REG-Carnival PLC: Carnival Corporation 4Q 2025 Earnings
Today 14:30
CARNIVAL CORPORATION & PLC ACHIEVES RECORD FULL YEAR ADJUSTED NET INCOME AND
INVESTMENT GRADE LEVERAGE METRICS, REINSTATES DIVIDEND
Outperforms guidance due to strong close-in demand and effective cost
management
MIAMI, Dec. 19, 2025 -- Carnival Corporation & plc (NYSE/LSE: CCL; NYSE: CUK)
announced financial results for the fourth quarter and full year 2025 and
provided an outlook for the first quarter and full year 2026.
Key Highlights
* Full year net income of $2.8 billion
with record adjusted net income 1
of $3.1 billion, up over 60 percent.
* Full year record revenues of $26.6
billion on record net yields 1
(in constant currency), outperforming guidance for
the fourth time in 2025 due to strong close-in demand.
* All-time high full year operating income
of $4.5 billion, up 25 percent compared to the prior year.
* Record full year adjusted EBITDA
1 of $7.2
billion, up over $1 billion compared to the prior year.
* Adjusted return on invested capital
1 ("ROIC")
exceeds 13 percent.
* Net debt to adjusted EBITDA
1 ratio of 3.4x
and recognized by Fitch as investment grade.
* Cumulative advanced booked position for
2026 remains in line with 2025 record levels at historical high prices (in
constant currency 1
).
* Full year 2026 adjusted net income
expected to be $3.5 billion, surpassing record 2025 levels.
* Proposes unifying the dual-listed
framework to streamline governance and reporting.
"2025 was a truly phenomenal year. We set new records across our business,
achieved investment grade leverage metrics and, as announced just today,
reinstated our dividend. These milestones reflect the collective strength of
our cruise line portfolio and confidence in our long-term future," said
Carnival Corporation & plc's Chief Executive Officer Josh Weinstein.
"Our global team's relentless focus on delivering amazing guest experiences
while executing with discipline enabled us to outperform guidance for the
fourth time this year. We had record full year net yields (in constant
currency) and adjusted net income increased more than 60 percent driven by
strong demand that outpaced unit cost increases. The momentum is carrying into
2026, which is shaping up to surpass even these remarkable results with
another year of double-digit earnings growth and return on invested capital
expected to exceed 13.5 percent, closing in on our 20-year high."
"With our strengthened balance sheet, powerful and diverse portfolio of
world-class cruise lines and exclusive destinations, we are well positioned to
capitalize on a tremendous runway to continue driving yield improvement and
exceptional returns. We look forward to delivering unforgettable happiness to
our guests around the world and long-term value for our shareholders, for
years to come," Weinstein added.
Fourth Quarter 2025 Results
* Net income of $422 million, or $0.31 diluted EPS, up
nearly 40 percent compared to 2024. Adjusted net income of $454 million, or
$0.34 adjusted EPS 1 , up over 140 percent compared to
2024 and outperforming September guidance by over $150 million led by strong
close-in demand and effective cost management.
* Record adjusted EBITDA 2
of $1.5 billion with adjusted EBITDA margins 1
up nearly 300 basis points year over year.
* Record revenues 2 of $6.3
billion, up nearly $400 million compared to the prior year.
* Gross margin yields were 16 percent higher than
2024.
* Record net yields 2
(in constant currency) were 5.4 percent higher than 2024 and outperformed
September guidance by 1.1 points.
* Cruise costs per available lower berth day ("ALBD")
increased 2.2 percent compared to 2024. Adjusted cruise costs excluding fuel
per ALBD 1 (in constant currency) increased 0.5 percent
compared to 2024, 2.7 points better than September guidance due to effective
cost management and the timing of certain expenses between the years.
* Fuel consumption per ALBD decreased 5.6 percent
compared to the prior year due to the company's efforts and investments to
continuously reduce the fuel consumption in its operations.
* Record customer deposits 2 of
$7.2 billion surpassed the previous fourth quarter record at November 30,
2024.
____________________________
1 See "Non-GAAP Financial Measures" and "Constant Currency."
2 Fourth quarter record.
Bookings
"Looking forward, we are well positioned to top 2025's record yields. We
remain at our highest booked occupancy for the upcoming year at about
two-thirds booked at higher prices (in constant currency). In fact, we're at
historical high prices (in constant currency) for both North America and
Europe," Weinstein noted.
Over the last three months, we achieved record booking volumes for 2026 and
2027 sailings. In addition, strong booking volumes continued from Black Friday
through Cyber Monday, even outpacing prior year's robust levels, which is a
favorable indicator for wave season," Weinstein added.
2026 Outlook
For the full year 2026, the company expects:
* Adjusted net income up approximately 12 percent
compared to record 2025 on less than one percent capacity growth.
* Net yields (in constant currency) up approximately
2.5 percent compared to record 2025 levels. Net yields (in constant currency)
up approximately 3.0 percent after normalizing for the accounting treatment
for Carnival Cruise Line's new loyalty program and the impact of the close-in
redeployment of first quarter voyages from the Arabian Gulf.
* Adjusted cruise costs excluding fuel per ALBD (in
constant currency) up approximately 3.25 percent compared to 2025. Adjusted
cruise costs excluding fuel per ALBD (in constant currency) up approximately
2.5 percent after normalizing for the partial year of operating expenses from
Celebration Key, Grand Bahama and RelaxAway, Half Moon Cay and the timing of
certain expenses between the years.
For the first quarter 2026, the company expects:
* Net yields (in constant currency) up approximately
1.6 percent compared to record 2025 levels, building on the 7.3 percent
increase in 2025 compared to 2024. Net yields (in constant currency) up
approximately 2.4 percent after normalizing for the impact of the close-in
redeployment of voyages from the Arabian Gulf.
