TIDMCCL 
 
Carnival Corporation & plc Announces Closing of $2.4 Billion 4.0% 
 First-Priority Senior Secured Notes Offering, Completing the Refinancing of a 
         Portion of its Existing 11.5% Notes and Extending Maturities 
 
MIAMI, July 26, 2021 -- Carnival Corporation & plc (NYSE/LSE: CCL; NYSE: CUK) 
today announced that Carnival Corporation (the "Issuer") has closed its private 
offering of $2,405.5 million aggregate principal amount of 4.000% 
First-Priority Senior Secured Notes due 2028 (the "New Notes"). The Issuer will 
be using the net proceeds from the offering of the New Notes to fund its 
previously announced tender offer to purchase up to $2,004,000,000 aggregate 
principal amount of 11.500% First Priority Senior Secured Notes due 2023 (the 
"2023 Notes"), the related consent solicitation, and the payment of accrued and 
unpaid interest on the 2023 Notes accepted for purchase and related fees and 
expenses. The offering completed the Issuer and Carnival plc's financing 
condition for the tender of its 2023 Notes and the New Notes' 4.000% interest 
rate will replace existing debt carrying an 11.500% coupon and generate $135 
million of interest savings annually. 
 
The New Notes were 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 New 
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 a solicitation of 
an offer to buy the New Notes or any other securities and shall not constitute 
an offer, solicitation or sale in any jurisdiction in which such an offer, 
solicitation or sale would be unlawful.  PJT Partners LP is serving as 
independent financial advisor to the Issuer and Carnival plc. 
 
Forward Looking Statements 
 
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 of 1933 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," 
"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                   .  Goodwill, ship and trademark fair values 
 
.  Booking levels            .  Liquidity and credit ratings 
 
.  Occupancy                 .  Adjusted earnings per share 
 
.  Interest, tax and fuel    .  Return to guest cruise operations 
expenses                     .  Impact of the COVID-19 coronavirus global 
.  Currency exchange rates   pandemic on our financial condition and results of 
.  Estimates of ship         operations 
depreciable lives and 
residual values 
 
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, with the 
    next testing date of November 30, 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; 
  * Inability to implement our shipbuilding programs and ship repairs, 
    maintenance and refurbishments may adversely impact our business operations 
    and the satisfaction of our guests; and 
  * the risk factors included in Carnival Corporation's and Carnival plc's 
    Annual Report on Form 10-K filed with the SEC on January 26, 2021 and 
    Carnival Corporation's and Carnival plc's Quarterly Reports on Form 10-Q 
    filed with the SEC on April 7, 2021 and June 28, 2021. 
 
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. 
 
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 sailing 
to all seven continents. 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. 
 
SOURCE Carnival Corporation & plc 
 
CONTACT: MEDIA CONTACT, Roger Frizzell, 001 305 406 7862; INVESTOR RELATIONS 
CONTACT, Beth Roberts, 001 305 406 4832 
 
 
 
END 
 
 

(END) Dow Jones Newswires

July 27, 2021 02:00 ET (06:00 GMT)

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