false 0000815097 0000815097 2024-04-19 2024-04-19 0000815097 CCL:CarnivalPLCMember 2024-04-19 2024-04-19 0000815097 CCL:CommonStock0.01ParValueMember 2024-04-19 2024-04-19 0000815097 CCL:OrdinarySharesEachRepresentedByAmericanDepositarySharesMember CCL:CarnivalPLCMember 2024-04-19 2024-04-19 0000815097 CCL:Sec1.000SeniorNotesDue2029Member CCL:CarnivalPLCMember 2024-04-19 2024-04-19 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (date of earliest event reported) April 19, 2024

 

Carnival Corporation   Carnival plc
(Exact name of registrant as specified in its charter)   (Exact name of registrant as specified in its charter)
     
Republic of Panama   England and Wales
(State or other jurisdiction of incorporation)   (State or other jurisdiction of incorporation)
     
001-9610   001-15136
(Commission File Number)   (Commission File Number)
     
59-1562976   98-0357772
(I.R.S. Employer Identification No.)   (I.R.S. Employer Identification No.)
     

3655 N.W. 87th Avenue

Miami, Florida 33178-2428

 

Carnival House, 100 Harbour Parade,

Southampton SO15 1ST, United Kingdom

(Address of principal executive offices)

(Zip code)

 

(Address of principal executive offices)

(Zip code)

     
(305) 599-2600   011 44 23 8065 5000
(Registrant’s telephone number, including area code)   (Registrant’s telephone number, including area code)
     
None   None
(Former name or former address, if changed since last report.)   (Former name or former address, if changed since last report.)

 

CIK 0001125259
Amendment Flag False

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock ($0.01 par value)   CCL   New York Stock Exchange, Inc.
Ordinary Shares each represented by American Depositary Shares ($1.66 par value), Special Voting Share, GBP 1.00 par value and Trust Shares of beneficial interest in the P&O Princess Special Voting Trust   CUK   New York Stock Exchange, Inc.
1.000% Senior Notes due 2029   CUK29   New York Stock Exchange LLC

Indicate by check mark whether the registrants are emerging growth companies as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth companies

If emerging growth companies, indicate by check mark if registrants have elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 

 

Item 8.01Other Events.

On April 19, 2024, Carnival Corporation & plc issued a press release announcing that Carnival Corporation (the “Company”) (i) has priced a private offering of €500 million aggregate principal amount of 5.75% senior unsecured notes due 2030 and (ii) has received commitments from lenders to reprice its first-priority senior secured term loan facility maturing in 2028 and its first-priority senior secured term loan facility maturing in 2027. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein. Such press release includes forward-looking statements. See “Cautionary Note Concerning Forward-Looking Statements” within the press release for additional information.

Item 9.01Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.   Description
99.1   Press release of Carnival Corporation and Carnival plc dated April 19, 2024
104   Cover Page Interactive Data File (embedded with the Inline XBRL document).

 

 

 

 

 

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 hereunto duly authorized.

 

CARNIVAL CORPORATION   CARNIVAL PLC
         
By: /s/ David Bernstein   By: /s/ David Bernstein
Name: David Bernstein   Name: David Bernstein
Title: Chief Financial Officer and Chief Accounting Officer   Title: Chief Financial Officer and Chief Accounting Officer
         

Date: April 19, 2024

 

Date: April 19, 2024