REG - Carnival PLC - 1st Quarter Results
28/03/2022 17:45
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RNS Number : 2993G Carnival PLC 28 March 2022
March 28, 2022
RELEASE OF CARNIVAL CORPORATION & PLC QUARTERLY REPORT ON FORM 10-Q FOR
THE FIRST QUARTER OF 2022
Carnival Corporation & plc announced its first quarter results of
operations in its earnings release issued on March 22, 2022. Carnival
Corporation & plc is hereby announcing that today it has filed its joint
Quarterly Report on Form 10-Q ("Form 10-Q") with the U.S. Securities and
Exchange Commission ("SEC") containing the Carnival Corporation & plc 2022
first quarter unaudited consolidated financial statements.
The information included in the Form 10-Q (Schedule A) has been prepared in
accordance with SEC rules and regulations. The Carnival Corporation & plc
unaudited consolidated financial statements contained in the Form 10-Q have
been prepared in accordance with generally accepted accounting principles in
the United States of America ("U.S. GAAP").
The Directors consider that within the Carnival Corporation and Carnival plc
dual listed company arrangement, the most appropriate presentation of Carnival
plc's results and financial position is by reference to the Carnival
Corporation & plc U.S. GAAP unaudited consolidated financial statements.
* Schedule A contains the Carnival Corporation & plc unaudited consolidated
financial statements as of and for the three months ended February 28, 2022,
management's discussion and analysis ("MD&A") of financial conditions and
results of operations, and information on Carnival Corporation and Carnival
plc's sales and purchases of their equity securities and use of proceeds from
such sales
MEDIA
CONTACT
INVESTOR RELATIONS CONTACT
Roger
Frizzell
Beth Roberts
001 305 406
7862
001 305 406 4832
The Form 10-Q, including the portions extracted for this announcement, is
available for viewing on the SEC website at www.sec.gov under Carnival
Corporation or Carnival plc or the Carnival Corporation & plc website at
www.carnivalcorp.com or www.carnivalplc.com. A copy of the Form 10-Q has been
submitted to the National Storage Mechanism and will shortly be available for
inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism. Additional
information can be obtained via Carnival Corporation & plc's website
listed above or by writing to Carnival plc at Carnival House, 100 Harbour
Parade, Southampton, SO15 1ST, United Kingdom.
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. With
operations in North America, Australia, Europe and Asia, its portfolio
features - Carnival Cruise Line, Princess Cruises, Holland America
Line, P&O Cruises (Australia), Seabourn, Costa Cruises, AIDA Cruises,
P&O Cruises (UK) and Cunard.
Additional information can be found on www.carnivalcorp.com,
www.carnivalsustainability.com, www.carnival.com, www.princess.com,
www.hollandamerica.com, www.pocruises.com.au, www.seabourn.com,
www.costacruise.com, www.aida.de, www.pocruises.com and www.cunard.com.
SCHEDULE A
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
CARNIVAL CORPORATION & PLC
CONSOLIDATED STATEMENTS OF INCOME (LOSS)
(UNAUDITED)
(in millions, except per share data)
Three Months Ended February 28,
2022 2021
Revenues
Passenger ticket $873 $3
Onboard and other 750 23
1,623 26
Operating Costs and Expenses
Commissions, transportation and other 251 15
Onboard and other 209 7
Payroll and related 506 218
Fuel 365 103
Food 136 11
Ship and other impairments 8 -
Other operating 557 181
2,030 535
Selling and administrative 530 462
Depreciation and amortization 554 552
3,114 1,549
Operating Income (Loss) (1,491) (1,524)
Nonoperating Income (Expense)
Interest income 3 3
Interest expense, net of capitalized interest (368) (398)
Gains (losses) on debt extinguishment, net - 2
Other income (expense), net (32) (62)
(397) (455)
Income (Loss) Before Income Taxes (1,888) (1,979)
Income Tax Benefit (Expense), Net (3) 6
Net Income (Loss) $(1,891) $(1,973)
Earnings Per Share
Basic $(1.66) $(1.80)
Diluted $(1.66) $(1.80)
The accompanying notes are an integral part of these consolidated financial
statements.
CARNIVAL CORPORATION & PLC
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(UNAUDITED)
(in millions)
Three Months Ended February 28,
2022 2021
Net Income (Loss) $(1,891) $(1,973)
Items Included in Other Comprehensive Income (Loss)
Change in foreign currency translation adjustment 13 199
Other 2 4
Other Comprehensive Income (Loss) 16 203
Total Comprehensive Income (Loss) $(1,876) $(1,770)
The accompanying notes are an integral part of these consolidated financial
statements.
CARNIVAL CORPORATION & PLC
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(in millions, except par values)
February 28, November 30, 2021
2022
ASSETS
Current Assets
Cash and cash equivalents $6,414 $8,939
Short-term investments 515 200
Trade and other receivables, net 267 246
Inventories 392 356
Prepaid expenses and other 470 392
Total current assets 8,057 10,133
Property and Equipment, Net 40,183 38,107
Operating Lease Right-of-Use Assets 1,278 1,333
Goodwill 579 579
Other Intangibles 1,181 1,181
Other Assets 2,002 2,011
$53,281 $53,344
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Short-term borrowings $2,741 $2,790
Current portion of long-term debt 2,272 1,927
Current portion of operating lease liabilities 139 142
Accounts payable 772 797
Accrued liabilities and other 1,627 1,641
Customer deposits 3,367 3,112
Total current liabilities 10,920 10,408
Long-Term Debt 29,887 28,509
Long-Term Operating Lease Liabilities 1,190 1,239
Other Long-Term Liabilities 973 1,043
Contingencies and Commitments
Shareholders' Equity
Common stock of Carnival Corporation, $0.01 par value; 1,960 shares 11 11
authorized; 1,120 shares at 2022 and 1,116 shares at 2021 issued
Ordinary shares of Carnival plc, $1.66 par value; 217 shares at 2022 and 2021 361 361
issued
Additional paid-in capital 15,360 15,292
Retained earnings 4,493 6,448
Accumulated other comprehensive income (loss) ("AOCI") (1,486) (1,501)
Treasury stock, 130 shares at 2022 and 2021 of Carnival Corporation and 68 (8,428) (8,466)
shares at 2022 and 67 shares at 2021 of Carnival plc, at cost
Total shareholders' equity 10,311 12,144
$53,281 $53,344
The accompanying notes are an integral part of these consolidated financial
statements.
CARNIVAL CORPORATION & PLC
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(in millions)
Three Months Ended February 28,
2022 2021
OPERATING ACTIVITIES
Net income (loss) $(1,891) $(1,973)
Adjustments to reconcile net income (loss) to net cash provided by (used in)
operating activities
Depreciation and amortization 554 552
Impairments 8 17
(Gain) loss on debt extinguishment - (2)
(Income) loss from equity-method investments 11 8
Share-based compensation 26 40
Amortization of discounts and debt issue costs 46 42
Noncash lease expense 34 36
Other, net 5 44
(1,207) (1,236)
Changes in operating assets and liabilities
Receivables (22) 6
Inventories (37) (1)
Prepaid expenses and other (44) (263)
Accounts payable (24) (128)
Accrued liabilities and other (65) 167
Customer deposits 187 (49)
Net cash provided by (used in) operating activities (1,212) (1,503)
INVESTING ACTIVITIES
Purchases of property and equipment (2,730) (1,774)
Proceeds from sales of ships and other 18 9
Purchase of short-term investments (315) (1,840)
Derivative settlements and other, net (6) 17
Net cash provided by (used in) investing activities (3,032) (3,589)
FINANCING ACTIVITIES
Proceeds from (repayments of) short-term borrowings, net (48) -
Principal repayments of long-term debt (503) (668)
Proceeds from issuance of long-term debt 2,347 4,980
Issuance of common stock, net 15 997
Issuance of common stock under the Stock Swap Program 27 -
Purchase of treasury stock under the Stock Swap Program (23) -
Debt issue costs and other, net (86) (93)
Net cash provided by (used in) financing activities 1,728 5,216
Effect of exchange rate changes on cash, cash equivalents and restricted cash (8) 14
Net increase (decrease) in cash, cash equivalents and restricted cash (2,524) 138
Cash, cash equivalents and restricted cash at beginning of period 8,976 9,692
Cash, cash equivalents and restricted cash at end of period $6,452 $9,829
The accompanying notes are an integral part of these consolidated financial
statements.
CARNIVAL CORPORATION & PLC
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
(UNAUDITED)
(in millions)
Common Ordinary Additional Retained AOCI Treasury Total shareholders' equity
stock shares paid-in earnings stock
capital
At November 30, 2020 $11 $361 $13,948 $16,075 $(1,436) $(8,404) $20,555
Net income (loss) - - - (1,973) - - (1,973)
Other comprehensive income (loss) - - - - 203 - 203
Issuance of common stock, net - - 996 - - - 997
Share-based compensation and other - - 32 - - - 32
At February 28, 2021 $11 $361 $14,977 $14,102 $(1,233) $(8,404) $19,813
At November 30, 2021 $11 $361 $15,292 $6,448 $(1,501) $(8,466) $12,144
Net income (loss) - - - (1,891) - - (1,891)
Other comprehensive income (loss) - - - - 16 - 16
Issuances of common stock, net - 15 15
Purchases and issuances under the Stock Swap program, net - - 27 - - (25) 2
Issuance of treasury shares for vested share-based awards - - - (63) 63 -
Share-based compensation and other - 26 - - 26
At February 28, 2022 $11 $361 $15,360 $4,493 $(1,486) $(8,428) $10,311
The accompanying notes are an integral part of these consolidated financial
statements.