* Adjusted cruise costs excluding fuel per ALBD (in
constant currency) up approximately 5.9 percent compared to the first quarter
2025 and higher than the full year due to the timing of certain expenses
between the quarters.
See "Guidance" for additional information on the company's 2026 outlook,
"Non-GAAP Financial Measures," "Reconciliation of Forecasted Data" and
"Constant Currency."
Successful Early Completion of Refinancing Plan Enables Dividend Reinstatement
"We have reached a meaningful turning point, surpassing the investment grade
leverage metric threshold with a net debt to adjusted EBITDA ratio of 3.4x for
2025, representing a nearly one turn improvement from 2024 and successfully
completing our $19 billion refinancing plan in less than a year," commented
Carnival Corporation & plc's Chief Financial Officer David Bernstein. "These
efforts strengthened our balance sheet by simplifying our capital structure,
reducing interest expense and debt, optimizing our future debt maturities and
enhancing our financial flexibility. In total, we have reduced our debt by
over $10 billion since our peak less than three years ago. These efforts and
our strong continued operating performance, resulted in multiple credit rating
upgrades throughout the year, culminating in reaching investment grade with
Fitch and being one notch away with a positive outlook from S&P."
Based on the company's ability to generate sustainable cash flow, disciplined
capital allocation strategy and strong financial position, the Boards of
Directors today approved the reinstatement of the company's quarterly dividend
1 and declared an initial $0.15 per share dividend with a
record date of February 13, 2026 and a payment date of February 27, 2026.
"This decision highlights confidence in our future performance and continued
commitment to delivering value to shareholders," Bernstein added.
During the quarter, the company successfully issued $1.25 billion of senior
unsecured notes at 5.125 percent due in 2029. In addition, the company entered
into two $250 million loans due 2027. The combined proceeds from these
financings, together with cash on hand, were used to repay $2.0 billion of
debt.
On December 5, 2025, the company redeemed its outstanding convertible notes
and settled conversions during the related conversion period with a
combination of $500 million in cash and 69 million common shares, 18 million
fewer shares than would have been required for an all equity-settlement.
____________________________
1 Holders of Carnival Corporation common stock and Carnival plc ADSs will receive the dividend payable in U.S. dollars. The dividend for Carnival plc ordinary shares will be payable in U.S. dollars or sterling. In the absence of instructions or elections to the contrary, holders of Carnival plc ordinary shares will automatically receive the dividend in sterling.
Dividends payable in sterling will be converted from U.S. dollars at the exchange rate quoted by Bloomberg (BFIX) in London at 12 noon on February 17, 2026. Holders of Carnival plc ordinary shares wishing to receive their dividend in U.S. dollars or participate in the Carnival plc Dividend Reinvestment Plan must elect to do so by February 13, 2026.
Simplification of the Corporate Structure
Following a review of the corporate structure, the Boards of Directors of
Carnival Corporation and Carnival plc recommended unifying the dual-listed
framework into a single company, Carnival Corporation, listed solely on the
New York Stock Exchange, with Carnival plc as its wholly-owned UK subsidiary.
Under this plan, Carnival plc shareholders would receive Carnival Corporation
shares on a one-for-one basis, and Carnival plc shares and American Depositary
Receipts would be de-listed from both the London Stock Exchange and the New
York Stock Exchange, respectively. This would create a single global share
price, streamline governance and reporting, reduce administrative costs and is
expected to increase liquidity and weighting in major U.S. stock indexes, all
of which the company believes will strengthen its ability to deliver long-term
shareholder value. Carnival Corporation also proposes shifting its legal
incorporation from Panama to Bermuda under the name Carnival Corporation Ltd.,
a jurisdiction widely recognized and aligned with international financial
standards. There will be no material changes to the company's business
fundamentals, including strategy, underlying assets and operations or to the
company's commitment to the vital UK market. The unification and legal
incorporation in Bermuda are expected to preserve key shareholder voting and
economic rights.
These proposals will be subject to certain conditions, including the approval
of shareholders and receipt of regulatory and UK court approvals. Additional
shareholder materials are expected to be provided to Carnival Corporation and
Carnival plc shareholders in February 2026. The company intends to hold
meetings of shareholders in April 2026 to consider the proposals. Subject to
shareholders approving the proposals and the remaining conditions being
satisfied, the company intends to complete the unification and legal
incorporation in Bermuda in the second quarter of 2026. More information on
the proposed unification and legal incorporation in Bermuda will be included
in materials Carnival Corporation and Carnival plc expect to file with the
Securities and Exchange Commission ("SEC"), which will be available without
charge on the SEC's website.
See "Important Information for Investors and Stockholders," "No Offer or
Solicitation," "Participants in the Solicitation" and "Cautionary Note" for
additional information.
Other Recent Highlights
* The company furthered its destination strategy with
the announcement of the development of Ensenada Bay Village -
Treasures of Baja. The destination will
showcase the natural beauty of Baja California, Mexico through a blend of
adventure, culture and relaxation experiences (learn more
here
(https://edge.prnewswire.com/c/link/?t=0&l=en&o=4584337-1&h=63704546&u=https%3A%2F%2Fapi.kscope.io%2Fks-doc-view%3Fkey%3Dfde6d8e0-6260-46ee-9286-9578b2baf99c%26content%3Dbenznews%26docid%3D57167356c7b74b348917289ceeffa9cda566eb27%26allow_back%3Dtrue&a=here)
).
* Beginning in November 2026, Princess Cruises will
join Carnival Cruise Line and sail to Celebration Key, which has already
welcomed over one million guests since its opening in July (learn more
here
(https://edge.prnewswire.com/c/link/?t=0&l=en&o=4584337-1&h=3159356834&u=https%3A%2F%2Fapi.kscope.io%2Fks-doc-view%3Fkey%3Dfde6d8e0-6260-46ee-9286-9578b2baf99c%26content%3Dbenznews%26docid%3De2904432b975fb0346ea4d39d9a83b95a48a0649%26allow_back%3Dtrue&a=here)
).
