Carnival Corporation & plc Announces Offering of Common Stock

MIAMI, March 31, 2020 /PRNewswire/ — Carnival Corporation & plc (NYSE/LSE: CCL NYSE: CUK), the world’s greatest leisure vacation company, these days declared that Carnival Corporation (the “Corporation”) has commenced an underwritten public offering of $one.twenty five billion of shares of typical inventory of the Corporation. The Corporation intends to grant the underwriters an choice to buy up to $187.5 million of further shares. The Corporation expects to use the internet proceeds from the offering for typical company purposes.

The Corporation also declared by individual push launch that it has commenced private offerings to eligible purchasers of $3 billion aggregate principal sum of to start with-priority senior secured notes owing 2023 and $one.seventy five billion aggregate principal sum of senior convertible notes owing 2023 (or up to $two.0125 billion aggregate principal sum if the initial purchasers physical exercise in entire their choice to buy further convertible notes). Almost nothing contained herein shall constitute an offer to provide or the solicitation of an offer to obtain the senior secured notes or the convertible notes. None of the closings of the offerings of shares of typical inventory, senior secured notes or convertible notes is conditioned upon the closing of any of the other offerings or vice versa.

BofA Securities, Goldman Sachs & Co. LLC and J.P. Morgan are performing as joint reserve-operating supervisors for the offering. A shelf registration assertion relating to these securities has been submitted with the U.S. Securities and Trade Fee (“SEC“) and has grow to be successful. The offering may perhaps be built only by usually means of a prospectus nutritional supplement and an accompanying foundation prospectus. A preliminary prospectus nutritional supplement and accompanying foundation prospectus relating to the offering will be submitted with the SEC and will be available on the SEC’s site at www.sec.gov. Copies of the preliminary prospectus nutritional supplement and accompanying foundation prospectus relating to the offering may perhaps be received from (one) BofA Securities, Inc., Attn: Prospectus Division, NC1-004-03-43, two hundred North University Road, third ground, Charlotte NC  28255-0001, electronic mail: [email protected], (two) Goldman Sachs & Co. LLC, Prospectus Division, two hundred West Road, New York, New York 10282, phone: one-866-471-2526, facsimile: 212-902-9316 or by emailing [email protected] mail.gs.com) and (3) J.P. Morgan Securities LLC, c/o Broadridge Fiscal Options, 1155 Extended Island Avenue, Edgewood, New York 11717, or through phone: one-866-803-9204.

This push launch does not constitute an offer to provide or a solicitation of an offer to obtain shares of typical inventory and shall not constitute an offer, solicitation or sale in any jurisdiction in which these an offer, solicitation or sale would be illegal prior to the registration and qualification beneath the securities rules of these point out or jurisdiction.

About Carnival Corporation & plc

Carnival Corporation & plc is the world’s greatest leisure vacation company with a portfolio of 9 of the world’s major cruise traces. With functions in North The united states, Australia, Europe and Asia, its portfolio features Carnival Cruise Line, Princess Cruises, Holland The united states Line, Seabourn, P&O Cruises (Australia), Costa Cruises, AIDA Cruises, P&O Cruises (Uk) and Cunard.

Cautionary Note Relating to Aspects That Could Have an impact on Long run Effects

Carnival Corporation and Carnival plc and their respective subsidiaries are referred to collectively in this push launch as “Carnival Corporation & plc,” “our,” “us” and “we.” Some of the statements, estimates or projections contained in this doc are “forward-wanting statements” that involve risks, uncertainties and assumptions with respect to us, which includes some statements relating to the financing transactions described herein, foreseeable future results, outlooks, strategies, aims and other occasions which have not however occurred. These statements are meant to qualify for the secure harbors from liability presented by Portion 27A of the Securities Act of 1933 and Portion 21E of the Securities Trade Act of 1934. All statements other than statements of historic specifics are statements that could be deemed forward-wanting. These statements are primarily based on existing expectations, estimates, forecasts and projections about our business and the sector in which we operate and the beliefs and assumptions of our management. We have tried using, each time achievable, to determine these statements by making use of terms like “will,” “may perhaps,” “could,” “should really,” “would,” “believe,” “relies upon,” “expect,” “objective,” “foresee,” “forecast,” “task,” “foreseeable future,” “intend,” “prepare,” “estimate,” “focus on,” “indicate,” “outlook,” and very similar expressions of foreseeable future intent or the unfavorable of these terms.