CARNIVAL CORPORATION & PLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1 - General
The consolidated financial statements include the accounts of Carnival
Corporation and Carnival plc and their respective subsidiaries. Together with
their consolidated subsidiaries, they are referred to collectively in these
consolidated financial statements and elsewhere in this joint Quarterly Report
on Form 10-Q as "Carnival Corporation & plc," "our," "us" and "we."
Liquidity and Management's Plans
In the face of the global impact of COVID-19, we paused our guest cruise
operations in mid-March 2020. As of February 28, 2022, 71% of our capacity had
resumed guest cruise operations as part of our ongoing return to service. The
extent of the effects of COVID-19 on our business are uncertain and will
depend on future developments, including, but not limited to, the duration and
continued severity of COVID-19 and the length of time it takes to return the
company to profitability. The ongoing resumption of our guest cruise
operations and the increased uncertainty given the current invasion of
Ukraine, including its effect on the price of fuel, are collectively having a
material negative impact on our business, including our liquidity, financial
position and results of operations.
The estimation of our future liquidity requirements includes numerous
assumptions that are subject to various risks and uncertainties. The principal
assumptions used to estimate our future liquidity requirements consist of:
• Ongoing resumption of guest cruise operations, with each brand's
full fleet expected to be back in guest cruise operations for its respective
summer season where we historically generate the largest share of our
operating income
• Expected sustained increase in revenue per passenger cruise day
through a combination of both passenger ticket and onboard revenue as compared
to 2019
• Expected improvement in occupancy throughout 2022 until we
return to historical occupancy levels in 2023
• Expected continued spend to maintain enhanced health and safety
protocols and to support the ongoing resumption of guest cruise operations,
including completing the return of crew members to our ships
• Fuel prices
• Maintaining collateral and reserves at reasonable levels
In addition, we make certain assumptions about new ship deliveries,
improvements and removals, and consider the future export credit financings
that are associated with the new ship deliveries.
We cannot make assurances that our assumptions used to estimate our liquidity
requirements may not change because we have never previously experienced a
complete cessation and subsequent ongoing resumption of our guest cruise
operations, and as a consequence, our ability to be predictive is uncertain.
In addition, the magnitude and duration of the global pandemic and the current
invasion of Ukraine are uncertain. We have made reasonable estimates and
judgments of the impact of these events within our consolidated financial
statements and there may be changes to those estimates in future periods. We
have taken actions to improve our liquidity, including completing various
capital market transactions, capital expenditure and operating expense
reductions and accelerating the removal of certain ships from our fleet. In
addition, we expect to continue to pursue refinancing opportunities to reduce
interest expense and extend maturities and if appropriate, obtain relevant
financial covenant amendments.
Based on these actions and our assumptions regarding the impact of COVID-19,
considering our $7.2 billion of liquidity including cash, short-term
investments and borrowings available under our revolving facility at February
28, 2022, as well as our continued ongoing return to service, we have
concluded that we have sufficient liquidity to satisfy our obligations for at
least the next twelve months.
Basis of Presentation
The Consolidated Statements of Income (Loss), the Consolidated Statements of
Comprehensive Income (Loss), the Consolidated Statements of Cash Flows and the
Consolidated Statements of Shareholders' Equity for the three months ended
February 28, 2022 and 2021, and the Consolidated Balance Sheet at February 28,
2022 are unaudited and, in the opinion of our management, contain all
adjustments, consisting of only normal recurring adjustments, necessary for a
fair statement. Our interim consolidated financial statements should be read
in conjunction with the audited consolidated financial statements and the
related notes included in the Carnival Corporation & plc 2021 joint Annual
Report on Form 10-K ("Form 10-K") filed with the U.S. Securities and Exchange
Commission on January 27, 2022.
COVID-19 and the Use of Estimates and Risks and Uncertainty
The preparation of our interim consolidated financial statements in conformity
with accounting principles generally accepted in the United States of America
("U.S. GAAP") requires management to make estimates and assumptions that
affect the amounts reported and disclosed. The full extent to which the
effects of COVID-19 will directly or indirectly impact our business,
operations, results of operations and financial condition, including our
valuation of goodwill and trademarks, impairment of ships, collectability of
trade and notes receivables as well as provisions for pending litigation, will
depend on future developments that are highly uncertain. We have made
reasonable estimates and judgments of the impact of COVID-19 within our
financial statements and there may be changes to those estimates in future
periods.
Accounting Pronouncements
The Financial Accounting Standards Board issued guidance, Debt - Debt with
Conversion and Other Options and Derivative and Hedging - Contracts in
Entity's Own Equity, which simplifies the accounting for convertible
instruments. This guidance eliminates certain models that require separate
accounting for embedded conversion features, in certain cases. Additionally,
among other changes, the guidance eliminates certain of the conditions for
equity classification for contracts in an entity's own equity. The guidance
also requires entities to use the if-converted method for all convertible
instruments in the diluted earnings per share calculation and include the
effect of share settlement for instruments that may be settled in cash or
shares, except for certain liability-classified share-based payment awards.
This guidance is required to be adopted by us in the first quarter of 2023 and
must be applied using either a modified or full retrospective approach. We are
currently evaluating the impact this guidance will have on our consolidated
financial statements.
NOTE 2 - Revenue and Expense Recognition
Guest cruise deposits are initially included in customer deposit liabilities
when received. Customer deposits are subsequently recognized as cruise
revenues, together with revenues from onboard and other activities, and all
associated direct costs and expenses of a voyage are recognized as cruise
costs and expenses, upon completion of voyages with durations of ten nights or
less and on a pro rata basis for voyages in excess of ten nights. The impact
of recognizing these shorter duration cruise revenues and costs and expenses
on a completed voyage basis versus on a pro rata basis is not material.
Certain of our product offerings are bundled and we allocate the value of the
bundled services and goods between passenger ticket revenues and onboard and
other revenues based upon the estimated standalone selling prices of those
goods and services. Guest cancellation fees, when applicable, are recognized
in passenger ticket revenues at the time of cancellation.
Our sales to guests of air and other transportation to and from airports near
the home ports of our ships are included in passenger ticket revenues, and the
related costs of purchasing these services are included in transportation
costs. The proceeds that we collect from the sales of third-party shore
excursions are included in onboard and other revenues and the related costs
are included in onboard and other costs. The amounts collected on behalf of
our onboard concessionaires, net of the amounts remitted to them, are included
in onboard and other revenues as concession revenues. All of these amounts are
recognized on a completed voyage or pro rata basis as discussed above.
Passenger ticket revenues include fees, taxes and charges collected by us from
our guests. A portion of these fees, taxes and charges vary with guest head
counts and are directly imposed on a revenue-producing arrangement. This
portion of the fees, taxes and charges is expensed in commissions,
transportation and other costs when the corresponding revenues are recognized.
For the three months ended February 28, 2022 and 2021, fees, taxes, and
charges included in commissions, transportation and other costs were $68
million and $41 million. The remaining portion of fees, taxes and charges are
expensed in other operating expenses when the corresponding revenues are
recognized.
Revenues and expenses from our hotel and transportation operations, which are
included in our Tour and Other segment, are recognized at the time the
services are performed.
Customer Deposits
Our payment terms generally require an initial deposit to confirm a
reservation, with the balance due prior to the voyage. Cash received from
guests in advance of the cruise is recorded in customer deposits and in other
long-term liabilities on our Consolidated Balance Sheets. These amounts
include refundable deposits. We have provided flexibility to guests with
bookings on sailings cancelled due to itinerary disruptions by allowing guests
to rebook at a future date, receive enhanced future cruise credits ("FCC") or
elect to receive refunds in cash. Enhanced FCCs provide the guest with an
additional credit value above the original cash deposit received, and the
enhanced value is recognized as a discount applied to the future cruise in the
period used. We have paid refunds of customer deposits with respect to a
portion of cancelled cruises. The amount of any future cash refunds may depend
on future cruise cancellations and guest rebookings. We record a liability for
unexpired FCCs to the extent we have received and not refunded cash from
guests for cancelled bookings. We had total customer deposits of $3.7 billion
as of February 28, 2022 and $3.5 billion as of November 30, 2021. Refunds
payable to guests who have elected cash refunds are recorded in accounts
payable. During the three months ended February 28, 2022 and 2021, we
recognized revenues of $1.0 billion and an immaterial amount related to our
customer deposits as of November 30, 2021 and 2020. Historically, our customer
deposits balance changes due to the seasonal nature of cash collections, the
recognition of revenue, refunds of customer deposits and foreign currency
translation.
