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Carnival logoCarnival CCL

Carnival said on September 30, 2025 it priced a private offering of $1.25 billion aggregate principal amount of 5.125% senior unsecured notes due 2029.

8-KRegulation FD DisclosureFiled Period of report Summary published (UTC)

Key points

AI summary
  1. Carnival said on September 30, 2025 it priced a private offering of $1.25 billion aggregate principal amount of 5.125% senior unsecured notes due 2029.

  2. The company said it expects to use the proceeds from the offering, together with cash on hand, to redeem $2.0 billion 6.000% senior unsecured notes due 2029 after the closing of the offering. It added that the press release does not constitute a notice of redemption with respect to those notes.

  3. Carnival said the offering is expected to close on October 15, 2025, subject to customary closing conditions. The notes will pay interest at a rate of 5.125% per year, beginning on May 1, 2026, semi-annually on May 1 and November 1 of each year, and will mature on May 1, 2029.

  4. The company said the notes will be fully and unconditionally guaranteed on an unsecured basis, jointly and severally, by Carnival plc and certain of its and Carnival plc's subsidiaries. It added that the indenture governing the notes will have investment grade-style covenants. The notes are being offered only to qualified institutional buyers in reliance on Rule 144A and, outside the United States, only to non-U.S. investors pursuant to Regulation S, and will not be registered under the Securities Act or any state securities laws.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Pricing of $1.25 billion 5.125% Senior Unsecured Notes

Carnival said on September 30, 2025 it priced a private offering of $1.25 billion aggregate principal amount of 5.125% senior unsecured notes due 2029.

Source · Based on the filing body and exhibits

Proceeds to Redeem $2.0 billion 6.000% Notes

The company said it expects to use the proceeds from the offering, together with cash on hand, to redeem $2.0 billion 6.000% senior unsecured notes due 2029 after the closing of the offering. It added that the press release does not constitute a notice of redemption with respect to those notes.

Source · Based on the filing body and exhibits

Expected Closing Date, Interest Payment Schedule and Maturity

Carnival said the offering is expected to close on October 15, 2025, subject to customary closing conditions. The notes will pay interest at a rate of 5.125% per year, beginning on May 1, 2026, semi-annually on May 1 and November 1 of each year, and will mature on May 1, 2029.

Source · Based on the filing body and exhibits

Guarantee Structure, Covenants and Offering Restrictions

The company said the notes will be fully and unconditionally guaranteed on an unsecured basis, jointly and severally, by Carnival plc and certain of its and Carnival plc's subsidiaries. It added that the indenture governing the notes will have investment grade-style covenants. The notes are being offered only to qualified institutional buyers in reliance on Rule 144A and, outside the United States, only to non-U.S. investors pursuant to Regulation S, and will not be registered under the Securities Act or any state securities laws.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.