* Princess Cruises celebrated a spectacular naming
ceremony for its newest and most innovative ship,
Star Princess , featuring Camila and Matthew
McConaughey as godparents and a special performance by Grammy Award-winning
artist Sheryl Crow (learn more here
(https://edge.prnewswire.com/c/link/?t=0&l=en&o=4584337-1&h=3857337927&u=https%3A%2F%2Fapi.kscope.io%2Fks-doc-view%3Fkey%3Dfde6d8e0-6260-46ee-9286-9578b2baf99c%26content%3Dbenznews%26docid%3D961d9f61fd1a6d26e963a5f6110736db6732f83a%26allow_back%3Dtrue&a=here)
).
* AIDALuna became
the second of seven ships to undergo a complete upgrade as part of AIDA
Evolution, the most extensive modernization program in the brand's history
(learn more here
(https://edge.prnewswire.com/c/link/?t=0&l=en&o=4584337-1&h=4022672758&u=https%3A%2F%2Fapi.kscope.io%2Fks-doc-view%3Fkey%3Dfde6d8e0-6260-46ee-9286-9578b2baf99c%26content%3Dbenznews%26docid%3D9b2584de098d6e9d488142744620075c17392b49%26allow_back%3Dtrue&a=here)
).
* Carnival Cruise Line launched its new campaign,
"Carnival is Calling," featuring Nick Offerman of Parks and Recreation fame,
which invites guests to rediscover the joy and connection that makes a
Carnival cruise unlike any other vacation (learn more
here
(https://edge.prnewswire.com/c/link/?t=0&l=en&o=4584337-1&h=1544038993&u=https%3A%2F%2Fwww.carnival-news.com%2F2025%2F11%2F18%2Fnick-offerman-leads-carnival-cruise-line-s-new-campaign&a=here)
).
* Holland America Line achieved record Black Friday
weekend bookings after it cruised through the 2025 Macy's Thanksgiving Day
Parade® with its debut float, showcasing its industry-leading Alaska
experience and evoking the state's majestic landscape (learn more
here
(https://edge.prnewswire.com/c/link/?t=0&l=en&o=4584337-1&h=783500816&u=https%3A%2F%2Fapi.kscope.io%2Fks-doc-view%3Fkey%3Dfde6d8e0-6260-46ee-9286-9578b2baf99c%26content%3Dbenznews%26docid%3D3041d103bcebe6ddb4a49da38b87cc10d1b58612%26allow_back%3Dtrue&a=here)
). Following on this success, Star
Princess will sail down the New's Year Rose Parade®,
highlighting its upcoming inaugural Alaska season (learn more
here
(https://edge.prnewswire.com/c/link/?t=0&l=en&o=4584337-1&h=2207348342&u=https%3A%2F%2Fapi.kscope.io%2Fks-doc-view%3Fkey%3Dfde6d8e0-6260-46ee-9286-9578b2baf99c%26content%3Dbenznews%26docid%3D64acc9e365204d3258f209724c52a1dc954e8650%26allow_back%3Dtrue&a=here)
).
* Awards and Recognitions: *
Sun Princess
was recognized as the Best Mega Cruise Ship in the United States by Condé
Nast Traveler 2025 Readers' Choice Awards for the second consecutive year
(learn more here
(https://edge.prnewswire.com/c/link/?t=0&l=en&o=4584337-1&h=2215700001&u=https%3A%2F%2Fapi.kscope.io%2Fks-doc-view%3Fkey%3Dfde6d8e0-6260-46ee-9286-9578b2baf99c%26content%3Dbenznews%26docid%3D336ebed034f21f72c5825deb2cd89cbe7c773e49%26allow_back%3Dtrue&a=here)
).
* Carnival Cruise Line was a major recipient at the
2025 Travel Weekly Readers' Choice Awards, earning Best Domestic Cruise Line
for the tenth consecutive year and Best Short Itinerary for the fourth year in
a row (learn more
here
(https://edge.prnewswire.com/c/link/?t=0&l=en&o=4584337-1&h=2673194475&u=https%3A%2F%2Fwww.carnival-news.com%2F2025%2F12%2F11%2Fcarnival-honored-as-best-domestic-cruise-line-for-tenth-consecutive-year-at-travel-weekly-s-readers-choice-award&a=here)
).
* Seabourn was named Best Expedition Cruise Line by
Condé Nast Traveler 2025 Readers' Choice Awards for the second consecutive
year (learn more here
(https://edge.prnewswire.com/c/link/?t=0&l=en&o=4584337-1&h=1849015903&u=https%3A%2F%2Fwww.seabourn.com%2Fen%2Fus%2Fnews%2Fpress-release%2F2025-press-releases%2Foctober%2Fseabourn-named-best-expedition-cruise-line-uk-2025-awards&a=here)
) and Best Small-Ship Cruise Line by 2025 Travel Weekly Readers'
Choice Awards (learn more here
(https://edge.prnewswire.com/c/link/?t=0&l=en&o=4584337-1&h=4226337278&u=https%3A%2F%2Fwww.twrca.com%2F2025&a=here)
).
* Holland America Line received top honors in 2025,
including 'Best Service' for the fourth consecutive year and 'Best
Itineraries' at the Cruise Critic's Awards (learn more
here
(https://edge.prnewswire.com/c/link/?t=0&l=en&o=4584337-1&h=2454256985&u=https%3A%2F%2Fapi.kscope.io%2Fks-doc-view%3Fkey%3Dfde6d8e0-6260-46ee-9286-9578b2baf99c%26content%3Dbenznews%26docid%3D97a6225acb4b6ad1353a1acc39a89a0c674cf529%26allow_back%3Dtrue&a=here)
) as well as 'Best World Cruise Itinerary' at the Travel Weekly
Readers' Choice Awards (learn more
here
(https://edge.prnewswire.com/c/link/?t=0&l=en&o=4584337-1&h=4226337278&u=https%3A%2F%2Fwww.twrca.com%2F2025&a=here)
).