Contract Receivables
Although we generally require full payment from our customers prior to or
concurrently with their cruise, we grant credit terms to a relatively small
portion of our revenue source. We also have receivables from credit card
merchants for cruise ticket purchases and onboard revenue. These receivables
are included within trade and other receivables, net. We have agreements with
a number of credit card processors that transact customer deposits related to
our cruise vacations. Certain of these agreements allow the credit card
processors to request, under certain circumstances, that we provide a reserve
fund in cash. These reserve funds are included in other assets.
Contract Assets
Contract assets are amounts paid prior to the start of a voyage, which we
record as an asset within prepaid expenses and other and which are
subsequently recognized as commissions, transportation and other at the time
of revenue recognition or at the time of voyage cancellation. We had contract
assets of $70 million as of February 28, 2022 and $55 million as of November
30, 2021.
NOTE 3 - Debt
Short-Term Borrowings
As of February 28, 2022 and November 30, 2021, our short-term borrowings
consisted of $2.7 billion and $2.8 billion under our $1.7 billion,
€1.0 billion and £0.2 billion revolving credit facility (the "Revolving
Facility").
Export Credit Facility Borrowings
During the first quarter of 2022, we borrowed $2.3 billion under export
credit facilities due in semi-annual installments through 2034.
Covenant Compliance
As of February 28, 2022, our Revolving Facility, unsecured loans and export
credit facilities contain certain covenants, the most restrictive of which
require us to:
• Maintain minimum interest coverage (adjusted EBITDA to
consolidated net interest charges) at the end of each fiscal quarter from
February 28, 2023, at a ratio of not less than 2.0 to 1.0 for the February 28,
2023 and May 31, 2023 testing dates, 2.5 to 1.0 for the August 31, 2023 and
November 30, 2023 testing dates, and 3.0 to 1.0 for the February 29, 2024
testing date onwards, or through their respective maturity dates
• Maintain minimum shareholders' equity of $5.0 billion
• Limit our debt to capital (as defined) percentage from the
November 30, 2021 testing date until the May 31, 2023 testing date, to a
percentage not to exceed 75%, following which it will be tested at levels
which decline ratably to 65% from the May 31, 2024 testing date onwards
• Maintain minimum liquidity of $1.5 billion through November 30,
2026
• Adhere to certain restrictive covenants through November 30,
2024
• Limit the amounts of our secured assets as well as secured and
other indebtedness
At February 28, 2022, we were in compliance with the applicable covenants
under our debt agreements. Generally, if an event of default under any debt
agreement occurs, then, pursuant to cross default acceleration clauses,
substantially all of our outstanding debt and derivative contract payables
could become due, and all debt and derivative contracts could be terminated.
Any financial covenant amendment may lead to increased costs, increased
interest rates, additional restrictive covenants and other available
lender protections that would be applicable.
Carnival Corporation or Carnival plc and certain of our subsidiaries have
guaranteed substantially all of our indebtedness.
As of February 28, 2022, the scheduled maturities of our debt are as follows:
(in millions)
Year Principal Payments
2Q 2022 $182
3Q 2022 409
4Q 2022 982
2023 2,898
2024 (a) 4,825
2025 4,522
2026 4,598
Thereafter 17,304
Total $35,721
(a) Includes borrowings of $2.7 billion under our Revolving Facility.
Amounts outstanding under our Revolving Facility were drawn in 2020 for an
initial six-month term. We may continue to re-borrow or otherwise utilize
available amounts under the Revolving Facility through August 2024, subject to
satisfaction of the conditions in the facility. We had $0.3 billion available
for borrowing under our Revolving Facility as of February 28, 2022. The
Revolving Facility also includes an emissions linked margin adjustment
whereby, after the initial applicable margin is set per the margin pricing
grid, the margin may be adjusted based on performance in achieving certain
agreed annual carbon emissions goals. We are required to pay a commitment fee
on any unutilized portion.
NOTE 4 - Contingencies and Commitments
Litigation
We are routinely involved in legal proceedings, claims, disputes, regulatory
matters and governmental inspections or investigations arising in the ordinary
course of or incidental to our business, including those noted below.
Additionally, as a result of the impact of COVID-19, litigation claims,
enforcement actions, regulatory actions and investigations, including, but not
limited to, those arising from personal injury and loss of life, have been and
may, in the future, be asserted against us. We expect many of these claims and
actions, or any settlement of these claims and actions, to be covered by
insurance and historically the maximum amount of our liability, net of any
insurance recoverables, has been limited to our self-insurance retention
levels.
We record provisions in the consolidated financial statements for pending
litigation when we determine that an unfavorable outcome is probable and the
amount of the loss can be reasonably estimated.
Legal proceedings and government investigations are subject to inherent
uncertainties, and unfavorable rulings or other events could occur.
Unfavorable resolutions could involve substantial monetary damages. In
addition, in matters for which conduct remedies are sought, unfavorable
resolutions could include an injunction or other order prohibiting us from
selling one or more products at all or in particular ways, precluding
particular business practices or requiring other remedies. An unfavorable
outcome might result in a material adverse impact on our business, results of
operations, financial position or liquidity.
As previously disclosed, on May 2, 2019, two lawsuits were filed against
Carnival Corporation in the U.S. District Court for the Southern District of
Florida under Title III of the Cuban Liberty and Democratic Solidarity Act,
also known as the Helms-Burton Act, alleging that Carnival Corporation
"trafficked" in confiscated Cuban property when certain ships docked at
certain ports in Cuba, and that this alleged "trafficking" entitles the
plaintiffs to treble damages. In the matter filed by Havana Docks Corporation,
the hearings on motions for summary judgment were concluded on January 18,
2022. On March 21, 2022, the court granted summary judgment in favor of Havana
Docks Corporation as to liability. The amount of damages will be determined at
the trial currently scheduled for May 23, 2022. We are assessing our options,
including appealing this order. In the matter filed by Javier Bengochea, on
October 4, 2021, the U.S. Court of Appeals for the Eleventh Circuit Court
heard oral arguments and on December 20, 2021, the court issued an order
inviting an amicus brief from the U.S. government on several issues involved
in the appeal. We continue to believe we have a meritorious defense to these
actions and we believe that any final liability which may arise as a result of
these actions is unlikely to have a material impact on our consolidated
financial statements.
As previously disclosed, on April 8, 2020, DeCurtis LLC ("DeCurtis"), a former
vendor, filed an action against Carnival Corporation in the U.S. District
Court for the Middle District of Florida seeking declaratory relief that
DeCurtis is not infringing on several of Carnival Corporation's patents in
relation to its OCEAN Medallion systems and technology. The action also raises
certain monopolization claims under The Sherman Antitrust Act of 1890, unfair
competition and tortious interference, and seeks declaratory judgment that
certain Carnival Corporation patents are unenforceable. DeCurtis seeks
damages, including its fees and costs, and seeks declarations that it is not
infringing and/or that Carnival Corporation's patents are unenforceable. On
April 10, 2020, Carnival Corporation filed an action against DeCurtis in the
Southern District of Florida for breach of contract, trade secrets violations
and patent infringement. Carnival Corporation seeks damages, including its
fees and costs, as well as an order permanently enjoining DeCurtis from
engaging in such activities. These two cases have now been consolidated in the
Southern District of Florida. The parties' motions to dismiss in both actions
have been granted in part and denied in part. Answers have been filed by both
parties. We believe the ultimate outcome will not have a material impact on
our consolidated financial statements.
COVID-19 Actions
Private Actions
We have been named in a number of individual actions related to COVID-19.
Private parties have brought approximately 73 individual lawsuits as of
February 28, 2022 in several U.S. federal and state courts as well as in
France, Italy and Brazil. These actions include tort claims based on a variety
of theories, including negligence and failure to warn. The plaintiffs in these
actions allege a variety of injuries: some plaintiffs confined their claim to
emotional distress, while others allege injuries arising from testing positive
for COVID-19. A smaller number of actions include wrongful death claims. As of
February 28, 2022, 63 of these individual actions have now been dismissed or
settled and ten remain. These actions were settled for immaterial amounts.
Additionally, as of February 28, 2022, ten purported class actions have been
brought by former guests from Ruby Princess, Diamond Princess, Grand Princess,
Coral Princess, Costa Luminosa or Zaandam in several U.S. federal courts and
in the Federal Court of Australia. These actions include tort claims based on
a variety of theories, including negligence, gross negligence and failure to
warn, physical injuries and severe emotional distress associated with being
exposed to and/or contracting COVID-19 onboard. As of February 28, 2022, nine
of these class actions have either been settled individually or had their
class allegations dismissed by the courts and one remains. These actions were
settled for immaterial amounts.
All COVID-19 matters seek monetary damages and most seek additional punitive
damages in unspecified amounts.
As previously disclosed, on December 15, 2020, a consolidated class action
with lead plaintiffs, the New England Carpenters Pension and Guaranteed
Annuity Fund and the Massachusetts Laborers' Pension and Annuity Fund was
filed in the U.S. District Court for the Southern District of Florida,
alleging violations of Sections 10(b) and 20(a) of the U.S. Securities and
Exchange Act of 1934 by making misrepresentations and omissions related to
Carnival Corporation's COVID-19 knowledge and response. Plaintiffs seek to
recover unspecified damages and equitable relief for the alleged misstatements
and omissions. The plaintiffs filed a second amended complaint on July 2, 2021
and on August 6, 2021, we filed a motion to dismiss, which has now been fully
briefed.
