8-KOther EventsExhibits & Filings

CARNIVAL CORP 8-K Report, Corporate Update (Feb 10, 2021)

Filed February 10, 2021For Securities:CCL

Summary

Carnival Corporation & plc announced on February 10, 2021, the successful pricing of a $3.5 billion offering of 5.75% Senior Unsecured Notes due 2027. This offering was made through private placements to qualified institutional buyers and non-U.S. investors. The company intends to use the net proceeds from these notes primarily to address scheduled principal payments on its existing debt due in 2021 and for general corporate purposes. These general purposes include financing or refinancing costs associated with its property, plant, and equipment, such as vessels, including repair, replacement, and improvements, as well as ready-for-sea costs, to the extent not covered by export credit facilities. The filing also includes a cautionary note highlighting the significant risks and uncertainties the company faces, particularly concerning the ongoing impact of the COVID-19 pandemic on its operations, liquidity, and ability to obtain financing.

Key Highlights

  • 1Carnival Corporation priced a $3.5 billion offering of 5.75% Senior Unsecured Notes due 2027.
  • 2The notes were offered via private placement to qualified institutional buyers and certain non-U.S. investors.
  • 3Proceeds will be used for scheduled debt principal payments in 2021 and general corporate purposes.
  • 4General corporate purposes include financing/refinancing of property, plant, and equipment (including vessels) and related costs.
  • 5The offering is aimed at bolstering liquidity and managing upcoming debt obligations.
  • 6The company acknowledges significant risks and uncertainties, heavily influenced by the COVID-19 pandemic.

Frequently Asked Questions

The primary purpose is to raise funds to meet scheduled principal payments on existing debt maturing in 2021 and to support general corporate purposes, including financing or refinancing costs related to its vessels and other assets.

The net proceeds will be used for scheduled principal payments on debt due in 2021 and for general corporate purposes. This includes financing or refinancing costs for property, plant, and equipment (including leased assets and vessels) such as repairs, replacements, improvements, and ready-for-sea costs, provided these are not covered by export credit facilities.

The company emphasizes the significant and ongoing impact of the COVID-19 pandemic on its financial condition, operations, liquidity, and ability to obtain financing. Other risks include travel demand decline due to world events, ship incidents, regulatory changes, data security breaches, personnel recruitment challenges, fuel price fluctuations, currency exchange rates, industry overcapacity, and challenges with shipbuilding and maintenance programs.

The notes were offered only to persons reasonably believed to be qualified institutional buyers in the U.S. (under Rule 144A) and to non-U.S. investors outside the United States (under Regulation S).