplified by and will continue on to be amplified by, or in the future could be amplified by, the COVID-19 outbreak. It is not achievable to forecast or establish all these kinds of hazards. There may perhaps be additional challenges that we think about immaterial or which are unknown. 

These variables include things like, but are not minimal to, the following:

• COVID-19 has experienced, and is envisioned to carry on to have, a substantial impact on our monetary affliction and operations, which impacts our capacity to acquire acceptable financing to fund ensuing reductions in dollars from operations. The recent, and uncertain future, affect of the COVID-19 outbreak, together with its result on the skill or motivation of individuals to travel (including on cruises), is expected to go on to influence our success, operations, outlooks, programs, goals, track record, litigation, cash flows, liquidity, and stock price tag
• Earth gatherings impacting the capacity or need of persons to journey have and might go on to lead to a decrease in need for cruises
• Incidents about our ships, guests or the cruise family vacation sector as nicely as adverse climate situations and other normal disasters have in the earlier and may, in the foreseeable future, effect the fulfillment of our guests and crew and guide to reputational harm
• Changes in and non-compliance with legal guidelines and laws below which we operate, these types of as people relating to health, setting, protection and safety, info privateness and security, anti-corruption, financial sanctions, trade safety and tax have in the earlier and may, in the foreseeable future, direct to litigation, enforcement steps, fines, penalties, and reputational hurt
• Breaches in info security and lapses in information privacy as effectively as disruptions and other damages to our principal places of work, info technological know-how operations and program networks, which includes the new ransomware incidents, and failure to continue to keep tempo with developments in technology may perhaps adversely impact our business operations, the gratification of our company and crew and may well direct to reputational destruction
• Capability to recruit, develop and keep capable shipboard staff who live away from house for extended intervals of time may possibly adversely impact our business functions, visitor solutions and fulfillment
• Increases in gasoline charges, modifications in the forms of fuel consumed and availability of gas source might adversely effect our scheduled itineraries and expenditures
• Fluctuations in foreign forex trade premiums may possibly adversely affect our money effects
• Overcapacity and levels of competition in the cruise and land-centered holiday sector might direct to a drop in our cruise sales, pricing and desired destination solutions
• Inability to employ our shipbuilding plans and ship repairs, upkeep and refurbishments may well adversely affect our business functions and the fulfillment of our company and
• The danger factors provided in Carnival Corporation’s and Carnival plc’s Once-a-year Report on Kind 10-K filed with the SEC on January 26, 2021 and Carnival Corporation’s and Carnival plc’s Quarterly Studies on Kind 10-Q submitted with the SEC on April 7, 2021, June 28, 2021 and September 30, 2021.

The purchasing of the possibility elements set forth previously mentioned is not meant to reflect our sign of priority or probability.

Forward-hunting statements must not be relied upon as a prediction of real results. Subject to any continuing obligations underneath relevant law or any relevant inventory trade procedures, we expressly disclaim any obligation to disseminate, just after the day of this doc, any updates or revisions to any such ahead-seeking statements to reflect any transform in anticipations or occasions, circumstances or situations on which any these kinds of statements are dependent.

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Supply Carnival Corporation & plc

Roger Frizzell, Carnival Company, [email protected], (305) 406-7862 Mike Flanagan, LDWW, [email protected], (727) 452-4538