We continue to take actions to defend against the above claims.
Governmental Inquiries and Investigations
Federal and non-U.S. governmental agencies and officials are investigating or
otherwise seeking information, testimony and/or documents, regarding COVID-19
incidents and related matters. We are investigating these matters internally
and are cooperating with all requests. The investigations could result in the
imposition of civil and criminal penalties in the future.
Other Regulatory or Governmental Inquiries and Investigations
We have been, and may continue to be, impacted by breaches in data security
and lapses in data privacy, which occur from time to time. These can vary in
scope and intent from inadvertent events to malicious motivated attacks.
We responded to a cybersecurity event in May 2019 related to our email
accounts, and detected ransomware attacks in August 2020 and December 2020
which resulted in unauthorized access to our information technology systems.
We engaged a major cybersecurity firm to investigate these matters and
notified relevant law enforcement and regulators of these incidents.
• For the May 2019 and August 2020 events, the investigation,
communication and reporting phases are complete. We determined that, for each
event, an unauthorized third-party gained access to certain email accounts,
which contained personal information relating to some guests, employees and
crew for some of our operations.
• For the December 2020 event, the investigation, communication
and reporting phases are complete. Regulators were notified, and several,
including the primary regulatory authority in the European Union, have closed
their files on this matter.
We have been contacted by various regulatory agencies regarding these and
other cyber incidents. The New York Department of Financial Services ("NY
DFS") has notified us of their intent to commence proceedings seeking
penalties if settlement cannot be reached in advance of litigation. To date,
we have not been able to reach an agreement with NY DFS. In addition, State
Attorneys General from a number of states have completed their investigation
of a data security event announced in March 2020, and the Company is currently
negotiating a settlement with the relevant State Attorneys General.
We continue to work with regulators regarding cyber incidents we have
experienced. We have incurred legal and other costs in connection with cyber
incidents that have impacted us. While at this time we do not believe that
these incidents will have a material adverse effect on our business,
operations or financial results, no assurances can be given about the future
and we may be subject to future litigation, attacks or incidents that could
have such a material adverse effect.
We are subject to a court-ordered environmental compliance plan supervised by
the U.S. District Court for the Southern District of Florida, which is
operative until mid-April 2022 and subjects our operations to additional
review and other obligations. Failure to comply with the requirements of this
environmental compliance plan or other special conditions of probation could
result in fines, which the court has imposed in the past, including during the
three months ended February 28, 2022 as reported in the Form 10-K, and
restrictions on our operations.
On March 14, 2022, the United States Department of Justice and the United
States Environmental Protection Agency notified Carnival Corporation & plc
of potential civil penalties and injunctive relief for alleged Clean Water Act
violations by owned and operated vessels covered by the 2013 Vessel General
Permit. Carnival Corporation & plc is working with these agencies to reach
a resolution of this matter. We do not expect this matter to have a material
effect on our financial results.
Other Contingent Obligations
Some of the debt contracts we enter into include indemnification provisions
obligating us to make payments to the counterparty if certain events occur.
These contingencies generally relate to changes in taxes or changes in laws
which increase the lender's costs. There are no stated or notional amounts
included in the indemnification clauses, and we are not able to estimate the
maximum potential amount of future payments, if any, under these
indemnification clauses.
We have agreements with a number of credit card processors that transact
customer deposits related to our cruise vacations. Certain of these agreements
allow the credit card processors to request, under certain circumstances, that
we provide a reserve fund in cash. Although the agreements vary, these
requirements may generally be satisfied either through a withheld percentage
of customer payments or providing cash funds directly to the credit card
processor. As of February 28, 2022 and November 30, 2021, we had $1.1 billion
in reserve funds related to our customer deposits withheld to satisfy these
requirements which are included within other assets. We continue to expect to
provide reserve funds under these agreements. Additionally, as of February 28,
2022 and November 30, 2021, we had $30 million of cash collateral in escrow
which is included within other assets.
Ship Commitments
As of February 28, 2022, we expect the timing of our new ship growth capital
commitments to be as follows:
(in millions)
Year
Remainder of 2022 $1,875
2023 2,562
2024 1,659
2025 984
2026 -
Thereafter -
$7,080
NOTE 5 - Fair Value Measurements, Derivative Instruments and Hedging
Activities and Financial Risks
Fair Value Measurements
Fair value is defined as the amount that would be received for selling an
asset or paid to transfer a liability in an orderly transaction between market
participants at the measurement date and is measured using inputs in one of
the following three categories:
• Level 1 measurements are based on unadjusted quoted prices in
active markets for identical assets or liabilities that we have the ability to
access. Valuation of these items does not entail a significant amount of
judgment.
• Level 2 measurements are based on quoted prices for similar
assets or liabilities in active markets, quoted prices for identical or
similar assets or liabilities in markets that are not active or market data
other than quoted prices that are observable for the assets or liabilities.
• Level 3 measurements are based on unobservable data that are
supported by little or no market activity and are significant to the fair
value of the assets or liabilities.
Considerable judgment may be required in interpreting market data used to
develop the estimates of fair value. Accordingly, certain estimates of fair
value presented herein are not necessarily indicative of the amounts that
could be realized in a current or future market exchange.
Financial Instruments that are not Measured at Fair Value on a Recurring
Basis
February 28, 2022 November 30, 2021
Carrying Fair Value Carrying Fair Value
Value Value
(in millions) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3
Liabilities
Fixed rate debt (a) $20,899 $- $19,845 $- $19,555 $- $19,013 $-
Floating rate debt (a) 14,822 - 13,562 - 14,415 - 13,451 -
Total $35,721 $- $33,407 $- $33,970 $- $32,463 $-
(a) The debt amounts above do not include the impact of
interest rate swaps or debt issuance costs. The fair values of our
publicly-traded notes were based on their unadjusted quoted market prices in
markets that are not sufficiently active to be Level 1 and, accordingly, are
considered Level 2. The fair values of our other debt were estimated based on
current market interest rates being applied to this debt.
Financial Instruments that are Measured at Fair Value on a Recurring Basis
February 28, 2022 November 30, 2021
(in millions) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3
Assets
Cash and cash equivalents $6,414 $- $- $8,939 $- $-
Short-term investments (a) 515 - - 200 - -
Derivative financial instruments - 5 - - 1 -
Total $6,929 $5 $- $9,139 $1 $-
Liabilities
Derivative financial instruments $- $18 $- $- $13 $-
Total $- $18 $- $- $13 $-
(a) Short term investments consist of marketable securities
with original maturities of between three and twelve months.
Nonfinancial Instruments that are Measured at Fair Value on a Nonrecurring
Basis
Valuation of Goodwill and Trademarks
The determination of the fair value of our reporting units' goodwill and
trademarks includes numerous estimates and underlying assumptions that are
subject to various risks and uncertainties.
Goodwill
(in millions) NAA EA Total
Segment (a) Segment (b)
November 30, 2021 $579 $- $579
Exchange movements - - -
February 28, 2022 $579 $- $579
(a) North America and Australia ("NAA")
(b) Europe and Asia ("EA")
Trademarks
(in millions) NAA EA Total
Segment Segment
November 30, 2021 $927 $248 $1,175
Exchange movements $- - -
February 28, 2022 $927 $248 $1,175
Impairment of Ships
We review our long-lived assets for impairment whenever events or
circumstances indicate potential impairment. As a result of the continued
effect of COVID-19 on our business, and our updated expectations of the
estimated selling values for certain of our ships, we determined that a ship
had a net carrying value that exceeded its estimated discounted future cash
flows. We compared the estimated selling value to the net carrying value and,
as a result, recognized ship impairment charges as summarized in the table
below. The principal assumption used in our cash flow analyses was the timing
of the sale and its proceeds, which is considered a Level 3 input. We believe
that we have made reasonable estimates and judgments as part of our
assessment. A change in the principal assumptions, which influences the
determination of fair value, may result in a need to perform additional
impairment reviews.
The impairment charges summarized in the table below are included in ship and
other impairments in our Consolidated Statements of Income (Loss).
(in millions) February 28, 2022
NAA Segment $8
EA Segment -
Total ship impairments $8
We did not recognize any ship impairment charges for the three months ended
February 28, 2021.
Refer to Note 1 - "General, COVID-19 and the Use of Estimates and Risks and
Uncertainty" for additional discussion.
Derivative Instruments and Hedging Activities
(in millions) Balance Sheet Location February 28, 2022 November 30, 2021
Derivative assets
Derivatives designated as hedging instruments
Cross currency swaps (a) Prepaid expenses and other $5 $1
Total derivative assets $5 $1
Derivative liabilities
Derivatives designated as hedging instruments
Cross currency swaps (a) Other long-term liabilities $14 $8
Interest rate swaps (b) Accrued liabilities and other 2 3
Other long-term liabilities 1 2
Total derivative liabilities $18 $13
(a) At February 28, 2022, we had cross currency swaps totaling
$598 million that are designated as hedges of our net investment in foreign
operations with euro-denominated functional currencies. At February 28, 2022,
these cross currency swaps settle through 2028.
