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Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
Material Modification to Rights of Security Holders. The information set forth in the Introductory Note and Items 2.01, 3.01 and 5.03 of this Current Report on Form 8-K is incorporated herein by reference. As a result of the Redomiciliation and the adoption of the Carnival Corporation Ltd. Constitutional Documents described in
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. The information set forth in the Introductory Note and
Changes in Control of Registrant. The information set forth in the Introductory Note and
Unregistered Sales of Equity Securities. The information set forth in the Introductory Note and
Termination of a Material Definitive Agreement. The information set forth in the Introductory Note and
Completion of Acquisition or Disposition of Assets. The DLC Unification and Redomiciliation Transactions were implemented by way of a Court-approved scheme of arrangement under Part 26 of the UK Companies Act 2006 (the “Scheme of Arrangement”) between Carnival plc and the holders of Carnival plc Shares subject to the scheme of arrangement (the “Scheme Shareholders”). Pursuant to the Scheme of Arrangement, all Carnival plc Shares (other than certain excluded shares) were acquired by Carnival C…
Results of Operations and Financial Condition . On March 27, 2026, Carnival Corporation & plc issued a press release entitled “ CARNIVAL CORPORATION & PLC ACHIEVES RECORD FIRST QUARTER OPERATING RESULTS AND RECORD BOOKINGS .” A copy of this press release is furnished as Exhibit 99.1 to this report. This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing of either Carnival C…
Entry into a Material Definitive Agreement. Unification Agreement On February 20, 2026, Carnival Corporation and Carnival plc entered into a unification agreement (the “Unification Agreement”). Pursuant to the Unification Agreement, Carnival Corporation and Carnival plc agreed to cooperate and use reasonable endeavors to implement the unification of Carnival Corporation and Carnival plc’s dual listed company structure under a single company, Carnival Corporation, with Carnival plc as its whol…
Material Modification to Rights of Security Holders. The information in
Entry into a Material Definitive Agreement. Amendment No. 1 to the Amended and Restated Deposit Agreement On February 12, 2026, Carnival plc, a public limited company organized under the laws of England and Wales (the “Company”), entered into Amendment No. 1 (the “Amendment”) to the Amended and Restated Deposit Agreement, dated as of April 21, 2003 (the “Deposit Agreement”), among the Company, JP Morgan Chase Bank, N.A., as Depositary (the “Depositary”), and all holders from time to time of A…
Results of Operations and Financial Condition . On December 19, 2025, Carnival Corporation & plc issued a press release entitled “ CARNIVAL CORPORATION & PLC ACHIEVES RECORD FULL YEAR ADJUSTED NET INCOME AND INVESTMENT GRADE LEVERAGE METRICS, REINSTATES DIVIDEND ” A copy of this press release is furnished as Exhibit 99.1 to this report. This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by referen…
Entry into a Material Definitive Agreement. Indenture On October 15, 2025, Carnival Corporation (the “Company”) closed its previously announced private offering (the “Notes Offering”) of $1.25 billion aggregate principal amount of 5.125% senior unsecured notes due 2029 (the “Notes”). The Notes were issued pursuant to an indenture, dated as of October 15, 2025 (the “Indenture”), among the Company, Carnival plc, the subsidiary guarantors party thereto and U.S. Bank Trust Company, National Assoc…
Regulation FD Disclosure. On October 15, 2025, the Company issued a notice of redemption for all of the $2.0 billion aggregate principal amount of its 2029 Unsecured Notes to be redeemed on November 1, 2025 (the “Redemption Date”) at a redemption price equal to 101.500% of the principal amount of the 2029 Unsecured Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the Redemption Date. On October 15, 2025, the Company issued a press release announcing the closing of the…
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information in
Regulation FD. On September 30, 2025, Carnival Corporation & plc issued a press release announcing that Carnival Corporation (the “Company”) has priced a private offering of $1.25 billion aggregate principal amount of 5.125% senior unsecured notes due 2029 (the “Notes Offering”). 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 Statemen…
Regulation FD. On September 30, 2025, Carnival Corporation & plc issued a press release announcing that Carnival Corporation (the “Company”) commenced a private offering (the “Notes Offering”) of new senior unsecured notes in an aggregate principal amount of $1.25 billion, expected to mature in 2029. The Company intends to use the proceeds, together with cash on hand, to fully redeem its $2.0 billion 6.000% senior unsecured notes due 2029 (the “2029 Unsecured Notes”) after the closing of the…
Results of Operations and Financial Condition . On September 29, 2025, Carnival Corporation & plc issued a press release entitled “ CARNIVAL CORPORATION & PLC ACHIEVES ALL-TIME HIGH FINANCIAL RESULTS WITH NET INCOME OF $1.9 BILLION (ADJUSTED NET INCOME OF $2 BILLION) .” A copy of this press release is furnished as Exhibit 99.1 to this report. This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by r…
Regulation FD Disclosure . On September 29, 2025, pursuant to the indenture, dated as of November 18, 2022 (the “Convertible Notes Indenture”), by and among Carnival Corporation (the “Company”), Carnival plc, the other guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee, the Company issued a notice of redemption for the entire outstanding principal amount of its 5.75% convertible senior notes due 2027 (the “Convertible Notes”) to be redeemed on December 5, 2…
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information in
Entry into a Material Definitive Agreement. Indenture On July 16, 2025, Carnival Corporation (the “Company”) closed its previously announced private offering (the “Notes Offering”) of $3.0 billion aggregate principal amount of 5.75% senior unsecured notes due 2032 (the “Notes”). The Notes were issued pursuant to an indenture, dated as of July 16, 2025 (the “Indenture”), among the Company, Carnival plc, the subsidiary guarantors party thereto and U.S. Bank Trust Company, National Association,…
Regulation FD. On July 7, 2025, Carnival Corporation & plc issued a press release announcing that Carnival Corporation (the “Company”) has priced a private offering of $3.0 billion aggregate principal amount of 5.750% senior unsecured notes due 2032 (the “Notes Offering”). In connection with the pricing of the Notes Offering, the Company issued a conditional notice of redemption for $2.4 billion aggregate principal amount of the Company’s 5.750% senior unsecured notes due 2027 (the “2027 Unse…
Regulation FD. On July 7, 2025, Carnival Corporation & plc issued a press release announcing that Carnival Corporation (the “Company”) commenced a private offering (the “Notes Offering”) of new senior unsecured notes in an aggregate principal amount of $2.0 billion, expected to mature in 2032, to fully repay the borrowings under Carnival Corporation's first-priority senior secured term loan facility maturing in 2028. The Company intends to use the remaining proceeds and cash on hand to partia…
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information in
Entry into a Material Definitive Agreement. Indenture On July 7, 2025, Carnival plc (the “Company”) closed its previously announced private offering (the “Notes Offering”) of €1.0 billion aggregate principal amount of 4.125% senior unsecured notes due 2031 (the “Notes”). The Notes were issued pursuant to an indenture, dated as of July 7, 2025 (the “Indenture”), among the Company, Carnival Corporation, the subsidiary guarantors party thereto and U.S. Bank Trust Company, National Association, a…
Regulation FD. On June 30, 2025, Carnival Corporation & plc issued a press release announcing that Carnival plc (the “Company”) commenced a private offering of new senior unsecured notes in an aggregate principal amount of €1.0 billion, expected to mature in 2031, to fully repay the borrowings under Carnival Corporation’s first-priority senior secured term loan facility maturing in 2027 and to repay a portion of the borrowings under Carnival Corporation's first-priority senior secured term lo…
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