Court Sanction of Scheme of Arrangement

Carnival (NYSE: CCL) announced the UK Court has sanctioned the Scheme implementing DLC Unification and Carnival Corporation's redomiciliation from Panama to Bermuda.

Rhea-AI Summary

Carnival (NYSE: CCL) announced the UK Court has sanctioned the Scheme implementing DLC Unification and Carnival Corporation's redomiciliation from Panama to Bermuda.

Key dates: Scheme Record Time 6:00 p.m. (London) on May 5, 2026; CREST disabled May 5; LSE suspension from 7:30 a.m. May 6; expected effective/cancellation on May 7, 2026.

Positive

• UK Court sanctioned the DLC Unification Scheme
• Scheme expected to become effective upon Court Order delivery May 7, 2026
• Clear timetable set: Record Time and suspension/cancellation dates specified

Negative

• Last day for dealings and transfers of Carnival plc shares expected May 5, 2026
• Carnival plc shares expected suspended on LSE from 7:30 a.m. May 6, 2026
• Cancellation of Carnival plc listing expected to take effect May 7, 2026

Argus May 1 session

+0.60% close to close Open Argus

Details

News Market Reaction – CUK

On May 1, the day this news came out, CUK closed 0.60% above the previous close.

Data tracked by StockTitan Argus for the May 1 session.

Key Figures

Court sanction date: April 20, 2026 Scheme effective date: May 7, 2026 Scheme Record Time: 6.00 p.m. on May 5, 2026 +5 more

Court sanction date

April 20, 2026

Shareholders voted in favor of DLC Unification and redomiciliation

Scheme effective date

May 7, 2026

Expected delivery of Court Order to UK Registrar of Companies

Scheme Record Time

6.00 p.m. on May 5, 2026

Time for determining entitlements under the Scheme

CREST disable time

6.00 p.m. on May 5, 2026

Carnival plc ordinary shares disabled in CREST

Listing suspension time

7.30 a.m. on May 6, 2026

Suspension of Carnival plc ordinary shares on London Stock Exchange

Delisting time

8.00 a.m. on May 7, 2026

Cancellation of listing and trading of Carnival plc ordinary shares

Shareholder document date

February 27, 2026

Combined shareholder document and Form S-4/proxy statement

Current price

$26.45

Price before news, up 3.44% on the day

Historical Context

5 past events · Latest: Apr 29

5 events

1. Apr 29

   Awards/recognition

   24h Move

   -2.8%

   Princess Cruises restaurants received 2026 International Five Star Diamond Award.

2. Apr 23

   Product/itinerary update

   24h Move

   -1.0%

   Holland America Line launched 2026 Alaska season with 100+ voyages and upgrades.

3. Apr 23

   Program expansion

   24h Move

   -1.0%

   Expansion of Mexico maritime cadet apprenticeship program adding Princess Cruises.

4. Apr 23

   Awards/recognition

   24h Move

   -1.0%

   Star Princess named to Condé Nast Traveler’s 2026 Hot List for new ship design.

5. Apr 22

   Marketing/event

   24h Move

   -1.0%

   Announcement of free Alaska-themed drone show tied to Star Princess Alaska season.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

scheme of arrangement, dlc unification, redomiciliation, crest, +4 more

8 terms

scheme of arrangement regulatory

"Court Sanction of Scheme of Arrangement"

A scheme of arrangement is a legal agreement between a company and its shareholders or creditors to reorganize or settle debts, often to avoid bankruptcy or make big changes. It’s like a carefully planned handshake that everyone agrees to, helping the company stay afloat or improve its financial health.

dlc unification technical

"proposed DLC Unification (unification of Carnival Corporation and Carnival plc's"

DLC unification is the process of combining two separately listed but economically linked companies into a single legal and share structure, turning what were effectively two houses under one roof into a single home. For investors it matters because unification can simplify ownership, change how shares trade and are taxed, improve liquidity, and alter control and dividend policies—any of which can affect the stock’s market value and ease of buying or selling.

redomiciliation regulatory

"proposed redomiciliation of Carnival Corporation from Panama to Bermuda"

Redomiciliation is when a company legally changes its country of incorporation while keeping the same business and assets, like moving a house to a new neighborhood but keeping the same furniture. Investors care because the company then follows a different set of laws and tax rules, which can change shareholder rights, reporting standards, dividend treatment and the ease of trading the stock, potentially affecting risk and return.

crest technical

"ordinary shares will be disabled in CREST from 6.00 p.m. on that date"

A crest is the highest point reached by a price, indicator, or trend — like the top of a wave — before it levels off or turns downward. Investors watch crests because they signal potential turning points: a crest can mark a market peak where gains may slow or reverse, help time selling decisions, or indicate when a rally has run its course, much as a surfer reads a wave’s crest to decide when to ride or bail.

official list regulatory

"The listing of Carnival plc's ordinary shares on the Official List and dealings"

An official list is the stock exchange’s published roster of companies and securities that have met the exchange’s rules and are approved for listing and public trading. For investors it signals that a company must follow specific disclosure, reporting and governance standards, which helps with transparency, potential liquidity and legal protections — like seeing a product on a store’s certified shelf rather than an unregulated market stall.

form s-4 regulatory

"document dated February 27, 2026, comprising a registration statement on Form S-4"

A Form S-4 is a legal document that companies file with the government to announce and explain a major business move, such as a merger or acquisition. It provides detailed information to help investors understand how the deal might affect the company's value and future prospects, similar to a detailed blueprint that clarifies the impact of a significant change.

regulation 14a regulatory

"joint definitive proxy statement in compliance with Regulation 14A of the U.S."