(b) We have interest rate swaps designated as cash flow hedges
whereby we receive floating interest rate payments in exchange for making
fixed interest rate payments. These interest rate swap agreements effectively
changed $147 million at February 28, 2022 and $160 million at November 30,
2021 of EURIBOR-based floating rate euro debt to fixed rate euro debt. At
February 28, 2022, these interest rate swaps settle through 2025.
Our derivative contracts include rights of offset with our counterparties. We
have elected to net certain of our derivative assets and liabilities within
counterparties.
February 28, 2022
(in millions) Gross Amounts Gross Amounts Offset in the Balance Sheet Total Net Amounts Presented in the Balance Sheet Gross Amounts not Offset in the Balance Sheet Net Amounts
Assets $5 $- $5 $- $5
Liabilities $18 $- $18 $- $18
November 30, 2021
(in millions) Gross Amounts Gross Amounts Offset in the Balance Sheet Total Net Amounts Presented in the Balance Sheet Gross Amounts not Offset in the Balance Sheet Net Amounts
Assets $1 $- $1 $- $1
Liabilities $13 $- $13 $- $13
The effect of our derivatives qualifying and designated as hedging instruments
recognized in other comprehensive income (loss) and in net income (loss) was
as follows:
Three Months Ended February 28,
(in millions) 2022 2021
Gains (losses) recognized in AOCI:
Cross currency swaps - net investment hedges - included component $5 $-
Cross currency swaps - net investment hedges - excluded component $(8) $-
Interest rate swaps - cash flow hedges $3 $1
Gains (losses) reclassified from AOCI - cash flow hedges:
Interest rate swaps - Interest expense, net of capitalized interest $(1) $(1)
Foreign currency zero cost collars - Depreciation and amortization $1 $1
Gains (losses) recognized on derivative instruments (amount excluded from
effectiveness testing - net investment hedges)
Cross currency swaps - Interest expense, net of capitalized interest $1 $-
The amount of estimated cash flow hedges' unrealized gains and losses that are
expected to be reclassified to earnings in the next twelve months is not
material.
Financial Risks
Fuel Price Risks
We manage our exposure to fuel price risk by managing our consumption of
fuel. Substantially all of our exposure to market risk for changes in fuel
prices relates to the consumption of fuel on our ships. We manage fuel
consumption through ship maintenance practices, modifying our itineraries and
implementing innovative technologies.
Foreign Currency Exchange Rate Risks
Overall Strategy
We manage our exposure to fluctuations in foreign currency exchange rates
through our normal operating and financing activities, including netting
certain exposures to take advantage of any natural offsets and, when
considered appropriate, through the use of derivative and non-derivative
financial instruments. Our primary focus is to monitor our exposure to, and
manage, the economic foreign currency exchange risks faced by our operations
and realized if we exchange one currency for another. We consider hedging
certain of our ship commitments and net investments in foreign operations. The
financial impacts of our hedging instruments generally offset the changes in
the underlying exposures being hedged.
Operational Currency Risks
Our operations primarily utilize the U.S. dollar, Euro, Sterling or the
Australian dollar as their functional currencies. Our operations also have
revenue and expenses denominated in non-functional currencies. Movements in
foreign currency exchange rates affect our financial statements.
Investment Currency Risks
We consider our investments in foreign operations to be denominated in stable
currencies and of a long-term nature. We partially mitigate the currency
exposure of our investments in foreign operations by designating a portion of
our foreign currency debt and derivatives as hedges of these investments. As
of February 28, 2022, we have designated $469 million of our
sterling-denominated debt as non-derivative hedges of our net investments in
foreign operations. For the three months ended February 28, 2022, we
recognized $2 million of losses on these non-derivative net investment hedges
in the cumulative translation adjustment section of other comprehensive income
(loss). We also have euro-denominated debt, including the effect of cross
currency swaps, which provides an economic offset for our operations with euro
functional currency.
Newbuild Currency Risks
Our shipbuilding contracts are typically denominated in euros. Our decision to
hedge a non-functional currency ship commitment for our cruise brands is made
on a case-by-case basis, considering the amount and duration of the exposure,
market volatility, economic trends, our overall expected net cash flows by
currency and other offsetting risks.
At February 28, 2022, our remaining newbuild currency exchange rate risk
primarily relates to euro-denominated newbuild contract payments to non-euro
functional currency brands, which represent a total unhedged commitment of
$6.1 billion for newbuilds scheduled to be delivered through 2025.
The cost of shipbuilding orders that we may place in the future that are
denominated in a different currency than our cruise brands' will be affected
by foreign currency exchange rate fluctuations. These foreign currency
exchange rate fluctuations may affect our decision to order new cruise ships.
Interest Rate Risks
We manage our exposure to fluctuations in interest rates through our debt
portfolio management and investment strategies. We evaluate our debt
portfolio to determine whether to make periodic adjustments to the mix of
fixed and floating rate debt through the use of interest rate swaps and the
issuance of new debt.
Concentrations of Credit Risk
As part of our ongoing control procedures, we monitor concentrations of credit
risk associated with financial and other institutions with which we conduct
significant business. We seek to manage these credit risk exposures,
including counterparty nonperformance primarily associated with our cash
equivalents, investments, notes receivables, reserve funds related to customer
deposits, future financing facilities, contingent obligations, derivative
instruments, insurance contracts, long-term ship charters and new ship
progress payment guarantees, by:
• Conducting business with well-established financial
institutions, insurance companies and export credit agencies
• Diversifying our counterparties
• Having guidelines regarding credit ratings and investment
maturities that we follow to help safeguard liquidity and minimize risk
• Generally requiring collateral and/or guarantees to support
notes receivable on significant asset sales, long-term ship charters and new
ship progress payments to shipyards
At February 28, 2022, our exposures under derivative instruments were not
material. We also monitor the creditworthiness of travel agencies and tour
operators in Asia, Australia and Europe, which includes charter-hire
agreements in Asia and credit and debit card providers to which we extend
credit in the normal course of our business. Concentrations of credit risk
associated with trade receivables and other receivables, charter-hire
agreements and contingent obligations are not considered to be material,
principally due to the large number of unrelated accounts, the nature of these
contingent obligations and their short maturities. Normally, we have not
required collateral or other security to support normal credit sales.
Historically, we have not experienced significant credit losses, including
counterparty nonperformance; however, because of the impact COVID-19 is having
on economies, we have experienced, and may continue to experience, an increase
in credit losses.
Our credit exposure also includes contingent obligations related to cash
payments received directly by travel agents and tour operators for cash
collected by them on cruise sales in Australia and most of Europe where we are
obligated to honor our guests' cruise payments made by them to their travel
agents and tour operators regardless of whether we have received these
payments.
NOTE 6 - Segment Information
Our operating segments are reported on the same basis as the internally
reported information that is provided to our chief operating decision maker
("CODM"), who is the President, Chief Executive Officer and Chief Climate
Officer of Carnival Corporation and Carnival plc. The CODM assesses
performance and makes decisions to allocate resources for Carnival
Corporation & plc based upon review of the results across all of our
segments. Our four reportable segments are comprised of (1) NAA cruise
operations, (2) EA cruise operations, (3) Cruise Support and (4) Tour and
Other.
The operating segments within each of our NAA and EA reportable segments have
been aggregated based on the similarity of their economic and other
characteristics, including geographic guest sourcing. Our Cruise Support
segment includes our portfolio of leading port destinations and other
services, all of which are operated for the benefit of our cruise brands. Our
Tour and Other segment represents the hotel and transportation operations of
Holland America Princess Alaska Tours and other operations.
Three Months Ended February 28,
(in millions) Revenues Operating costs and Selling Depreciation Operating
expenses and and income (loss)
administrative amortization
2022
NAA $1,126 $1,288 $344 $334 $(840)
EA 457 698 176 181 (598)
Cruise Support 33 28 5 33 (34)
Tour and Other 8 17 6 5 (20)
$1,623 $2,030 $530 $554 $(1,491)
2021
NAA $10 $316 $220 $334 $(859)
EA 8 198 108 184 (482)
Cruise Support - 8 129 28 (164)
Tour and Other 7 13 6 6 (18)
$26 $535 $462 $552 $(1,524)
Revenue by geographic areas, which are based on where our guests are sourced,
were as follows:
(in millions) Three Months Ended February 28, 2022
North America $1,119
Europe 479
Australia and Asia 8
Other 18
$1,623
As a result of the pause in our guest cruise operations, revenue data for the
three months ended February 28, 2021 is not included in the table.
