REG-Carnival PLC: Carnival Corporation & plc Announces Anticipated Debt Pre-payment of $1.2B and Refinancing Transaction

CarnivalAnnouncement

31/07/2023 12:45

Carnival Corporation & plc Announces Anticipated Debt Pre-payment of $1.2B and
Refinancing Transaction

MIAMI, July 31, 2023 /PRNewswire/ -- Carnival Corporation & plc (NYSE/LSE:
CCL; NYSE: CUK) today announced that Carnival Corporation (the "Company")
intends to commence the marketing of a new senior secured first lien term loan
B facility (the "New First Lien Term Loan") with an original principal amount
of $1.0 billion, expected to mature in 2027. In conjunction with the New First
Lien Term Loan, and subject to market and other conditions, the Company may
raise $500 million of other secured debt maturing in 2029 (together with the
New First Lien Term Loan, the "Refinancing Transactions"). The Company intends
to use the proceeds from the Refinancing Transactions to repay a portion of
the borrowings under the Company's existing first-priority senior secured term
loan facility maturing in 2025. 

After the closing of the Refinancing Transactions, the Company intends to
redeem all of the Company's 10.500% second-priority senior secured notes due
2026 and 10.125% second-priority senior secured notes due 2026 (collectively,
the "2026 Notes"), saving over $120 million in interest expense on an
annualized basis. The $1.2 billion of redemptions will be conditioned on the
closing of the Refinancing Transactions. The Company expects to use cash on
hand to finance the redemptions. This press release does not constitute a
notice of redemption with respect to the 2026 Notes.

The Company's Chief Financial Officer David Bernstein commented: "Given the
confidence we have in our business and its cash flow generation, we plan to
retire $1.2 billion of our highest cost debt.  In connection with this
retirement, we plan to extend some of the lowest cost public debt in our
portfolio. This is yet another step forward in our deleveraging journey,
building on the $1.4 billion we already early retired this year. With this
debt repayment, we now expect our year end debt balance to be less than $32.0
billion, an improvement over the  November 30, 2023 debt balance of less than
$33.0 billion provided in our June guidance."

This press release shall not constitute an offer to sell or the solicitation
of an offer to purchase any security and shall not constitute an offer,
solicitation or sale in any state or jurisdiction in which such offering,
solicitation or sale would be unlawful.

About Carnival Corporation & plc

Carnival Corporation & plc is  the  largest global cruise company, and among
the largest leisure travel companies, with a portfolio of world-class leading
cruise lines - AIDA Cruises,  Carnival Cruise Line, Costa Cruises, Cunard,
Holland America Line, P&O Cruises (Australia), P&O Cruises (UK), Princess
Cruises and Seabourn.

Cautionary Note Concerning Forward-Looking Statements

Carnival Corporation and Carnival plc and their respective subsidiaries are
referred to collectively in this press release, as "Carnival Corporation &
plc," "our," "us" and "we." Some of the statements, estimates or projections
contained in this press release are "forward-looking statements" that involve
risks, uncertainties and assumptions with respect to us, including some
statements concerning the refinancing transactions described herein, 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, as amended, 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                                   ·   Adjusted net income (loss)      
 ·   Booking levels                            ·   Adjusted EBITDA                 
 ·   Occupancy                                 ·   Adjusted earnings per share     
 ·   Interest, tax and fuel expenses           ·   Adjusted free cash flow         
 ·   Currency exchange rates                   ·   Net per diems                   
 ·   Goodwill, ship and trademark fair values  ·   Net yields                      
 ·   Liquidity and credit ratings              ·   Adjusted cruise costs per ALBD  

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, and in the future may continue to be, amplified
by our substantial debt balance as a result of the pause of our guest cruise
operations. There may be additional risks that we consider immaterial or which
are unknown. These factors include, but are not limited to, the following:
* events and conditions around the world, including war and other military
actions, such as the invasion of Ukraine, inflation, higher fuel prices,
higher interest rates and other general concerns impacting the ability or
desire of people to travel have led, and may in the future lead, to a decline
in demand for cruises, impacting our operating costs and profitability;
* pandemics have in the past and may in the future have a significant negative
impact on our financial condition and operations;
* incidents concerning our ships, guests or the cruise industry have in the
past and may, in the future, negatively 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, labor and employment 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 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;
* 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 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;
* 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;
* Failure to successfully implement our business strategy following our
resumption of guest cruise operations would negatively impact the occupancy
levels and pricing of our cruises and could have a material adverse effect on
our business. We require a significant amount of cash to service our debt and
sustain our operations. Our ability to generate cash depends on many factors,
including those beyond our control, and we may not be able to generate cash
required to service our debt and sustain our operations; and,
* the risk factors included in Carnival Corporation's and Carnival plc's
Annual Report on Form 10-K filed with the SEC on January 27, 2023 and Carnival
Corporation's and Carnival plc's Quarterly Reports on Form 10-Q filed with the
SEC on March 29, 2023 and June 28, 2023.
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- and climate-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.

SOURCE Carnival Corporation & plc

CONTACT: Carnival Corporation & plc Media Contact: Jody Venturoni, Carnival
Corporation, jventuroni@carnival.com, (469) 797-6380; Carnival Corporation &
plc Investor Relations Contact:  Beth Roberts, Carnival Corporation,
eroberts@carnival.com, (305) 406-4832




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