TIDMCCL 
 
Carnival Corporation & plc Announces Pricing of Offering of Common Stock 
 
MIAMI, Feb. 23, 2021 /PRNewswire/ -- Carnival Corporation & plc (NYSE/LSE: CCL; 
NYSE: CUK), today announced that Carnival Corporation (the "Corporation") has 
priced its previously announced underwritten public offering of 
40,450,619 shares of common stock of the Corporation at a public offering price 
of $25.10 per share. The offering is expected to close on February 24, 2021, 
subject to customary closing conditions. The Corporation expects to use the net 
proceeds from the offering for general corporate purposes. 
 
Goldman Sachs & Co LLC is acting as sole bookrunner and underwriter for the 
proposed public offering. 
 
A shelf registration statement relating to these shares of common stock has 
been filed with the U.S. Securities and Exchange Commission ("SEC") and has 
become effective. The common stock offering is being made only by means of a 
prospectus supplement and an accompanying base prospectus. A preliminary 
prospectus supplement and accompanying base prospectus relating to the common 
stock offering have been filed with the SEC and are available on the SEC's 
website at www.sec.gov. Copies of the preliminary prospectus supplement and 
accompanying base prospectus relating to the common stock offering may be 
obtained from Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 
West Street, New York, NY 10282, by telephone at 1 866 471 2526, or by email at 
prospectusny@ny.email.gs.com 
 
PJT Partners is serving as independent financial advisor to the Corporation and 
Carnival plc. 
 
This press release does not constitute an offer to sell or a solicitation of an 
offer to buy shares of common stock and shall not constitute an offer, 
solicitation or sale in any jurisdiction in which such an offer, solicitation 
or sale would be unlawful prior to the registration and qualification under the 
securities laws of such state or jurisdiction. 
 
About Carnival Corporation & plc 
 
Carnival Corporation & plc is one of the world's largest leisure travel 
companies with a portfolio of nine of the world's leading cruise lines. With 
operations in North America, Australia, Europe and Asia, its portfolio features 
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 Concerning Factors That May Affect Future Results 
 
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.  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," "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: 
 
 ·  Pricing          ·  Estimates of ship depreciable lives and residual values 
 
 ·  Booking levels   ·  Goodwill, ship and trademark fair values 
 
 ·  Occupancy        ·  Liquidity and credit ratings 
 
 ·  Interest, tax    ·  Adjusted earnings per share 
 and fuel expenses 
 
 ·  Currency         ·  Impact of the COVID-19 coronavirus global pandemic on 
 exchange rates      our financial condition and results of operations 
 
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.  Additionally, many of these risks and 
uncertainties are currently amplified by, and will continue to be amplified by, 
or in the future may be amplified by, the COVID-19 outbreak.  It is not 
possible to predict or identify all such risks.  There may be additional risks 
that we consider immaterial or which are unknown. 
 
These factors include, but are not limited to, the following: 
 
  * COVID-19 has had, and is expected to continue to have, a significant impact 
    on our financial condition and operations, which impacts our ability to 
    obtain acceptable financing to fund resulting reductions in cash from 
    operations.  The current, and uncertain future, impact of the COVID-19 
    outbreak, including its effect on the ability or desire of people to travel 
    (including on cruises), is expected to continue to impact our results, 
    operations, outlooks, plans, goals, reputation, litigation, cash flows, 
    liquidity, and stock price; 
 
  * As a result of the COVID-19 outbreak, we may be out of compliance with one 
    or more maintenance covenants in certain of our debt facilities, for which 
    we currently have amendments for the period through November 30, 2021 with 
    the next testing date of February 28, 2022; 
 
  * World events impacting the ability or desire of people to travel have and 
    may continue to lead to a decline in demand for cruises; 
 
  * Incidents concerning our ships, guests or the cruise vacation industry as 
    well as adverse weather conditions and other natural disasters have in the 
    past and may, in the future, 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-corruption, economic sanctions, 
    trade protection and tax have in the past and may, in the future, lead to 
    litigation, enforcement actions, fines, penalties, and reputational damage; 
 
  * Breaches in data security and lapses in data privacy as well as disruptions 
    and other damages to our principal offices, information technology 
    operations and system networks, including the recent ransomware incidents, 
    and failure to keep pace with developments in technology may adversely 
    impact our business operations, the satisfaction of our guests and crew and 
    may lead to reputational damage; 
 
  * Ability to recruit, develop and retain qualified shipboard personnel who 
    live away from home for extended periods of time may adversely impact our 
    business operations, guest services and satisfaction; 
 
  * Increases in fuel prices, changes in the types of fuel consumed and 
    availability of fuel supply may adversely impact our scheduled itineraries 
    and costs; 
 
  * Fluctuations in foreign currency exchange rates may adversely impact our 
    financial results; 
 
  * Overcapacity and competition in the cruise and land-based vacation industry 
    may lead to a decline in our cruise sales, pricing and destination options; 
    and 
 
  * Inability to implement our shipbuilding programs and ship repairs, 
    maintenance and refurbishments may adversely impact our business operations 
    and the satisfaction of our guests. 
 
The ordering of the risk factors set forth above is not intended to reflect our 
indication of priority or likelihood. 
 
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. 
 
CONTACT: Roger Frizzell, Carnival Corporation, rfrizzell@carnival.com, (305) 
406-7862; Mike Flanagan, LDWW, mike@ldwwgroup.com, (727) 452-4538 
 
 
 
END 
 
 

(END) Dow Jones Newswires

February 23, 2021 02:00 ET (07:00 GMT)