NOTE 7 - Earnings Per Share
Three Months Ended
February 28,
(in millions, except per share data) 2022 2021
Net income (loss) for basic and diluted earnings per share $(1,891) $(1,973)
Weighted-average shares outstanding 1,137 1,095
Dilutive effect of equity plans - -
Diluted weighted-average shares outstanding 1,137 1,095
Basic earnings per share $(1.66) $(1.80)
Diluted earnings per share $(1.66) $(1.80)
Antidilutive shares excluded from diluted earnings per share computations were
as follows:
Three Months Ended
February 28,
(in millions) 2022 2021
Equity awards 3 3
Convertible Notes 52 54
Total antidilutive securities 55 56
NOTE 8 - Supplemental Cash Flow Information
(in millions) February 28, 2022 November 30, 2021
Cash and cash equivalents (Consolidated Balance Sheets) $6,414 $8,939
Restricted cash included in prepaid expenses and other and other assets 39 38
Total cash, cash equivalents and restricted cash (Consolidated Statements of $6,452 $8,976
Cash Flows)
For the three months ended February 28, 2022 and 2021, we did not have
borrowings or repayments of commercial paper with original maturities greater
than three months.
NOTE 9 - Property and Equipment
Ship Sales
During 2022, we entered into agreements to sell two NAA segment ships and
completed the sale of one EA segment ship, which represent a
passenger-capacity reduction of 4,110 for our NAA segment and 1,410 for our EA
segment.
Refer to Note 5 - "Fair Value Measurements, Derivative Instruments and Hedging
Activities and Financial Risks, Nonfinancial Instruments that are Measured at
Fair Value on a Nonrecurring Basis, Impairment of Ships" for additional
discussion.
NOTE 10 - Shareholders' Equity
We have a program that allows us to realize a net cash benefit when Carnival
Corporation common stock is trading at a premium to the price of Carnival plc
ordinary shares (the "Stock Swap Program").
During the three months ended February 28, 2022, under the Stock Swap Program,
we sold 1.3 million of Carnival Corporation's common stock and repurchased
the same amount of Carnival plc ordinary shares, resulting in net proceeds of
$2 million, which were used for general corporate purposes. During the three
months ended February 28, 2021, there were no sales or repurchases under the
Stock Swap Program.
Additionally, during the three months ended February 28, 2022, we sold
0.8 million shares of Carnival Corporation common stock at an average price
per share of $20.18, resulting in net proceeds of $15 million.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Cautionary Note Concerning Factors That May Affect Future Results
Some of the statements, estimates or projections contained in this document
are "forward-looking statements" that involve risks, uncertainties and
assumptions with respect to us, including some statements concerning 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," "aspiration," "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 expenses • Return to guest cruise operations
• Currency exchange rates • Impact of the COVID-19 coronavirus global pandemic on our
financial condition and results of operations
• Estimates of ship 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, COVID-19. 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. The current, and
uncertain future, impact of COVID-19, 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.
• Events and conditions around the world, including war and other
military actions, such as the current invasion of Ukraine, and other general
concerns impacting the ability or desire of people to travel have and may lead
to a decline in demand for cruises.
• Incidents concerning our ships, guests or the cruise vacation
industry 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.
• Factors associated with climate change, including evolving and
increasing regulations, increasing global concern about climate change and the
shift in climate conscious consumerism and stakeholder scrutiny, and
increasing frequency and/or severity of adverse weather conditions could
adversely affect our business.
• Inability to meet or achieve our sustainability related goals,
aspirations, initiatives, and our public statements and disclosures regarding
them, may expose us to risks that may adversely impact our business.
• 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 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.
• The loss of key employees, our inability to recruit or retain
qualified shoreside and shipboard employees and increased labor costs could
have an adverse effect on our business and results of operations.
• Increases in fuel prices, changes in the types of fuel consumed
and availability of fuel supply may adversely impact our scheduled itineraries
and costs.
• We rely on supply chain vendors who are integral to the
operations of our businesses. These vendors and service providers are also
affected by COVID-19 and may be unable to deliver on their commitments which
could impact our business.
• 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.
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.
Forward-looking and other statements in this document may also address our
sustainability progress, plans, and goals (including climate change and
environmental-related matters). In addition, historical, current, and
forward-looking sustainability-related statements may be based on standards
for measuring progress that are still developing, internal controls and
processes that continue to evolve, and assumptions that are subject to change
in the future.
New Accounting Pronouncements
Refer to Note 1 - "General, Accounting Pronouncements" of the consolidated
financial statements for additional discussion regarding accounting
pronouncements.
Critical Accounting Estimates
For a discussion of our critical accounting estimates, see "Management's
Discussion and Analysis of Financial Condition and Results of Operations" that
is included in the Form 10-K.
Seasonality
Our passenger ticket revenues are seasonal. Historically, demand for cruises
has been greatest during our third quarter, which includes the Northern
Hemisphere summer months. This higher demand during the third quarter results
in higher ticket prices and occupancy levels and, accordingly, the largest
share of our operating income is typically earned during this period. This
historical trend was disrupted in 2020 by the pause and in 2021 by the ongoing
resumption of guest cruise operations. In addition, substantially all of
Holland America Princess Alaska Tours' revenue and net income (loss) is
generated from May through September in conjunction with Alaska's cruise
season.
Known Trends and Uncertainties
We believe the increasing cost of fuel, liquefied natural gas (LNG) and other
related costs are reasonably likely to impact our profitability in both the
short and long-term. This effect is increased in the shorter term by the
current invasion of Ukraine, including its effect on the price of fuel. In
addition, the increasing global focus on climate change, including the
reduction of carbon emissions and new and evolving regulatory requirements, is
reasonably likely to materially impact our future costs, capital expenditures
and revenues and/or the relationship between them, if enacted. The full impact
of climate change to our business is not yet known.
Statistical Information
Three Months Ended
February 28,
2022 2021
Passenger Cruise Days ("PCDs") (in thousands) (a) 7,229 27
Available Lower Berth Days ("ALBDs") (in thousands) (b) 13,322 173
Occupancy percentage (c) 54% 16%
Passengers carried (in thousands) 1,011 5
Fuel consumption in metric tons (in thousands) 566 262
Fuel cost per metric ton consumed $648 $392
Currencies (USD to 1)
AUD $0.72 $0.77
CAD $0.79 $0.78
EUR $1.13 $1.21
GBP $1.35 $1.36
The ongoing resumption of guest cruise operations is continuing to have a
material impact on all aspects of our business, including the above
statistical information.
Notes to Statistical Information
(a) PCD represents the number of cruise passengers on a voyage multiplied
by the number of revenue-producing ship operating days for that voyage.
(b) ALBD is a standard measure of passenger capacity for the period that
we use to approximate rate and capacity variances, based on consistently
applied formulas that we use to perform analyses to determine the main
non-capacity driven factors that cause our cruise revenues and expenses to
vary. ALBDs assume that each cabin we offer for sale accommodates two
passengers and is computed by multiplying passenger capacity by
revenue-producing ship operating days in the period.
(c) Occupancy, in accordance with cruise industry practice, is calculated
using a numerator of PCDs and denominator of ALBDs, which assumes two
passengers per cabin even though some cabins can accommodate three or more
passengers. Percentages in excess of 100% indicate that on average more than
two passengers occupied some cabins.
Results of Operations
Consolidated
Three Months Ended % increase (decrease)
February 28,
(in millions) 2022 2021 Change
Revenues
Passenger ticket $873 $3 $870 31,952%
Onboard and other 750 23 727 3,193%
1,623 26 1,598 6,263%
Operating Costs and Expenses
Commissions, transportation and other 251 15 236 1,596%
Onboard and other 209 7 202 2,884%
Payroll and related 506 218 287 132%
Fuel 365 103 262 256%
Food 136 11 124 1,090%
Ship and other impairments 8 - 8 100%
Other operating 557 181 376 208%
2,030 535 1,495 280%
Selling and administrative 530 462 68 15%
Depreciation and amortization 554 552 2 -%
3,114 1,549 1,565 101%
Operating Income (Loss) (1,491) (1,524) 32 (2)%
Nonoperating Income (Expense)
Interest income 3 3 - 1%
Interest expense, net of capitalized interest (368) (398) 30 (7)%
Gains (losses) on debt extinguishment, net - 2 (2) (100)%
Other income (expense), net (32) (62) 30 (49)%
(397) (455) 58 (13)%
Income (Loss) Before Income Taxes $(1,888) $(1,979) $91 (5)%
NAA
Three Months Ended % increase (decrease)
February 28,
(in millions) 2022 2021 Change
Revenues
Passenger ticket $586 $- $586 100%
Onboard and other 540 11 529 4,894%
1,126 10 1,115 10,747%
Operating Costs and Expenses 1,288 316 972 308%
Selling and administrative 344 220 124 56%
Depreciation and amortization 334 334 - -%
1,966 870 1,096 126%
Operating Income (Loss) $(840) $(859) $19 (2)%
EA
Three Months Ended % increase (decrease)
February 28,
(in millions) 2022 2021 Change
Revenues
Passenger ticket $341 $3 $338 10,721%
Onboard and other 116 5 111 2,237%
457 8 449 5,542%
Operating Costs and Expenses 698 198 500 253%
Selling and administrative 176 108 68 63%
Depreciation and amortization 181 184 (3) (2)%
1,055 490 565 115%
Operating Income (Loss) $(598) $(482) $(116) 24%
We paused our guest cruise operations in March 2020. As of February 28, 2022,
eight of our nine brands had resumed guest cruise operations as part of our
ongoing return to service. The ongoing resumption of guest cruise operations
and the increased uncertainty given the current invasion of Ukraine, including
its effect on the price of fuel, are collectively having a material negative
impact on all aspects of our business, including our liquidity, financial
position and results of operations. The full extent of the impact will be
determined by our ongoing return to service and the length of time COVID-19
influences travel decisions.
