REG-Carnival PLC: Carnival Repricing Of Loan

CarnivalAnnouncement

27/05/2021 14:25

Carnival Corporation and Carnival plc Announce Syndication of Repricing of
Term Loan Facility

MIAMI (May 27, 2021) – Carnival Corporation & plc (NYSE/LSE: CCL; NYSE: CUK)
announce that its joint Current Report on Form 8-K was filed with the U.S.
Securities and Exchange Commission on May 27, 2021.  As described in the
joint Current Report, on Form 8-K, on May 26, 2021, Carnival Corporation has
successfully syndicated the repricing of its first-priority senior secured
term loan facility (“Term Loan Facility”), which consists of a tranche in
an original aggregate principal amount of $1,860 million and a tranche in an
original aggregate principal amount of €800 million, each of which matures
on June 30, 2025. From and after the implementation of the repricing described
above, all outstanding amounts under the Term Loan Facility funded in U.S.
dollars will bear interest at a rate per annum equal to adjusted LIBOR with a
0.75% floor, plus a margin equal to 3.00% (which is 4.50% per annum less than
the LIBOR margin under the Term Loan Facility prior to the repricing). All
outstanding amounts under the Term Loan Facility funded in Euros will bear
interest at a rate per annum equal to EURIBOR with a 0.00% floor, plus a
margin equal to 3.75% (which is 3.75% per annum less than the EURIBOR margin
under the Term Loan Facility prior to the repricing).

JPMorgan Chase Bank, N.A. and Barclays Bank PLC acted as joint global
coordinators for the repricing. The repricing described above is expected to
be implemented via Amendment No. 2 to the term loan facility, which is
expected to close on June 30, 2021, subject to customary closing conditions
and the execution of definitive documentation.

PJT Partners is serving as independent financial advisor to Carnival
Corporation.

A copy of the joint Current Report on Form 8-K is also available on the
Carnival Corporation & plc website
at www.carnivalcorp.com or www.carnivalplc.com.

Cautionary Note Concerning Factors That May Affect Future Results

Carnival Corporation and Carnival plc and their respective subsidiaries are
referred to collectively in this Current Report on Form 8-K, including the
Exhibits hereto (collectively, this “document”), as “the Company,”
“our,” “us” and “we.” 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 the financing 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 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,” “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                            • Estimates of ship depreciable lives and residual values                                                    
 • Booking levels                     • Goodwill, ship and trademark fair values                                                                   
 • Occupancy                          • Liquidity and credit ratings                                                                               
 • Interest, tax and fuel expenses    • Adjusted earnings per share                                                                                
 • Currency exchange rates            • Impact of the COVID-19 coronavirus global pandemic on our financial condition and results of operations    

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, the COVID-19 outbreak. 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, which impacts our ability to obtain
acceptable financing to fund resulting reductions in cash from operations. 
The current, and uncertain future, impact of the COVID-19 outbreak, 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;
* As a result of the COVID-19 outbreak, we may be out of compliance with one
or more maintenance covenants in certain of our debt facilities, with the next
testing date of February 28, 2022;
* World events impacting the ability or desire of people to travel have and
may continue to lead to a decline in demand for cruises;
* Incidents concerning our ships, guests or the cruise vacation industry as
well as adverse weather conditions and other natural disasters 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;
* 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, including the recent ransomware incidents, 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;
* Ability to recruit, develop and retain qualified shipboard personnel who
live away from home for extended periods of time may adversely impact our
business operations, guest services and satisfaction;
* Increases in fuel prices, changes in the types of fuel consumed and
availability of fuel supply may adversely impact our scheduled itineraries and
costs;
* 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;
and
* 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.

 MEDIA CONTACT     INVESTOR RELATIONS CONTACT  
 Roger Frizzell    Beth Roberts                
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