Forward-wanting statements contain those people statements that relate to our outlook and financial position which includes, but not restricted to, statements regarding:

– Net income yields

– Net cruise charges, excluding fuel for every available reduce berth day

– Booking levels

– Estimates of ship depreciable life and residual values

– Pricing and occupancy

– Goodwill, ship and trademark good values

– Fascination, tax and fuel fees

– Liquidity

– Forex trade charges

– Adjusted earnings for every share

Mainly because forward-wanting statements involve risks and uncertainties, there are several elements that could cause our real results, efficiency or achievements to vary materially from those people expressed or implied by our forward-wanting statements. This take note includes critical cautionary statements of the recognised elements that we take into consideration could materially have an impact on the accuracy of our forward-wanting statements and adversely have an impact on our business, results of functions and financial position. It is not achievable to predict or determine all these risks. There may perhaps be further risks that we take into consideration immaterial or which are unfamiliar. These elements contain, but are not restricted to, global financial marketplaces and typical economic disorders as perfectly as the next:

  • COVID-19 has experienced, and will keep on to have, a materially adverse affect on our financial ailment and functions, which impacts our ability to acquire suitable financing to fund any resulting shortfalls in dollars from functions.  The existing, and uncertain foreseeable future, affect of the COVID-19 outbreak, which includes its impact on the ability or drive of persons to vacation (which includes on cruises), will keep on to affect our results, functions, outlooks, strategies, aims, development, track record, dollars flows, liquidity, and inventory value
  • World occasions impacting the ability or drive of persons to vacation may perhaps guide to a drop in demand for cruises
  • Incidents relating to our ships, attendees or the cruise vacation sector as perfectly as adverse climate disorders and other all-natural disasters may perhaps affect the fulfillment of our attendees and crew and guide to reputational problems
  • Adjustments in and non-compliance with rules and polices beneath which we operate, these as those people relating to well being, natural environment, protection and stability, facts privateness and protection, anti-corruption, economic sanctions, trade protection and tax may perhaps guide to litigation, enforcement actions, fines, penalties, and reputational problems
  • Breaches in facts stability and lapses in facts privateness as perfectly as disruptions and other damages to our principal workplaces, info technologies functions and program networks and failure to hold rate with developments in technologies may perhaps adversely affect our business functions, the fulfillment of our attendees and crew and guide to reputational problems
  • Potential to recruit, create and keep certified shipboard personnel who live absent from dwelling for prolonged periods of time may perhaps adversely affect our business functions, visitor expert services and fulfillment
  • Raises in fuel prices, improvements in the varieties of fuel consumed and availability of fuel source may perhaps adversely affect our scheduled itineraries and charges
  • Fluctuations in international currency trade charges may perhaps adversely affect our financial results
  • Overcapacity and competitiveness in the cruise and land-primarily based vacation sector may perhaps guide to a drop in our cruise profits, pricing and spot options
  • Geographic regions in which we try to expand our business may perhaps be slow to create or ultimately not create how we expect
  • Lack of ability to implement our shipbuilding applications and ship repairs, maintenance and refurbishments may perhaps adversely affect our business functions and the fulfillment of our attendees

The buying of the possibility elements set forth over is not meant to reflect our sign of priority or chance.

Forward-wanting statements should really not be relied upon as a prediction of real results. Topic to any continuing obligations beneath relevant legislation or any pertinent inventory trade procedures, we expressly disclaim any obligation to disseminate, immediately after the date of this doc, any updates or revisions to any these forward-wanting statements to reflect any adjust in expectations or occasions, disorders or situations on which any these statements are primarily based.

SOURCE Carnival Corporation & plc

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Supply Carnival Corporation & plc

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