Summary
Carnival Corporation & plc announced on November 20, 2020, the pricing of a significant private offering of Senior Unsecured Notes. The offering includes $1,450 million in aggregate principal amount of 7.625% Senior Unsecured Notes due 2026 and €500 million in aggregate principal amount of 7.625% Senior Unsecured Notes due 2026. These proceeds are earmarked for general corporate purposes, with a specific focus on financing or refinancing costs related to the company's property, plant, and equipment, including vessels, and associated ready-for-sea costs, to the extent not covered by export credit facilities.
Key Highlights
- 1Carnival Corporation priced a private offering of $1.45 billion and €500 million in Senior Unsecured Notes due 2026.
- 2The notes carry a 7.625% interest rate.
- 3Proceeds are intended for general corporate purposes, including financing/refinancing of assets and vessel-related costs.
- 4The offering was conducted to qualified institutional buyers (Rule 144A) and non-U.S. investors (Regulation S).
- 5The company reiterates the significant impact of COVID-19 on its financial condition and operations.
- 6Carnival acknowledges potential non-compliance with debt covenants due to COVID-19, with waivers extending through November 30, 2021.
Frequently Asked Questions
The net proceeds from the offering are intended for general corporate purposes. This includes financing or refinancing a portion of the purchase price, rental payments, costs, and expenses related to certain current and future property, plant, and equipment (including leased assets and vessels), as well as payments for vessels' ready-for-sea costs, to the extent these are not covered by existing or future export credit facilities.
The Senior Notes were offered privately to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, or to non-U.S. investors in reliance on Regulation S under the Securities Act. They were not registered under the Securities Act and cannot be offered or sold in the United States without registration or an applicable exemption.
The company explicitly highlights the significant and ongoing impact of the COVID-19 pandemic on its financial condition, operations, and ability to secure financing. Other risks mentioned include potential non-compliance with debt covenants due to the pandemic, world events affecting travel demand, ship-related incidents, regulatory changes, data security breaches, personnel recruitment challenges, fuel price fluctuations, foreign currency exchange rate changes, industry overcapacity and competition, and issues with shipbuilding programs and ship maintenance.