CARNIVAL PLC — fact timeline

CARNIVAL PLC: Carnival Corporation migrated its jurisdiction of incorporation from Panama to Bermuda and changed its name to Carnival Corporation Ltd., as part of the DLC Unification and Redomiciliation Transactions (effective 2026-05-07).

“In addition, Carnival Corporation also migrated its jurisdiction of incorporation from the Republic of Panama to Bermuda and changed its name to "Carnival Corporation Ltd." (the "Redomiciliation" and, together with the DLC Unification, the "DLC Unification and Redomiciliation Transactions").”

CARNIVAL PLC underwent a change of control involving Carnival Corporation Ltd. for each Carnival plc shareholder ... is entitled to receive one Common Share of Carnival Corporation Ltd. for each Carnival plc ordinary share held (closed 2026-05-07).

“On May 7, 2026, Carnival Corporation and Carnival plc completed the unification of their dual listed company structure under a single company, Carnival Corporation Ltd., with Carnival plc as a UK subsidiary of Carnival Corporation Ltd.”

CARNIVAL PLC reported first quarter 2026 results: revenue $6.2 billion, net income $258 million, EPS $0.19.

“Carnival Corporation & plc (NYSE/LSE: CCL; NYSE: CUK) announced financial results for the first quarter 2026 and provided an updated outlook. • D iluted EPS of $0.19 and adjusted EPS 1 of $0.20, up 50 percent compared to the prior year. • Record revenues 2 of $6.2 billion, gross margin yields up nearly 10 percent and record net yields 1,2 (in constant currency), outperforming guidance on strong close-in demand.”

CARNIVAL PLC entered into Unification Agreement with Carnival Corporation (effective 2026-02-20).

“On February 20, 2026, Carnival Corporation and Carnival plc entered into a unification agreement (the “Unification Agreement”).”

CARNIVAL PLC amended Amendment No. 1 with JP Morgan Chase Bank, N.A. (effective 2026-02-12).

“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 American Depositary Receipts (“ADRs”) issued thereunder.”

CARNIVAL PLC incurred senior notes of $1.25 billion with U.S. Bank Trust Company, National Association at 5.125% maturing May 1, 2029.

“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”).”

CARNIVAL PLC incurred senior notes of $3.0 billion aggregate principal amount with U.S. Bank Trust Company, National Association at 5.75% per year maturing August 1, 2032.

“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”).”

CARNIVAL PLC incurred senior notes of €1.0 billion aggregate principal amount with U.S. Bank Trust Company, National Association at 4.125% per year maturing July 15, 2031.

“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”).”

CARNIVAL PLC incurred revolving credit of $4.5 billion with JPMorgan Chase Bank, N.A., as administrative agent and a syndicate of financial institutions at term SOFR, EURIBOR, or daily SONIA, as applicable, plus a margin based on the lo maturing June 13, 2030.

“On June 13, 2025, Carnival Corporation and Carnival plc, each as a borrower, entered into a new $4.5 billion multi-currency revolving credit agreement (the “New Revolver”) with a syndicate of financial institutions (the “Lenders”) and JPMorgan Chase Bank, N.A., as administrative agent.”

CARNIVAL PLC incurred senior notes of $1.0 billion with Qualified Institutional Buyers and non-U.S. investors in Rule 144A/Reg S offering at 5.875% per annum maturing June 15, 2031.

“On May 21, 2025, Carnival Corporation (the “Company”) closed its previously announced private offering (the “Notes Offering”) of $1.0 billion aggregate principal amount of 5.875% senior unsecured notes due 2031 (the “Notes”).”

CARNIVAL PLC incurred senior notes of $1.0 billion with U.S. Bank Trust Company, National Association at 5.750% maturing March 15, 2030.

“closed its previously announced private offering (the “Notes Offering”) of $1.0 billion aggregate principal amount of 5.750% senior unsecured notes due 2030”

CARNIVAL PLC incurred senior notes of $2.0 billion aggregate principal amount with U.S. Bank Trust Company, National Association at 6.125% per year maturing February 15, 2033.

“On February 7, 2025, Carnival Corporation (the “Company”) closed its previously announced private offering (the “Notes Offering”) of $2.0 billion aggregate principal amount of 6.125% senior unsecured notes due 2033 (the “Notes”).”

Sara Mathew departed as Director at CARNIVAL PLC.

“On January 9, 2025, Sara Mathew notified Carnival Corporation and Carnival plc (together, the “Company”) that she has made the decision not to stand for re-election at the 2025 Annual Meetings of Shareholders to allow her to focus on her other business ventures.”

CARNIVAL PLC amended term loan of approximately $1.75 billion with JPMorgan Chase Bank, N.A. at SOFR with a 0.75% floor, plus a margin equal to 2.75% maturing 2028.

