8-KOther EventsExhibits & Filings

CARNIVAL CORP 8-K Report, Corporate Update (Jul 15, 2020)

Filed July 15, 2020For Securities:CCL

Summary

Carnival Corporation & plc (CCL) announced on July 15, 2020, the pricing of a significant private offering of senior secured notes. The offering included $775 million in 10.500% second-priority senior secured notes due 2026 and €425 million in 10.125% second-priority senior secured notes due 2026. The company intends to use the net proceeds from this offering for general corporate purposes and to cover related fees and expenses. This financing action comes at a critical time for the cruise industry, which was severely impacted by the COVID-19 pandemic. The notes are being offered to qualified institutional buyers and non-U.S. investors under specific exemptions from registration requirements. Investors should note the substantial interest rates on these notes, reflecting the perceived risk in the current environment, and the inherent uncertainties detailed in the cautionary statement, particularly concerning the ongoing impact of COVID-19 on travel demand and the company's operations.

Key Highlights

  • 1Priced a private offering of $775 million aggregate principal amount of 10.500% second-priority senior secured notes due 2026.
  • 2Priced a private offering of €425 million aggregate principal amount of 10.125% second-priority senior secured notes due 2026.
  • 3Proceeds are intended for general corporate purposes and related expenses.
  • 4Notes offered to Qualified Institutional Buyers (Rule 144A) and non-U.S. investors (Regulation S).
  • 5The offering highlights the company's efforts to secure funding amidst the significant operational challenges posed by the COVID-19 pandemic.
  • 6Includes a comprehensive cautionary note detailing numerous risks, with a strong emphasis on the ongoing and amplified impact of COVID-19.

Frequently Asked Questions

The primary purpose of this notes offering is to raise capital for Carnival Corporation's general corporate purposes and to cover fees and expenses associated with the offering. This is a crucial step for maintaining liquidity and operational flexibility during a challenging period for the cruise industry.

Carnival Corporation is offering $775 million in aggregate principal amount of 10.500% second-priority senior secured notes due 2026 and €425 million in aggregate principal amount of 10.125% second-priority senior secured notes due 2026. These are substantial interest rates, reflecting the market conditions and risks associated with the company at the time of issuance.

The notes are being offered only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act, and outside the United States, only to non-U.S. investors pursuant to Regulation S. This means the offering is not open to the general public.

The COVID-19 pandemic is a central theme. The filing acknowledges its significant and ongoing impact on the company's financial condition and operations, including its ability to obtain acceptable financing and potentially leading to a breach of debt covenants if normal operations cannot resume. The cautionary statement extensively details the amplified risks due to the pandemic.