* Cunard was recognized as 'Best for Transatlantic
Sailing' at the 2025 Travel Weekly Readers' Choice Awards (learn more
here
(https://edge.prnewswire.com/c/link/?t=0&l=en&o=4584337-1&h=4226337278&u=https%3A%2F%2Fwww.twrca.com%2F2025&a=here)
) and 'Best for Enrichment' at the 2025 Cruise Critic's Awards
(learn more here
(https://edge.prnewswire.com/c/link/?t=0&l=en&o=4584337-1&h=3075449499&u=https%3A%2F%2Fwww.cruisecritic.com%2Fawards%2F2025%2Fall%23award-category&a=here)
).
* P&O Cruises', "Holiday Like Never Before"
platform was recognized as the Marketing Campaign of the Year at the UK 2025
Travel Industry Awards (learn more
here
(https://edge.prnewswire.com/c/link/?t=0&l=en&o=4584337-1&h=3227333496&u=https%3A%2F%2Fwww.ttgmedia.com%2Ftravel-industry-awards%2Ftravel-industry-awards-2025-winners&a=here)
).
Guidance
(See "Non-GAAP Financial Measures," "Reconciliation of Forecasted Data" and
"Constant Currency")
1Q 2026 Full Year 2026
Year over year change Current Constant Currency Current Dollars Constant
Dollars Currency
Net yields Approx. 5.1% Approx. 1.6% Approx. 3.7% Approx. 2.5%
Adjusted cruise costs excluding fuel per ALBD Approx. 9.6% Approx. 5.9% Approx. 4.6% Approx. 3.25%
2026
1Q 2Q 3Q 4Q Full Year
ALBDs (in millions) (a) 23.7 24.7 24.9 24.1 97.4
Capacity growth compared to prior year 0.5 % 2.0 % 1.5 % (0.3) % 0.9 %
(a) See "Notes to Statistical Information"
1Q 2026 Full Year 2026
Fuel consumption in metric tons (in millions) 0.7 2.8
Fuel cost per metric ton consumed (excluding emission allowances) $ 539 $ 524
Fuel expense (including emission allowances expense) (in billions) $ 0.38 $ 1.63
Depreciation and amortization expense (in billions) $ 0.70 $ 2.98
Interest expense, net of capitalized interest and interest income (in billions) $ 0.29 $ 1.11
Adjusted EBITDA (in billions) Approx. $1.24 Approx. $7.63
Adjusted net income (loss) (in millions) Approx. $235 Approx. $3,450
Adjusted earnings per share - diluted Approx. $0.17 Approx. $2.48
Weighted-average shares outstanding - basic 1,379 1,385
Adjusted weighted-average shares outstanding - diluted 1,388 1,392
Currencies (USD to 1) 1Q 2026 Full Year 2026
AUD $ 0.67 $ 0.67
CAD $ 0.73 $ 0.73
EUR $ 1.17 $ 1.17
GBP $ 1.34 $ 1.34
Sensitivities (impact to adjusted net income (loss) in millions) 1Q 2026 Full Year 2026
1% change in net yields $ 43 $ 204
1% change in adjusted cruise costs excluding fuel per ALBD $ 27 $ 114
10% change in fuel cost per metric ton (excluding emission allowances) $ 37 $ 145
100 basis point change in variable rate debt — $ 42
1% change in currency exchange rates $ 5 $ 27
Capital Expenditures
For full year 2026, newbuild capital expenditures are $0.6 billion and
non-newbuild capital expenditures are $2.5 billion. These future capital
expenditures will fluctuate with foreign currency movements relative to the
U.S. Dollar. In addition, these figures do not include potential stage
payments for ship orders that the company may place in the future.
Conference Call
The company has scheduled a conference call with analysts at 10:00 a.m. EST
(3:00 p.m. GMT) today to discuss its earnings release. This call can be
listened to live, and additional information including the company's earnings
presentation and debt maturities schedule, can be obtained via Carnival
Corporation & plc's website at www.carnivalcorp.com
and www.carnivalplc.com
.
Carnival Corporation & plc is the largest global cruise company, and among the
largest leisure travel companies, with a portfolio of world-class cruise lines
– AIDA Cruises, Carnival Cruise Line, Costa Cruises, Cunard, Holland America
Line, P&O Cruises, Princess Cruises, and Seabourn.
Additional information can be found on
www.carnivalcorp.com , www.aida.de
, www.carnival.com ,
www.costacruises.com ,
www.cunard.com ,
www.hollandamerica.com ,
www.pocruises.com , www.princess.com
and www.seabourn.com
.
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 statements concerning the proposed
unification and redomiciliation transactions, benefits of the transactions,
future results, operations, strategy, 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, but are not limited to, statements that
relate to our outlook and financial position, as well as, statements
regarding:
• The proposed unification and redomiciliation transactions • Adjusted net income (loss)
• Pricing • Adjusted EBITDA
• Booking levels • Adjusted EBITDA per ALBD
• Occupancy • Adjusted EBITDA margin
• Interest, tax and fuel expenses • Adjusted earnings per share
• Currency exchange rates • Net debt to adjusted EBITDA
• Goodwill, ship and trademark fair values • Net yields
• Liquidity and credit ratings • Adjusted cruise costs per ALBD
• Investment grade leverage metrics • Adjusted cruise costs excluding fuel per ALBD
• Dividends • Adjusted ROIC
• 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. These factors include, but are not limited
to, the following:
* Events and conditions around the world,
including geopolitical uncertainty, war and other military actions, pandemics,
inflation, higher interest rates and other general concerns impacting the
ability or desire of people to travel could lead to a decline in demand for
cruises as well as have significant negative impacts on our financial
condition and operations.