“The 2028 Repricing Amendment reprices approximately $1.75 billion of first-priority senior secured term loans maturing in 2028 (the “2028 Repriced Loans”) under the 2028 Term Loan Credit Agreement”

CARNIVAL PLC amended term loan of approximately $1 billion with JPMorgan Chase Bank, N.A. at SOFR with a 0.75% floor, plus a margin equal to 2.75% maturing 2027.

“The 2027 Repricing Amendment reprices approximately $1 billion of first-priority senior secured term loans maturing in 2027 (the “2027 Repriced Loans”) under the 2027 Term Loan Credit Agreement”

CARNIVAL PLC incurred senior notes of €500 million aggregate principal amount with U.S. Bank Trust Company, National Association at 5.750% per year maturing January 15, 2030.

“closed its previously announced private offering (the “Notes Offering”) of €500 million aggregate principal amount of 5.750% senior unsecured notes due 2030 (the “Notes”).”

CARNIVAL PLC entered into Repricing Amendment No. 6 to the Term Loan Agreement dated as of June 30, 2020 with JPMorgan Chase Bank, N.A. valued at reprices approximately $1.75 billion of first-priority senior secured term loans maturing in 2028 to (effective 2024-04-25).

“(y) the Repricing Amendment No. 6 (the “2028 Repricing Amendment”, and together with the 2027 Repricing Amendment, the “Repricing Amendments”) to the Term Loan Agreement dated as of June 30, 2020 (the “2028 Term Loan Credit Agreement”), among the Company and Carnival Finance, LLC, as borrowers, Carnival plc, as a guarantor, certain other subsidiary guarantors party thereto, and JPMorgan Chase Bank, N.A., as administrative agent.”

CARNIVAL PLC entered into Repricing Amendment No. 1 to the Term Loan Agreement dated August 8, 2023 with JPMorgan Chase Bank, N.A. valued at reprices approximately $1 billion of first-priority senior secured term loans maturing in 2027 to be (effective 2024-04-25).

“On April 25, 2024, the Company entered into (x) the Repricing Amendment No. 1 (the “2027 Repricing Amendment”) to the Term Loan Agreement dated August 8, 2023 (the “2027 Term Loan Credit Agreement”), among the Company and Carnival Finance, LLC, as borrowers, Carnival plc, as a guarantor, certain other subsidiary guarantors party thereto, and JPMorgan Chase Bank, N.A., as administrative agent”

CARNIVAL PLC entered into Indenture with U.S. Bank Trust Company, National Association valued at €500 million aggregate principal amount of 5.750% senior unsecured notes due 2030 (effective 2024-04-25).

“On April 25, 2024, Carnival Corporation (the “Company”) closed its previously announced private offering (the “Notes Offering”) of €500 million aggregate principal amount of 5.750% senior unsecured notes due 2030 (the “Notes”). The Notes were issued pursuant to an indenture, dated as of April 25, 2024 (the “Indenture”), among the Company, Carnival plc, the subsidiary guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee.”

Lars Ljoen changed role as Chief Maritime Officer at CARNIVAL PLC.

“Lars Ljoen, who is currently Chief Operations Officer of Carnival Cruise Line, will assume the role of Chief Maritime Officer of the Company effective February 1, 2025.”

William Burke changed role as Chief Maritime Officer at CARNIVAL PLC.

“William Burke, Chief Maritime Officer and a named executive officer of Carnival Corporation and Carnival plc (the “Company”), notified the Company that he is stepping down from this role effective February 1, 2025.”

CARNIVAL PLC shareholders approved Approve the Carnival plc 2024 Employee Share Plan at the 2024-04-05 meeting.

“To approve the Carnival plc 2024 Employee Share Plan 622,388,403 13,228,941 1,150,909 201,653,034”

CARNIVAL PLC shareholders approved Approve general authority for Carnival plc to buy back Carnival plc ordinary shares in the open market at the 2024-04-05 meeting.

“To approve a general authority for Carnival plc to buy back Carnival plc ordinary shares in the open market 827,543,713 6,395,976 4,481,598 0”

CARNIVAL PLC shareholders approved Approve disapplication of pre-emption rights in relation to allotment of new shares and sale of treasury shares by Carnival plc at the 2024-04-05 meeting.

“To approve, subject to Proposal 18 passing, the disapplication of pre-emption rights in relation to the allotment of new shares and sale of treasury shares by Carnival plc 810,122,513 22,685,131 5,613,643 0”

CARNIVAL PLC shareholders approved Approve authority for the allotment of new shares by Carnival plc at the 2024-04-05 meeting.

“To approve the giving of authority for the allotment of new shares by Carnival plc 785,855,016 48,028,425 4,537,846 0”

CARNIVAL PLC shareholders approved Receive the accounts and reports of the Directors and auditor of Carnival plc for the year ended November 30, 2023 at the 2024-04-05 meeting.