As of February 28, 2022, 71% of our capacity had resumed guest cruise
operations and ALBDs increased to 13 million compared to February 28, 2021
when we had no ships operating with guests onboard. Revenues for the three
months ended February 28, 2022 increased by $1.6 billion from the three
months ended February 28, 2021, due to the resumption of guest cruise
operations and the significant increase of ships returning to service.
Occupancy for the three months ended February 28, 2022 was 54%.
Operating costs and expenses increased by $1.5 billion to $2.0 billion in 2022
from $0.5 billion in 2021. This was driven by our ongoing resumption of cruise
operations and restart related expenses, including the cost of returning ships
to guest cruise operations and returning crew members to our ships, higher
number of dry-dock days, the cost of maintaining enhanced health and safety
protocols and inflation. We anticipate that many of these costs and expenses
will end in 2022 and will not reoccur in 2023.
Fuel costs increased by $262 million to $365 million in 2022 from $103 million
in 2021. The increase was caused by higher fuel consumption of 304 thousand
metric tons, due to the resumption of guest cruise operations, and an increase
in fuel prices of $256 per metric ton consumed in 2022 compared to 2021.
We recognized ship impairment charges of $8 million for the three months ended
February 28, 2022. There were no ship impairment charges for the three months
ended February 28, 2021.
We continue to expect a net loss for the second quarter of 2022. However, we
expect a profit for the third quarter of 2022. For the full year 2022, we
expect a net loss.
Nonoperating Income (Expense)
Interest expense, net of capitalized interest, decreased by $30 million to
$368 million in 2022 from $398 million in 2021. The decrease was caused by a
lower average interest rate for the three months ended February 28, 2022
compared to the three months ended February 28, 2021 as a result of completed
refinancing efforts.
Liquidity, Financial Condition and Capital Resources
As of February 28, 2022, we had $7.2 billion of liquidity including cash,
short-term investments and borrowings available under our Revolving
Facility. During 2022, we will continue to be focused on pursuing refinancing
opportunities to reduce interest rates and extend maturities as well as
entering into supplemental agreements to align our covenant compliance
requirements.
We had a working capital deficit of $2.9 billion as of February 28, 2022
compared to working capital deficit of $0.3 billion as of November 30, 2021.
The increase in working capital deficit was substantially all due to a
decrease in cash. Historically, during our normal operations, we operate with
a substantial working capital deficit. This deficit is mainly attributable to
the fact that, under our business model, substantially all of our passenger
ticket receipts are collected in advance of the applicable sailing date. These
advance passenger receipts generally remain a current liability until the
sailing date. The cash generated from these advance receipts is used
interchangeably with cash on hand from other sources, such as our borrowings
and other cash from operations. The cash received as advanced receipts can be
used to fund operating expenses, pay down our debt, make long-term investments
or any other use of cash. Included within our working capital are $3.4 billion
and $3.1 billion of customer deposits as of February 28, 2022 and November
30, 2021, respectively. We have paid refunds of customer deposits with respect
to a portion of cancelled cruises. The amount of any future cash refunds may
depend on future cruise cancellations and guest rebookings. We have agreements
with a number of credit card processors that transact customer deposits
related to our cruise vacations. Certain of these agreements allow the credit
card processors to request, under certain circumstances, that we provide a
reserve fund in cash. In addition, we have a relatively low-level of accounts
receivable and limited investment in inventories. We expect that we will have
working capital deficits in the future once we return to normal guest cruise
operations.
Refer to Note 1 - "General, Liquidity and Management's Plans" of the
consolidated financial statements for additional discussion regarding our
liquidity.
Sources and Uses of Cash
Operating Activities
Our business used $1.2 billion of net cash flows in operating activities
during the three months ended February 28, 2022, a decrease of $0.3 billion,
compared to $1.5 billion of net cash flows used for the same period in 2021.
Investing Activities
During the three months ended February 28, 2022, net cash used in investing
activities was $3.0 billion. This was driven by the following:
• Capital expenditures of $2.5 billion for our ongoing new
shipbuilding program
• Capital expenditures of $221 million for ship improvements and
replacements, information technology and buildings and improvements
• Proceeds from sale of ships and other of $18 million
• Purchases of short-term investments of $315 million
During the three months ended February 28, 2021, net cash used in investing
activities was $3.6 billion. This was driven by the following:
• Capital expenditures of $1.7 billion for our ongoing new
shipbuilding program
• Capital expenditures of $81 million for ship improvements and
replacements, information technology and buildings and improvements
• Purchases of short-term investments of $1.8 billion
Financing Activities
During the three months ended February 28, 2022, net cash provided by
financing activities of $1.7 billion was caused by the following:
• Issuances of $2.3 billion of long-term debt
• Repayments of $0.5 billion of long-term debt
• Payments of $85 million related to debt issuance costs
• Net repayments of short-term borrowings of $48 million
• Purchases of $23 million of Carnival plc ordinary shares and
issuances of $27 million of Carnival Corporation common stock under our Stock
Swap Program
During the three months ended February 28, 2021, net cash provided by
financing activities of $5.2 billion was caused by the following:
• Repayments of $668 million of long-term debt
• Issuances of $5.0 billion of long-term debt, including net
proceeds of $3.4 billion from the issuance of the 2027 Senior Unsecured Notes
• Net proceeds of $996 million from our public offering of
Carnival Corporation common stock
Funding Sources
As of February 28, 2022, we had $7.2 billion of liquidity including cash,
short-term investments and borrowings available under our revolving facility.
In addition, we had $3.3 billion of undrawn export credit facilities to fund
ship deliveries planned through 2024. We plan to use future cash flows from
operations to fund our cash requirements including capital expenditures not
funded by our export credit facilities.
(in billions) 2022 2023 2024
Future export credit facilities at February 28, 2022 $0.9 $1.8 $0.6
Our export credit facilities contain various financial covenants as described
in Note 3 - "Debt". At February 28, 2022, we were in compliance with the
applicable covenants under our debt agreements.
Off-Balance Sheet Arrangements
We are not a party to any off-balance sheet arrangements, including guarantee
contracts, retained or contingent interests, certain derivative instruments
and variable interest entities that either have, or are reasonably likely to
have, a current or future material effect on our consolidated financial
statements.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
For a discussion of our hedging strategies and market risks, see the
discussion below and Note 10 - "Fair Value Measurements, Derivative
Instruments and Hedging Activities and Financial Risks" in our consolidated
financial statements and Management's Discussion and Analysis of Financial
Condition and Results of Operations within our Form 10-K.
Interest Rate Risks
The composition of our debt, including the effect of cross currency swaps and
interest rate swaps, was as follows:
February 28, 2022
Fixed rate 42%
EUR fixed rate 17%
Floating rate 25%
EUR floating rate 15%
GBP floating rate 1%
Item 4. Controls and Procedures.
A. Evaluation of Disclosure Controls and Procedures
Disclosure controls and procedures are designed to provide reasonable
assurance that information required to be disclosed by us in the reports that
we file or submit under the Securities Exchange Act of 1934, is recorded,
processed, summarized and reported, within the time periods specified in the
U.S. Securities and Exchange Commission's rules and forms. Disclosure
controls and procedures include, without limitation, controls and procedures
designed to ensure that information required to be disclosed by us in our
reports that we file or submit under the Securities Exchange Act of 1934 is
accumulated and communicated to our management, including our principal
executive and principal financial officers, or persons performing similar
functions, as appropriate, to allow timely decisions regarding required
disclosure.
Our President, Chief Executive Officer and Chief Climate Officer and our Chief
Financial Officer and Chief Accounting Officer have evaluated our disclosure
controls and procedures and have concluded, as of February 28, 2022, that they
are effective at a reasonable level of assurance, as described above.
B. Changes in Internal Control over Financial Reporting
There have been no changes in our internal control over financial reporting
during the quarter ended February 28, 2022 that have materially affected or
are reasonably likely to materially affect our internal control over financial
reporting.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
The legal proceedings described in Note 4 - "Contingencies and Commitments" of
our consolidated financial statements, including those described under
"COVID-19 Actions" and "Other Regulatory or Governmental Inquiries and
Investigations," are incorporated in this "Legal Proceedings" section by
reference. Additionally, SEC rules require disclosure of certain environmental
matters when a governmental authority is a party to the proceedings and such
proceedings involve potential monetary sanctions that we believe will exceed
$1 million for such proceedings.
Item 1A. Risk Factors.
The risk factors in this Form 10-Q below should be carefully considered,
including the risk factors discussed in "Risk Factors" and other risks
discussed in our Form 10-K. These risks could materially and adversely affect
our results, operations, outlooks, plans, goals, growth, reputation, cash
flows, liquidity, and stock price. Our business also could be affected by
risks that we are not presently aware of or that we currently consider
immaterial to our operations.
Operating Risk Factors
• Events and conditions around the world, including war and other
military actions, such as the current invasion of Ukraine, and other general
concerns impacting the ability or desire of people to travel have and may lead
to a decline in demand for cruises.