* Incidents concerning our ships, guests
or the cruise industry may negatively impact the satisfaction of our guests
and crew and lead to reputational damage.
* Adverse weather conditions or an
increase in the frequency and/or severity of adverse weather conditions could
have a material impact on our business and results of operations.
* Our targets, goals, aspirations,
initiatives, public statements and disclosures, including those related to
sustainability matters, may expose us to risks that may adversely impact our
business.
* Cybersecurity incidents and data privacy
breaches, as well as disruptions and other damages to our principal and other
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 fines,
penalties and reputational damage.
* Our debt requires a significant amount
of cash to service and our ability to generate sufficient cash depends on many
factors, some of which may be beyond our control. Our financial condition and
operations could be adversely impacted if we are unable to service our debt or
satisfy our covenants.
* Increases in fuel costs, changes in the
types of fuel consumed and availability of fuel supply may adversely impact
our scheduled itineraries and costs.
* The loss of key team members, our
inability to recruit or retain qualified shoreside and shipboard team members
and increased labor costs could have an adverse effect on our business and
results of operations.
* We rely on suppliers who are integral to
the operations of our businesses. These suppliers and service providers may be
unable to deliver on their commitments, which could negatively impact our
business.
* Fluctuations in foreign currency
exchange rates may adversely impact our financial results.
* Our investments in port destinations and
exclusive islands may expose us to additional risks.
* Overcapacity and competition in the
cruise and land-based vacation industry may negatively impact 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.
* 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-money
laundering, anti-corruption, economic sanctions, trade protection measures,
labor and employment, and tax may be costly and lead to litigation,
enforcement actions, fines, penalties and reputational damage.
* Factors associated with sustainability
and the impact of greenhouse gases and other emissions on the environment
could have a material impact on our business and operating results.
* We may not successfully complete the
proposed unification of our DLC structure and the migration of Carnival
Corporation's legal incorporation to Bermuda, or, if we do, we may not realize
the anticipated benefits and will be subject to Bermuda law which differs in
some respects compared to our current jurisdictions.
The ordering of the risk factors set forth above is not intended to reflect
our indication of priority or likelihood. There may be additional risks that
we consider immaterial or which are unknown. Additional
factors that may affect future results are contained in Carnival Corporation's
and Carnival plc's filings with the SEC, including Carnival Corporation's and
Carnival plc's most recent joint Annual Report on Form 10-K, as it may be
updated from time to time by quarterly reports on Form 10-Q and current
reports on Form 8-K, all of which are available at the SEC's website
http://www.sec.gov.
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 emissions and
environmental-related matters). In addition, historical, current, and
forward-looking sustainability-related statements may be based on standards
and tools for measuring progress that are still developing, internal controls
and processes that continue to evolve, and assumptions and predictions that
are subject to change in the future and may not be generally shared.
CARNIVAL CORPORATION & PLC CONSOLIDATED STATEMENTS OF INCOME (LOSS) (UNAUDITED) (in millions, except per share data)
Three Months Ended Twelve Months Ended
November 30, November 30,
2025 2024 2025 2024
Passenger ticket $ 4,053 $ 3,854 $ 17,419 $ 16,463
Onboard and other 2,277 2,084 9,202 8,558
Total Revenues 6,330 5,938 26,622 25,021
Cruise and tour operating expenses:
Commissions, transportation and other 728 721 3,331 3,232
Onboard and other 663 634 2,816 2,678
Payroll and related 673 653 2,589 2,464
Fuel 425 461 1,808 2,007
Food 375 358 1,499 1,457
Other operating 1,046 1,005 3,904 3,801
Total Cruise and tour operating expenses 3,910 3,833 15,947 15,638
Selling and administrative expense 959 886 3,402 3,252
Depreciation and amortization expense 727 659 2,790 2,557
Operating Income 735 561 4,483 3,574
Interest income 17 16 51 93
Interest expense, net of capitalized interest (315) (403) (1,349) (1,755)
Debt extinguishment and modification costs (43) (1) (409) (79)
Other income (expense), net 10 117 (4) 83
Income Before Income Taxes 404 290 2,772 1,915
Income tax benefit (expense), net 18 13 (12) 1
Net Income (Loss) $ 422 $ 303 $ 2,760 $ 1,916
Earnings Per Share
Basic $ 0.32 $ 0.23 $ 2.10 $ 1.50
Diluted $ 0.31 $ 0.23 $ 2.02 $ 1.44
Weighted-Average Shares Outstanding - Basic 1,313 1,300 1,312 1,274
Weighted-Average Shares Outstanding - Diluted 1,403 1,399 1,402 1,398
CARNIVAL CORPORATION & PLC CONSOLIDATED BALANCE SHEETS (UNAUDITED) (in millions, except par values)
November 30,
2025 2024
ASSETS
Current Assets
Cash and cash equivalents $ 1,928 $ 1,210
Trade and other receivables, net 678 590
Inventories 505 507
Prepaid expenses and other 1,108 1,070
Total current assets 4,219 3,378
Property and Equipment, Net 43,494 41,795
Operating Lease Right-of-Use Assets, Net 1,328 1,368
Goodwill 579 579
Other Intangibles 1,177 1,163
Other Assets 890 775
$ 51,687 $ 49,057
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Current portion of long-term debt $ 2,603 $ 1,538
Current portion of operating lease liabilities 175 163
Accounts payable 1,245 1,133
Accrued liabilities and other 2,239 2,358
Customer deposits 6,831 6,425
Total current liabilities 13,092 11,617
Long-Term Debt 24,037 25,936
Long-Term Operating Lease Liabilities 1,178 1,239
Other Long-Term Liabilities 1,097 1,012
Shareholders' Equity
Carnival Corporation common stock, $0.01 par value; 1,960 shares authorized; 1,298 shares 13 13
issued at 2025 and 1,294 shares issued at 2024
Carnival plc ordinary shares, $1.66 par value; 217 shares issued at 2025 and 2024 361 361
Additional paid-in capital 17,267 17,155
Retained earnings 4,817 2,101
Accumulated other comprehensive income (loss) (1,810) (1,975)
Treasury stock, 131 shares at 2025 and 130 shares at 2024 of Carnival Corporation and 72 shares at 2025 and 73 shares at 2024 of Carnival plc, at cost (8,364) (8,404)
Total shareholders' equity 12,284 9,251
$ 51,687 $ 49,057
CARNIVAL CORPORATION & PLC OTHER INFORMATION
November 30,
OTHER BALANCE SHEET INFORMATION (in millions) 2025 2024
Liquidity $ 6,428 $ 4,155
Debt (current and long-term) $ 26,640 $ 27,475
Customer deposits (current and long-term) $ 7,246 $ 6,779
Three Months Ended Twelve Months Ended November 30,
November 30,
CASH FLOW INFORMATION (in millions) 2025 2024 2025 2024
Cash from operations (a) $ 1,518 $ 911 $ 6,218 $ 5,923
Capital expenditures (Purchases of Property and Equipment) $ 1,506 $ 592 $ 3,611 $ 4,626
(a) Cash from operations for the twelve months ended November 30, 2024 includes the release of $818 million of credit card reserve funds.
