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Carnival PLC - Carnival Closing Equity Offering, Repurchasing Notes

Carnival Corporation & plc Announces Closing of an Equity Offering and Repurchase of Convertible Notes

, /PRNewswire/ -- Carnival Corporation & plc (NYSE/LSE: CCL; NYSE: CUK), today announced that Carnival Corporation (the "Corporation") has closed its previously announced registered direct offering of 49.2 million shares of its common stock at a price of per share to a limited number of holders of its 5.75% Convertible Senior Notes due 2023 (the "Convertible Notes"). The Corporation used the proceeds from this closing to repurchase principal amount of its Convertible Notes in privately negotiated transactions.MIAMINov. 19, 2020$18.05$427.9 million

The Corporation expects to close an additional 8.2 million shares as part of the registered direct offering on . The Corporation intends to use the net proceeds from the closing to repurchase an additional principal amount of its Convertible Notes in a privately negotiated transaction.November 20, 2020November 20, 2020$71.5 million

Following these note repurchases, an aggregate of principal amount of the Corporation's Convertible Notes will remain outstanding.$627.5 million

Goldman Sachs & Co. LLC acted as the exclusive placement agent for the registered direct offering. PJT Partners LP served as independent financial advisor to the Corporation for the registered direct offering. A shelf registration statement relating to the shares was previously filed with the U.S. Securities and Exchange Commission ("SEC") and is effective. The registered direct offering was made only by means of a prospectus supplement and an accompanying base prospectus. A prospectus supplement and accompanying base prospectus relating to the registered direct offering have been filed with the SEC and are available on the SEC's website at . Copies of the prospectus supplement and accompanying base prospectus relating to the registered direct offering may be obtained from Goldman Sachs & Co. LLC, Prospectus Department, , 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by emailing ).www.sec.govprospectus-ny@ny.email.gs.com200 West StreetNew York, New York

This press release does not constitute an offer to sell or a solicitation of an offer to buy shares of common stock or any other securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to the registration and qualification under the securities laws of such state or jurisdiction.

About Carnival Corporation & plc

Carnival Corporation & plc is one of the world's largest leisure travel companies with a portfolio of nine of the world's leading cruise lines. With operations in North America, Australia, Europe and Asia, its portfolio features Carnival Cruise Line, Princess Cruises, Holland America Line, Seabourn, P&O Cruises (), Costa Cruises, AIDA Cruises, P&O Cruises () and Cunard.AustraliaUK

Cautionary Note Concerning Factors That May Affect Future Results

Carnival Corporation and Carnival plc and their respective subsidiaries are referred to collectively in this press release as "Carnival Corporation & plc," "our," "us" and "we." Some of the statements, estimates or projections contained in this document are "forward-looking statements" that involve risks, uncertainties and assumptions with respect to us, including some statements concerning the financing transactions described herein, future results, operations, outlooks, plans, goals, reputation, cash flows, liquidity and other events which have not yet occurred. These statements are intended to qualify for the safe harbors from liability provided by Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical facts are statements that could be deemed forward-looking. These statements are based on current expectations, estimates, forecasts and projections about our business and the industry in which we operate and the beliefs and assumptions of our management. We have tried, whenever possible, to identify these statements by using words like "will," "may," "could," "should," "would," "believe," "depends," "expect," "goal," "anticipate," "forecast," "project," "future," "intend," "plan," "estimate," "target," "indicate," "outlook," and similar expressions of future intent or the negative of such terms.

Forward-looking statements include those statements that relate to our outlook and financial position including, but not limited to, statements regarding:

Because forward-looking statements involve risks and uncertainties, there are many factors that could cause our actual results, performance or achievements to differ materially from those expressed or implied by our forward-looking statements. This note contains important cautionary statements of the known factors that we consider could materially affect the accuracy of our forward-looking statements and adversely affect our business, results of operations and financial position. Additionally, many of these risks and uncertainties are currently amplified by and will continue to be amplified by, or in the future may be amplified by, the COVID-19 outbreak. It is not possible to predict or identify all such risks. There may be additional risks that we consider immaterial or which are unknown.  These factors include, but are not limited to, the following:

The ordering of the risk factors set forth above is not intended to reflect our indication of priority or likelihood.

Forward-looking statements should not be relied upon as a prediction of actual results. Subject to any continuing obligations under applicable law or any relevant stock exchange rules, we expressly disclaim any obligation to disseminate, after the date of this document, any updates or revisions to any such forward-looking statements to reflect any change in expectations or events, conditions or circumstances on which any such statements are based.

CONTACT: , Carnival Corporation, , (305) 406-7862; , LDWW, , (727) 452-4538Roger FrizzellMike Flanaganrfrizzell@carnival.commike@ldwwgroup.com

--  Pricing
    --  Booking levels
    --  Occupancy
    --  Interest, tax and fuel expenses
    --  Currency exchange rates
    --  Net cruise costs, excluding fuel per available lower berth day
    --  Estimates of ship depreciable lives and residual values
    --  Goodwill, ship and trademark fair values
    --  Liquidity and credit ratings
    --  Adjusted earnings per share
    --  The impact of the COVID-19 coronavirus global pandemic on our financial
        condition and results of operations
--  COVID-19 has had, and is expected to continue to have, a significant
        impact on our financial condition and operations, which impacts our
        ability to obtain acceptable financing to fund resulting reductions in
        cash from operations. The current, and uncertain future, impact of the
        COVID-19 outbreak, including its effect on the ability or desire of
        people to travel (including on cruises), is expected to continue to
        impact our results, operations, outlooks, plans, goals, reputation,
        litigation, cash flows, liquidity, and stock price;
    --  As a result of the COVID-19 outbreak, we may be out of compliance with a
        maintenance covenant in certain of our debt facilities, for which we
        have waivers for the period through  with the next
        testing date of ;
    --  World events impacting the ability or desire of people to travel may
        lead to a decline in demand for cruises;
    --  Incidents concerning our ships, guests or the cruise vacation industry
        as well as adverse weather conditions and other natural disasters may
        impact the satisfaction of our guests and crew and lead to reputational
    --  Changes in and non-compliance with laws and regulations under which we
        operate, such as those relating to health, environment, safety and
        security, data privacy and protection, anti-corruption, economic
        sanctions, trade protection and tax may lead to litigation, enforcement
        actions, fines, penalties and reputational damage;
    --  Breaches in data security and lapses in data privacy as well as
        disruptions and other damages to our principal offices, information
        technology operations and system networks, including the recent
        ransomware incident, and failure to keep pace with developments in
        technology may adversely impact our business operations, the
        satisfaction of our guests and crew and lead to reputational damage;
    --  Ability to recruit, develop and retain qualified shipboard personnel who
        live away from home for extended periods of time may adversely impact
        our business operations, guest services and satisfaction;
    --  Increases in fuel prices, changes in the types of fuel consumed and
        availability of fuel supply may adversely impact our scheduled
        itineraries and costs;
    --  Fluctuations in foreign currency exchange rates may adversely impact our
        financial results;
    --  Overcapacity and competition in the cruise and land-based vacation
        industry may lead to a decline in our cruise sales, pricing and
        destination options;
    --  Geographic regions in which we try to expand our business may be slow to
        develop or ultimately not develop how we expect; and
    --  Inability to implement our shipbuilding programs and ship repairs,
        maintenance and refurbishments may adversely impact our business
        operations and the satisfaction of our guests.November 30, 2021February 28, 2022

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