Carnival Corporation & plc has closed its previously announced private offering of ?500 million aggregate principal amount of 5.75% senior unsecured notes due 2030. The Company will use the net proceeds from the Notes Offering, together with cash on hand, to redeem its ?500 million 7.625% senior unsecured notes due 2026, resulting in a reduction in interest expense of nearly 2%. The redemption will occur on April 26, 2024, following the satisfaction of the redemption condition.

In addition, the Company has closed its previously announced repricing of approximately $1.75 billion of first-priority senior secured term loans under its first-priority senior secured term loan facility maturing in 2028 and approximately $1 billion of first-priority senior secured term loans under its first-priority senior secured term loan facility maturing in 2027. As part of the Repricing Transaction, the Company has made a partial prepayment of $500 million under the 2028 Secured Term Loan Facility and a partial prepayment of $300 million under the 2027 Secured Term Loan Facility. The Notes Offering, the redemption of the 2026 Euro Unsecured Notes and the Repricing Transaction are a continuation of the Company's ongoing debt and interest expense reduction and capital structure simplification.

Together, the reduction in both interest rates and total debt is expected to result in a reduction of net interest expense of over $30 million for the remainder of 2024 and over $50 million on an annualized basis. The Notes will pay interest annually on January 15 of each year, beginning on January 15, 2025, at a rate of 5.750% per year. The Notes will be unsecured and will mature on January 15, 2030.

The Notes will be guaranteed, on an unsecured basis, by Carnival plc and certain of the Company's and Carnival plc's subsidiaries that also guarantee its first-priority secured indebtedness, certain of its other unsecured notes and its convertible notes. The 2028 Repriced Loans bear interest at a rate per annum equal to SOFR with a 0.75% floor, plus a margin equal to 2.75%, and will mature in 2028. The 2027 Repriced Loans bear interest at a rate per annum equal to SOFR with a 0.75% floor, plus a margin equal to 2.75%, and will mature in 2027.

PJT Partners served as independent financial advisor to Carnival Corporation & plc.