Three Months Ended Twelve Months Ended November 30,
November 30,
STATISTICAL INFORMATION 2025 2024 2025 2024
Passenger cruise days ("PCDs") (in millions) (a) 24.6 24.6 101.7 100.5
ALBDs (in millions) (b) 24.1 23.9 96.5 95.6
Occupancy percentage (c) 102 % 103 % 105 % 105 %
Passengers carried (in millions) 3.3 3.3 13.6 13.5
Fuel consumption in metric tons (in millions) 0.7 0.7 2.8 2.9
Fuel consumption in metric tons per thousand ALBDs 28.7 30.4 29.2 30.9
Fuel cost per metric ton consumed (excluding emission allowances) $ 573 $ 618 $ 610 $ 665
Currencies (USD to 1)
AUD $ 0.65 $ 0.67 $ 0.64 $ 0.66
CAD $ 0.72 $ 0.73 $ 0.71 $ 0.73
EUR $ 1.16 $ 1.09 $ 1.12 $ 1.09
GBP $ 1.33 $ 1.30 $ 1.31 $ 1.28
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 a 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.
CARNIVAL CORPORATION & PLC NON-GAAP FINANCIAL MEASURES
Three Months Ended Twelve Months Ended November 30,
November 30,
(in millions, except per share data) 2025 2024 2025 2024
Net income (loss) $ 422 $ 303 $ 2,760 $ 1,916
(Gains) losses on ship sales and impairments (9) (33) (110) (39)
Debt extinguishment and modification costs 43 1 409 79
Restructuring expense 8 1 13 21
Other (10) (86) 7 (86)
Adjusted net income (loss) $ 454 $ 186 $ 3,079 $ 1,891
Interest expense, net of capitalized interest 315 403 1,349 1,755
Interest income (17) (16) (51) (93)
Income tax benefit (expense), net (2) (13) 14 (1)
Depreciation and amortization expense 727 659 2,790 2,557
Adjusted EBITDA $ 1,477 $ 1,220 $ 7,182 $ 6,110
Earnings per share - diluted (a) $ 0.31 $ 0.23 $ 2.02 $ 1.44
Weighted-average shares outstanding - diluted (a) 1,403 1,399 1,402 1,398
Adjusted earnings per share - diluted (b) $ 0.34 $ 0.14 $ 2.25 $ 1.42
Adjusted weighted-average shares outstanding - diluted (b) 1,403 1,305 1,402 1,398
(See Non-GAAP Financial Measures)
(a) Diluted earnings per share includes the add-back of dilutive interest expense related to the company's convertible notes of $18 million and $71 million for the three and twelve months ended November 30, 2025, and $20 million and $94 million for the three and twelve months ended November 30, 2024.
(b) Diluted adjusted earnings per share includes the add-back of dilutive interest expense related to the company's convertible notes of $18 million and $71 million for the three and twelve months ended November 30, 2025 and $94 million for the twelve months ended November 30, 2024. The company's convertible notes were antidilutive to the three months ended November 30, 2024 and therefore were not included in the calculations of diluted adjusted earnings per share.
