Carnival Corporation & plc Announces Pricing of €1.0 Billion 4.125% Senior Unsecured Notes Offering

Rhea-AI Summary

Carnival Corporation & plc (NYSE/LSE: CCL; NYSE: CUK) has announced the pricing of €1.0 billion senior unsecured notes offering with a 4.125% interest rate, due 2031. The notes will be issued by Carnival plc and guaranteed by Carnival Corporation and certain subsidiaries.

The proceeds will be used to fully repay the 2027 Term Loan Facility and partially repay the 2028 Term Loan Facility. This follows a $450.0 million prepayment made on June 27, 2025, towards the 2027 Term Loan Facility. The notes offering is expected to close on July 7, 2025, with interest payments beginning July 15, 2026.

The notes are being offered exclusively to qualified institutional buyers under Rule 144A and non-U.S. investors under Regulation S of the Securities Act. This strategic move aims to deleverage, reduce interest expense, simplify capital structure, and manage maturity profile.

Positive

• Investment grade-style covenants for the new notes indicate improved credit quality
• Strategic deleveraging and interest expense reduction through debt refinancing
• Simplification of capital structure through term loan repayment
• Extension of debt maturity profile to 2031

Negative

• Addition of €1.0 billion in new debt obligations
• Annual interest payment commitment of 4.125% through 2031

News Market Reaction

+3.53%

1 alert

+3.53% News Effect

On the day this news was published, CCL gained 3.53%, reflecting a moderate positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Proceeds from the offering of senior unsecured notes to be used to repay borrowings under the senior secured term loan facilities

MIAMI, July 1, 2025 /PRNewswire/ -- Carnival Corporation & plc (NYSE/LSE: CCL; NYSE: CUK) today announced that Carnival plc (the "Company") priced its private offering (the "Notes Offering") of €1.0 billion aggregate principal amount of 4.125% senior unsecured notes due 2031 (the "Notes"). The Company expects to use the proceeds from the Notes Offering to fully repay the borrowings under Carnival Corporation's first-priority senior secured term loan facility maturing in 2027 (the "2027 Term Loan Facility") and to repay a portion of the borrowings under Carnival Corporation's first-priority senior secured term loan facility maturing in 2028. In conjunction with the Company's prepayment of $450.0 million on June 27, 2025 towards the 2027 Term Loan Facility, this transaction builds on its continuing efforts to deleverage, reduce interest expense, simplify its capital structure and manage its maturity profile.

The Notes Offering is expected to close on July 7, 2025, subject to customary closing conditions. The indenture that will govern the Notes will have investment grade-style covenants.

The Notes will pay interest annually on July 15 of each year, beginning on July 15, 2026, at a rate of 4.125% per year. The Notes will be unsecured and will mature on July 15, 2031. The Notes will be fully and unconditionally guaranteed on an unsecured basis, jointly and severally, by Carnival Corporation and initially certain of the Company's and Carnival Corporation's subsidiaries that also guarantee our first-priority secured indebtedness, certain of our other unsecured notes and our convertible notes.

The Notes are being offered only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and outside the United States, only to non-U.S. investors pursuant to Regulation S under the Securities Act.

The Notes will not be registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws.

This press release shall not constitute an offer to sell or the solicitation of an offer to purchase the Notes or any other securities 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 cruise lines - AIDA Cruises, Carnival Cruise Line, Costa Cruises, Cunard, Holland America Line, P&O Cruises, Princess Cruises and Seabourn.

Cautionary Note Concerning Forward-Looking Statements

Certain statements in this press release constitute forward-looking statements under the Private Securities Litigation Reform Act of 1995. These statements relate to, among other things, the financing transactions described herein, future results, operations, outlooks, plans, goals, reputation, cash flows and liquidity and other events which have not yet occurred. Forward-looking statements reflect management's current expectations and are subject to risks, uncertainties and other factors that could cause our actual results, performance or achievements to differ materially from the future results, performance or achievements expressed or implied in those forward-looking statements. Factors that could affect our results include, among others, those discussed under the caption "Risk Factors" in our most recent annual report on Form 10-K, as well as our other filings with the Securities and Exchange Commission (the "SEC"), copies of which may be obtained by visiting the  Investor Relations page of our website at www.carnivalcorp.com/investors/ or the SEC's website at www.sec.gov. Undue reliance should not be placed on the forward-looking statements in this release, which are based on information available to us on the date hereof. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

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SOURCE Carnival Corporation & plc

FAQ

What is the size and interest rate of Carnival's new notes offering?

Carnival plc is offering €1.0 billion in senior unsecured notes with an interest rate of 4.125% due in 2031.

How will Carnival (CCL) use the proceeds from the notes offering?

The proceeds will be used to fully repay the 2027 Term Loan Facility and partially repay the 2028 Term Loan Facility.

When will Carnival's new notes begin paying interest?

The notes will pay interest annually on July 15, beginning on July 15, 2026, at a rate of 4.125% per year.

Who can purchase Carnival's new senior unsecured notes?

The notes are only offered to qualified institutional buyers under Rule 144A and non-U.S. investors under Regulation S of the Securities Act.

What recent debt payment did Carnival make before this offering?

Carnival made a $450.0 million prepayment on June 27, 2025 towards the 2027 Term Loan Facility.