Carnival Corporation & plc Announces Upsizing and Pricing of $3.5 Billion Senior Unsecured Notes due 2027
Carnival Corporation & plc (NYSE/LSE: CCL; NYSE: CUK) (the "Company") announced that Carnival Corporation (the "Corporation") has priced the private offerings of $3.5 billion aggregate principal amount of 5.75% senior unsecured notes due 2027 (the "Senior Unsecured Notes"). The aggregate principal amount of Senior Unsecured Notes to be issued was increased to $3.5 billion. The offering of the Senior Unsecured Notes is expected to close on February 16, 2021, subject to customary closing conditions.
The Senior Unsecured Notes will pay interest semi-annually on March 1 and September 1 of each year, beginning on September 1, 2021, at a rate of 5.75% per year. The Senior Unsecured Notes will be unsecured and will mature on March 1, 2027.
The Senior Unsecured Notes will be fully and unconditionally guaranteed on an unsecured basis, jointly and severally, by Carnival plc and certain of the Corporation's and Carnival plc's subsidiaries that own or operate our vessels and material intellectual property and that guarantee certain of the Corporation's first-priority secured indebtedness, and the Corporation's second-priority secured indebtedness.
The Corporation expects to use the net proceeds from the offering of Senior Unsecured Notes to make scheduled principal payments on debt during 2021 and for general corporate purposes, including, without limitation, the financing or refinancing of a portion of the purchase price, rental payments, costs and expenses related to certain of our current and future property, plant and equipment (including leased assets and vessels) and their repair, replacement and improvements, as well as any other payments related to our vessels' ready-for-sea costs, in each case to the extent such amounts are not covered by the Corporation's existing and future export credit facilities.
The Senior Unsecured 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 Senior Unsecured 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 a solicitation of an offer to buy the Senior Unsecured Notes or any other securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful.
PJT Partners is serving as independent financial advisor to the Company.
Feb 11 2021
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