CARNIVAL CORPORATION & PLC NON-GAAP FINANCIAL MEASURES (CONTINUED)
Gross margin yields and net yields were computed by dividing the gross margin and adjusted gross margin by ALBDs as follows:
Three Months Ended November 30, Twelve Months Ended November 30,
(in millions, except yields data) 2025 2025 Constant Currency 2024 2025 2025 Constant Currency 2024
Total Revenues $ 6,330 $ 5,938 $ 26,622 $ 25,021
Less: Cruise and tour operating expenses (3,910) (3,833) (15,947) (15,638)
Depreciation and amortization expense (727) (659) (2,790) (2,557)
Gross margin 1,694 1,447 7,884 6,826
Less: Tour and other revenues (29) (33) (241) (255)
Add: Payroll and related 673 653 2,589 2,464
Fuel 425 461 1,808 2,007
Food 375 358 1,499 1,457
Other operating 1,046 1,005 3,904 3,801
Depreciation and amortization expense 727 659 2,790 2,557
Adjusted gross margin $ 4,910 $ 4,846 $ 4,550 $ 20,233 $ 20,096 $ 18,857
ALBDs 24.1 24.1 23.9 96.5 96.5 95.6
Gross margin yields (per ALBD) $ 70.20 $ 60.57 $ 81.72 $ 71.43
Net yields (per ALBD) $ 203.52 $ 200.84 $ 190.53 $ 209.72 $ 208.30 $ 197.33
(See Non-GAAP Financial Measures)
CARNIVAL CORPORATION & PLC NON-GAAP FINANCIAL MEASURES (CONTINUED)
Cruise costs per ALBD, adjusted cruise costs per ALBD and adjusted cruise costs excluding fuel per ALBD were computed by
dividing cruise costs, adjusted cruise costs and adjusted cruise costs excluding fuel by ALBDs as follows:
Three Months Ended November 30, Twelve Months Ended November 30,
(in millions, except costs per ALBD data) 2025 2025 Constant 2024 2025 2025 Constant Currency 2024
Currency
Cruise and tour operating expenses $ 3,910 $ 3,833 $ 15,947 $ 15,638
Selling and administrative expense 959 886 3,402 3,252
Less: Tour and other expenses (37) (39) (194) (212)
Cruise costs 4,832 4,680 19,154 18,678
Less: Commissions, transportation and other (728) (721) (3,331) (3,232)
Onboard and other costs (663) (634) (2,816) (2,678)
Gains (losses) on ship sales and 9 33 110 39
impairments
Restructuring expense (8) (1) (13) (21)
Other (6) — (10) —
Adjusted cruise costs 3,436 3,363 3,356 13,095 12,974 12,786
Less: Fuel (425) (424) (461) (1,808) (1,807) (2,007)
Adjusted cruise costs excluding fuel $ 3,011 $ 2,939 $ 2,895 $ 11,286 $ 11,167 $ 10,780
ALBDs 24.1 24.1 23.9 96.5 96.5 95.6
Cruise costs per ALBD $ 200.26 $ 195.95 $ 198.54 $ 195.45
Adjusted cruise costs per ALBD $ 142.41 $ 139.40 $ 140.53 $ 135.73 $ 134.48 $ 133.80
Adjusted cruise costs excluding fuel per ALBD $ 124.81 $ 121.83 $ 121.22 $ 116.99 $ 115.75 $ 112.81
(See Non-GAAP Financial Measures)
Non-GAAP Financial Measures
We use non-GAAP financial measures and they are provided along with their most
comparative U.S. GAAP financial measure:
Non-GAAP Measure U.S. GAAP Measure Use Non-GAAP Measure to Assess
• Adjusted net income (loss), adjusted EBITDA, • Net income (loss) • Company Performance
adjusted EBITDA per ALBD and adjusted
EBITDA margin
• Adjusted earnings per share • Earnings per share • Company Performance
• Net debt to adjusted EBITDA — • Company Leverage
• Net yields • Gross margin yields • Cruise Segments Performance
• Adjusted cruise costs per ALBD and adjusted • Gross cruise costs per ALBD • Cruise Segments Performance
cruise costs excluding fuel per ALBD
• Adjusted ROIC — • Company Performance
The presentation of our non-GAAP financial information is not intended to be
considered in isolation from, as a substitute for, or superior to the
financial information prepared in accordance with U.S. GAAP. It is possible
that our non-GAAP financial measures may not be exactly comparable to the
like-kind information presented by other companies, which is a potential risk
associated with using these measures to compare us to other companies.
Adjusted net income (loss) and
adjusted earnings per share provide additional
information to us and investors about our future earnings performance by
excluding certain gains, losses and expenses that we believe are not part of
our core operating business and are not an indication of our future earnings
performance. We believe that gains and losses on ship sales, impairment
charges, debt extinguishment and modification costs, restructuring costs and
certain other gains, losses and expenses are not part of our core operating
business and are not an indication of our future earnings performance.
Adjusted EBITDA, adjusted EBITDA per ALBD and adjusted EBITDA margin
provide additional information to us and investors about
our core operating profitability, including on a per ALBD basis, by excluding
certain gains, losses and expenses that we believe are not part of our core
operating business and are not an indication of our future earnings
performance as well as excluding interest, taxes and depreciation and
amortization. In addition, we believe that the presentation of adjusted EBITDA
provides additional information to us and investors about our ability to
operate our business in compliance with the covenants set forth in our debt
agreements. We define adjusted EBITDA as adjusted net income (loss) adjusted
for (i) interest, (ii) taxes and (iii) depreciation and amortization. There
are material limitations to using adjusted EBITDA. Adjusted EBITDA does not
take into account certain significant items that directly affect our net
income (loss). These limitations are best addressed by considering the
economic effects of the excluded items independently and by considering
adjusted EBITDA in conjunction with net income (loss) as calculated in
accordance with U.S. GAAP. We define adjusted EBITDA margin as adjusted EBITDA
divided by total revenues.
Net debt to adjusted EBITDA provides additional
information to us and investors about our overall leverage. We define net debt
to adjusted EBITDA as total debt less cash and cash equivalents excluding a
minimum cash balance divided by twelve-month adjusted EBITDA.
Net yields enable us and investors to measure
the performance of our cruise segments on a per ALBD basis. We use adjusted
gross margin rather than gross margin to calculate net yields. We believe that
adjusted gross margin is a more meaningful measure in determining net yields
than gross margin because it reflects the cruise revenues earned net of only
our most significant variable costs, which are travel agent commissions, cost
of air and other transportation, certain other costs that are directly
associated with onboard and other revenues and credit and debit card fees.
Adjusted cruise costs per ALBD and
adjusted cruise costs excluding fuel per ALBD
enable us and investors to separate the impact of predictable capacity or ALBD
changes from price and other changes that affect our business. We believe
these non-GAAP measures provide useful information to us and investors and
expanded insight to measure our cost performance. Adjusted cruise costs per
ALBD and adjusted cruise costs excluding fuel per ALBD are the measures we use
to monitor our ability to control our cruise segments' costs rather than
cruise costs per ALBD. We exclude gains and losses on ship sales, impairment
charges, restructuring costs and certain other gains and losses that we
believe are not part of our core operating business as well as excluding our
most significant variable costs, which are travel agent commissions, cost of
air and other transportation, certain other costs that are directly associated
with onboard and other revenues and credit and debit card fees. We exclude
fuel expense to calculate adjusted cruise costs excluding fuel. The price of
fuel, over which we have no control, impacts the comparability of
period-to-period cost performance. The adjustment to exclude fuel provides us
and investors with supplemental information to understand and assess the
company's non-fuel adjusted cruise cost performance. Substantially all of our
adjusted cruise costs excluding fuel are largely fixed, except for the impact
of changing prices once the number of ALBDs has been determined.