Regulation 14A is a U.S. securities rule that governs how companies prepare, disclose and distribute proxy materials when asking shareholders to vote on matters like board elections, mergers or executive pay. Think of it as a rulebook and checklist that forces clear, timely information and limits misleading persuasion so investors can make informed voting choices; those votes can change who runs a company and influence its strategy and value.

uk companies act 2006 regulatory

"Exchange Act of 1934 and section 897 of the UK Companies Act 2006"

A UK law that sets the rules for how companies are formed, run and wound up, including directors’ duties, shareholder rights, financial reporting and filing requirements. Think of it as the instruction manual and rulebook for businesses: it determines what information companies must disclose, how leaders are held responsible, and what rights investors have — all of which affect transparency, risk and the value of an investment.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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MIAMI, May 1, 2026 /PRNewswire/ -- On April 20, 2026, Carnival Corporation & plc (NYSE: CCL) (LSE: CCL) (NYSE: CUK) announced that their shareholders had voted in favor of the proposed DLC Unification (unification of Carnival Corporation and Carnival plc's dual-listed company structure) and the proposed redomiciliation of Carnival Corporation from Panama to Bermuda. Carnival Corporation & plc are pleased to announce that the UK Court has today sanctioned the Scheme pursuant to which the DLC Unification is being implemented.

Next Steps and Timetable

The expected timetable of principal events remains as set out on pages viii and ix of the combined shareholder document referred to below.

The Scheme remains conditional on, and will become effective upon, the delivery of a copy of the Court Order to the UK Registrar of Companies, which is expected to occur on May 7, 2026.

The Scheme Record Time is expected to be 6.00 p.m. on May 5, 2026.

The last day for dealings in, and for registrations of transfers of, Carnival plc's ordinary shares is expected to be May 5, 2026, and Carnival plc's ordinary shares will be disabled in CREST from 6.00 p.m. on that date.

The listing of Carnival plc's ordinary shares on the Official List and dealings in such shares on the London Stock Exchange's Main Market for Listed Securities are expected to be suspended with effect from 7.30 a.m. on May 6, 2026. London Stock Exchange's Main Market for listed securities. It is expected that the cancellation of admission to listing and to trading of Carnival plc's ordinary shares will take effect from 8.00 a.m. on May 7, 2026.

A further announcement will be made when the DLC Unification and Redomiciliation Transactions have completed, which is expected to occur on May 7, 2026.

General

Capitalized terms used but not otherwise defined in this announcement have the meanings given in the combined shareholder document dated February 27, 2026, comprising a registration statement on Form S-4 and a joint definitive proxy statement in compliance with Regulation 14A of the U.S. Securities Exchange Act of 1934 and section 897 of the UK Companies Act 2006. All references to times in this announcement are to London times unless otherwise stated.

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.

For more information, please visit 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.

View original content:https://www.prnewswire.com/news-releases/court-sanction-of-scheme-of-arrangement-302760107.html

SOURCE Carnival Corporation & plc

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Carnival (CCL) announce about DLC Unification on May 1, 2026?

The UK Court sanctioned the Scheme to implement DLC Unification and redomiciliation. According to the company, the Scheme remains conditional on delivering the Court Order to the UK Registrar of Companies, expected to occur on May 7, 2026.

When is the Scheme Record Time for Carnival (CCL) DLC Unification?

The Scheme Record Time is expected to be 6:00 p.m. London time on May 5, 2026. According to the company, that Record Time determines shareholders entitled under the Scheme before listings and transfers are disabled.

How will Carnival plc trading be affected during the DLC Unification process (CCL)?

Carnival plc ordinary shares are expected disabled in CREST from 6:00 p.m. on May 5, 2026. According to the company, LSE dealings are expected suspended from 7:30 a.m. on May 6, 2026, ahead of cancellation on May 7, 2026.

When will the Carnival (CCL) Scheme likely become effective and listings cancelled?

The Scheme is expected to become effective when a copy of the Court Order is delivered to the UK Registrar, anticipated on May 7, 2026. According to the company, cancellation of Carnival plc admission is expected to take effect from 8:00 a.m. May 7, 2026.

Will Carnival (CCL) provide further announcements about the DLC Unification completion?

Yes. According to the company, a further announcement will be made when the DLC Unification and redomiciliation transactions have completed, which the company expects to occur on May 7, 2026.