We have been, and may continue to be, impacted by the public's concerns
regarding the health, safety and security of travel, including government
travel advisories and travel restrictions, political instability and civil
unrest, terrorist attacks, war and military action, most recently the current
invasion of Ukraine, and other general concerns. To the extent the current
invasion of Ukraine adversely affects our business, it may also have the
effect of heightening many other risks disclosed in our Form 10-K, any of
which could materially and adversely affect our business and results of
operations. Additionally, we have been, and may continue to be, impacted by
heightened regulations around customs and border control, travel bans to and
from certain geographical areas, voluntary changes to our itineraries in light
of geopolitical events, government policies increasing the difficulty of
travel and limitations on issuing international travel visas. We may also be
impacted by adverse changes in the perceived or actual economic climate, such
as global or regional recessions, higher unemployment and underemployment
rates and declines in income levels.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
I. Stock Swap Program
We have a program that allows us to realize a net cash benefit when Carnival
Corporation common stock is trading at a premium to the price of Carnival plc
ordinary shares. Under the Stock Swap Program, we may elect to offer and sell
shares of Carnival Corporation common stock at prevailing market prices in
ordinary brokers' transactions and repurchase an equivalent number of Carnival
plc ordinary shares in the UK market.
Under the Stock Swap Program effective June 2021, the Board of Directors
authorized the sale of up to $500 million shares of Carnival Corporation
common stock in the U.S. market and the purchase of Carnival plc ordinary
shares on at least an equivalent basis.
We may in the future implement a program to allow us to obtain a net cash
benefit when Carnival plc ordinary shares are trading at a premium to the
price of Carnival Corporation common stock.
Any sales of Carnival Corporation common stock and Carnival plc ordinary
shares have been or will be registered under the Securities Act of 1933, as
amended. During the three months ended February 28, 2022, under the Stock Swap
Program, we sold 1.3 million shares of Carnival Corporation's common stock and
repurchased the same amount of Carnival plc ordinary shares, resulting in net
proceeds of $2 million, which were used for general corporate purposes. Since
the beginning of the Stock Swap Program, first authorized in June 2021, we
have sold 10.2 million shares of Carnival Corporation's common stock and
repurchased the same amount of Carnival plc ordinary shares, resulting in net
proceeds of $21 million.
Period Total Number of Shares of Carnival plc Ordinary Shares Purchased (a) Average Price Paid per Share of Carnival plc Ordinary Share Maximum Number of Carnival plc Ordinary Shares That May Yet Be Purchased Under
the Carnival Corporation Stock Swap Program
(in millions)
(in millions)
December 1, 2021 through December 31, 2021 - $- 9.5
January 1, 2022 through January 31, 2022 - $- 9.5
February 1, 2022 through February 28, 2022 1.3 $19.57 8.2
Total 1.3 19.57
(a) No ordinary shares of Carnival plc were purchased outside of publicly
announced plans or programs.
Item 6. Exhibits.
INDEX TO EXHIBITS
Incorporated by Reference Filed/
Furnished
Herewith
Exhibit Exhibit Description Form Exhibit Filing
Number Date
Articles of incorporation and by-laws
3.1 Third Amended and Restated Articles of Incorporation of Carnival Corporation 8-K 3.1 4/17/2003
(http://www.sec.gov/Archives/edgar/data/815097/000102140803006279/dex31.txt) .
3.2 Third Amended and Restated By-Laws of Carnival Corporation 8-K 3.1 4/20/2009
(http://www.sec.gov/Archives/edgar/data/815097/000119312509082568/dex31.htm) .
3.3 Articles of Association of Carnival plc 8-K 3.3 4/20/2009
(http://www.sec.gov/Archives/edgar/data/815097/000119312509082568/dex33.htm) .
Material Contracts
10.1 Employment Agreement dates as of June 28, 2019 between Carnival Corporation X
and Peter C. Anderson. (file:///C:/Users/ANE4312/Downloads/ex_10x1xq12022.htm)
10.2** Amendment Agreement dated February 11, 202 X
(file:///C:/Users/ANE4312/Downloads/ex_10x2xq12022.htm) 2
(file:///C:/Users/ANE4312/Downloads/ex_10x2xq12022.htm) to the Multicurrency
Revolving Facilities Agreement originally dated May 18, 2011, as amended and
restated on August 6, 2019 and as further amended on December 31, 2020, May
11, 2021 and September 30, 2021, among Carnival Corporation, Carnival plc and
certain of Carnival Corporation and Carnival plc subsidiaries, Bank of America
Europe Designated Activity Company as facilities agent and a syndicate of
financial institutions.
(file:///C:/Users/ANE4312/Downloads/ex_10x2xq12022.htm)
10.3 Form of Earnings Recovery Award Agreement for the Carnival Corporation 2020 X
Stock Plan for the CEO.
(file:///C:/Users/ANE4312/Downloads/ex_10x3xq12022.htm)
10.4 Form of Earnings Recovery Award Agreement for the Carnival Corporation 2020 X
Stock Plan for Certain Named Executive Officers.
(file:///C:/Users/ANE4312/Downloads/ex_10x4xq12022.htm)
10.5 Form of Time-Based Restricted Stock Unit Agreement for the Carnival X
Corporation 2020 Stock Plan for the Chief Ethics and Compliance Officer.
(file:///C:/Users/ANE4312/Downloads/ex_10x5xq12022.htm)
Rule 13a-14(a)/15d-14(a) certifications
31.1 Certification of President, Chief Executive Officer and Chief Climate Officer X
of Carnival Corporation pursuant to Rule 13a-14(a), as adopted pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002.
(file:///C:/Users/ANE4312/Downloads/ex_31x1xq12022.htm)
31.2 Certification of Chief Financial Officer and Chief Accounting Officer of X
Carnival Corporation pursuant to Rule 13a-14(a), as adopted pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002.
(file:///C:/Users/ANE4312/Downloads/ex_31x2xq12022.htm)
31.3 Certification of President, Chief Executive Officer and Chief Climate Officer X
of Carnival plc pursuant to Rule 13a-14(a), as adopted pursuant to Section 302
of the Sarbanes-Oxley Act of 2002.
(file:///C:/Users/ANE4312/Downloads/ex_31x3xq12022.htm)
31.4 Certification of Chief Financial Officer and Chief Accounting Officer of X
Carnival plc pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002.
(file:///C:/Users/ANE4312/Downloads/ex_31x4xq12022.htm)
Section 1350 certifications
32.1* Certification of President, Chief Executive Officer and Chief Climate Officer X
of Carnival Corporation pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
(file:///C:/Users/ANE4312/Downloads/ex_32x1xq12022.htm)
32.2* Certification of Chief Financial Officer and Chief Accounting Officer of X
Carnival Corporation pursuant to 18 U.S.C. Section 1350, as adopted pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002.
(file:///C:/Users/ANE4312/Downloads/ex_32x2xq12022.htm)
32.3* Certification of President, Chief Executive Officer and Chief Climate Officer X
of Carnival plc pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
(file:///C:/Users/ANE4312/Downloads/ex_32x3xq12022.htm)
32.4* Certification of Chief Financial Officer and Chief Accounting Officer of X
Carnival plc pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
(file:///C:/Users/ANE4312/Downloads/ex_32x4xq12022.htm)
Interactive Data File
101 The consolidated financial statements from Carnival Corporation & plc's
joint Quarterly Report on Form 10-Q for the quarter ended February 28, 2022,
as filed with the Securities and Exchange Commission on March 28, 2022,
formatted in Inline XBRL, are as follows:
(i) the Consolidated Statements of Income (Loss) for the three months ended X
February 28, 2022 and 2021;
(ii) the Consolidated Statements of Comprehensive Income (Loss) for the three X
months ended February 28, 2022 and 2021;
(iii) the Consolidated Balance Sheets at February 28, 2022 and November 30, X
2021;
(iv) the Consolidated Statements of Cash Flows for the three months ended X
February 28, 2022 and 2021;
(v) the Consolidated Statements of Shareholders' Equity for the three months X
ended February 28, 2022 and 2021;
(vi) the notes to the consolidated financial statements, tagged in summary and X
detail.
104 The cover page from Carnival Corporation & plc's joint Quarterly Report on
Form 10-Q for the quarter ended February 28, 2022, as filed with the
Securities and Exchange Commission on March 28, 2022, formatted in Inline
XBRL (included as Exhibit 101).
* These items are furnished and not filed.
** Certain portions of this exhibit have been omitted pursuant to Item 601(b)(10)
of Regulation S-K.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each of
the registrants has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
CARNIVAL CORPORATION CARNIVAL PLC
By: /s/ Arnold W. Donald By: /s/ Arnold W. Donald
Arnold W. Donald Arnold W. Donald
President, Chief Executive Officer and Chief Climate Officer President, Chief Executive Officer and Chief Climate Officer
By: /s/ David Bernstein By: /s/ David Bernstein
David Bernstein David Bernstein
Chief Financial Officer and Chief Accounting Officer Chief Financial Officer and Chief Accounting Officer
Date: March 28, 2022 Date: March 28, 2022
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