Adjusted ROIC provides additional information
to us and investors about our operating performance relative to the capital we
have invested in the company. We define adjusted ROIC as the twelve-month
adjusted net income (loss) before interest expense and interest income divided
by the monthly average of debt plus equity minus construction-in-progress,
excess cash, goodwill and intangibles.
Reconciliation of Forecasted Data
We have not provided a reconciliation of forecasted non-GAAP financial
measures to the most comparable U.S. GAAP financial measures because
preparation of meaningful U.S. GAAP forecasts would require unreasonable
effort. We are unable to predict, without unreasonable effort, the future
movement of foreign exchange rates and fuel prices. We are unable to determine
the future impact of gains and losses on ship sales, impairment charges, debt
extinguishment and modification costs, restructuring costs and certain other
non-core gains and losses.
Constant Currency
Our operations primarily utilize the U.S. dollar, Australian dollar, euro and
sterling as functional currencies to measure results and
financial condition. Functional currencies other than the U.S. dollar subject
us to foreign currency translational risk. Our operations also have revenues
and expenses that are in currencies other than their functional currency,
which subject us to foreign currency transactional risk.
Constant currency reporting removes the impact of changes in exchange rates on
the translation of our operations plus the transactional impact of changes in
exchange rates from revenues and expenses that are denominated in a currency
other than the functional currency.
We report adjusted gross margin, net yields, adjusted cruise costs excluding
fuel and adjusted cruise costs excluding fuel per ALBD on a "constant
currency" basis assuming the current periods' currency exchange rates have
remained constant with the prior periods' rates. These metrics facilitate a
comparative view for the changes in our business in an environment with
fluctuating exchange rates.
Examples:
* The translation of our operations with functional
currencies other than U.S. dollar to our U.S. dollar reporting currency
results in decreases in reported U.S. dollar revenues and expenses if the U.S.
dollar strengthens against these foreign currencies and increases in reported
U.S. dollar revenues and expenses if the U.S. dollar weakens against these
foreign currencies.
* Our operations have revenue and expense transactions
in currencies other than their functional currency. If their functional
currency strengthens against these other currencies, it reduces the functional
currency revenues and expenses. If the functional currency weakens against
these other currencies, it increases the functional currency revenues and
expenses.
Important Information for Investors and Stockholders
In connection with the proposed unification and redomiciliation transactions,
Carnival Corporation plans to file with the SEC a Registration Statement on
Form S-4, containing a Proxy Statement/Prospectus relating to the proposed
transactions (collectively, the "Proxy Statement"), and Carnival plc plans to
file the Proxy Statement with the SEC. Investors and
security holders of Carnival Corporation and Carnival plc are urged to read
the Registration Statement, the Proxy Statement and any other relevant
documents filed with the SEC when they are available, because they contain, or
will contain, important information about Carnival Corporation and Carnival
plc, the proposed transactions and related matters. The final Proxy Statement
will be mailed to shareholders of Carnival Corporation and Carnival plc.
Investors and security holders of Carnival Corporation and Carnival plc will
be able to obtain copies of the Registration Statement and the Proxy
Statement, when they become available, as well as other filings with the SEC
that will be incorporated by reference into such documents, containing
information about Carnival Corporation and Carnival plc, without charge, at
the SEC's website (http://www.sec.gov).
No Offer or Solicitation
This communication does not constitute an offer to sell or the solicitation of
an offer to buy any securities or a solicitation of any vote or approval, nor
shall there be any sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such jurisdiction. No offer of securities
shall be made except by means of a prospectus meeting the requirements of
Section 10 of the Securities Act of 1933, as amended.
Participants in the Solicitation
Carnival Corporation, Carnival plc and their respective directors and
executive officers and other members of management and employees may be deemed
to be participants in the solicitation of proxies from Carnival Corporation's
and Carnival plc's shareholders in respect of the proposed transactions under
the rules of the SEC. Information regarding Carnival Corporation's and
Carnival plc's directors and executive officers is available in Carnival
Corporation's and Carnival plc's joint Annual Report on Form 10-K for the year
ended November 30, 2024 and Carnival Corporation's and Carnival plc's joint
proxy statement, dated February 28, 2025, for its 2025 annual meeting of
stockholders, which can be obtained free of charge through the website
maintained by the SEC at http://www.sec.gov. Any changes in the holdings of
Carnival Corporation's securities by Carnival Corporation's directors or
executive officers or Carnival plc's securities by Carnival plc's directors or
executive officers from the amounts described in Carnival Corporation's and
Carnival plc's 2025 joint proxy statement have been reflected in Statements of
Change in Ownership on Form 4 filed with the SEC subsequent to the filing date
of Carnival Corporation's and Carnival plc's 2025 joint proxy statement and
are available at the SEC's website at www.sec.gov. Additional information
regarding the interests of such participants will be included in the
Registration Statement, the Proxy Statement and other relevant materials to be
filed with the SEC when they become available.
This Announcement Contains Inside Information.
This announcement is being made on behalf of Carnival Corporation and Carnival
plc by David Bernstein, Chief Financial Officer and Chief Accounting Officer.
SOURCE Carnival Corporation & plc
CONTACT: MEDIA, Jody Venturoni, +1 469 797 6380;
INVESTOR RELATIONS, Beth Roberts, +1 305 406
4832
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