“To receive the accounts and reports of the Directors and auditor of Carnival plc for the year ended November 30, 2023 827,165,577 2,812,738 8,442,972 0”

CARNIVAL PLC shareholders approved Authorize the Audit Committee of Carnival plc to determine the remuneration of the independent auditor of Carnival plc at the 2024-04-05 meeting.

“To authorize the Audit Committee of Carnival plc to determine the remuneration of the independent auditor of Carnival plc 828,617,609 5,840,565 3,963,113 0”

CARNIVAL PLC shareholders approved Appoint Deloitte LLP as independent auditor for Carnival plc and ratify selection of Deloitte & Touche LLP for Carnival Corporation at the 2024-04-05 meeting.

“To appoint Deloitte LLP as independent auditor for Carnival plc and to ratify the selection of Deloitte & Touche LLP as the independent registered public accounting firm for Carnival Corporation 830,351,973 4,791,658 3,277,656 0”

CARNIVAL PLC shareholders approved Non-binding advisory vote to approve the Carnival plc Directors’ Remuneration Report at the 2024-04-05 meeting.

“To hold a (non-binding) advisory vote to approve the Carnival plc Directors’ Remuneration Report 616,873,377 17,759,162 2,135,714 201,653,034”

CARNIVAL PLC shareholders approved Non-binding advisory vote to approve executive compensation at the 2024-04-05 meeting.

“To hold a (non-binding) advisory vote to approve executive compensation. 615,132,160 19,873,699 1,762,394 201,653,034”

CARNIVAL PLC shareholders approved Election of Directors at the 2024-04-05 meeting.

“To re-elect Micky Arison as a director of Carnival Corporation and Carnival plc 609,201,360 26,253,109 1,313,785 201,653,034”

CARNIVAL PLC reported first quarter 2024 results: revenue $5.4 billion.

“CARNIVAL CORPORATION & PLC REPORTS RECORD FIRST QUARTER REVENUES AND ALL-TIME RECORD BOOKING LEVELS MIAMI (March 27, 2024) - Carnival Corporation & plc (NYSE/LSE: CCL; NYSE: CUK) announced financial results for the first quarter 2024 and provided an outlook for the full year and second quarter 2024. • Record first quarter revenues of $5.4 billion with record net yields (in constant currency) and record net per diems (in constant currency) both significantly exceeding 2023 levels (see”

CARNIVAL PLC reported financial results for fourth quarter 2023.

“Carnival Corporation & plc (NYSE/LSE: CCL; NYSE: CUK) reports fourth quarter and full year 2023 earnings”

CARNIVAL PLC reported full year 2023 results: revenue $21.6 billion.

“Full year revenues hit an all-time high of $21.6 billion.”

CARNIVAL PLC reported third quarter 2023 results: revenue all-time record revenue, net income U.S. GAAP net income of $1.07 billion, or $0.79 diluted EPS, and adjusted net income of $1.18 billion, or $0.86 adjusted, EPS $0.79 diluted EPS. Guidance reaffirmed.

“CARNIVAL CORPORATION & PLC REPORTS ALL-TIME RECORD REVENUE AND DEMONSTRATES STRONG THIRD QUARTER 2023 EARNINGS MOMENTUM MIAMI (September 29, 2023) - Carnival Corporation & plc (NYSE/LSE: CCL; NYSE: CUK) reports third quarter 2023 earnings and provides an outlook for the full year and fourth quarter 2023. • U.S. GAAP net income of $1.07 billion, or $0.79 diluted EPS, and adjusted net income of $1.18 billion, or $0.86 adjusted EPS, exceeded the June guidance range”

CARNIVAL PLC reported second quarter 2023 results: net income U.S. GAAP net loss of $407 million, EPS $(0.32) diluted EPS.

“Carnival Corporation & plc (NYSE/LSE: CCL; NYSE: CUK) reports second quarter 2023 earnings and sets sights on 2026 SEA Change Program. • U.S. GAAP net loss of $407 million, or $(0.32) diluted EPS, and adjusted net loss of $395 million, or $(0.31) adjusted EPS, above the better end of the March guidance range of $425 to $525 million net loss for the second quarter of 2023”

CARNIVAL PLC shareholders approved To approve the Amendment of the Carnival Corporation 2020 Stock Plan at the 2023-04-21 meeting.

“22. To approve the Amendment of the Carnival Corporation 2020 Stock Plan”

CARNIVAL PLC shareholders approved To approve a general authority for Carnival plc to buy back Carnival plc ordinary shares in the open market at the 2023-04-21 meeting.

“21. To approve a general authority for Carnival plc to buy back Carnival plc ordinary shares in the open market”

CARNIVAL PLC shareholders approved To approve the disapplication of pre-emption rights in relation to the allotment of new shares and sale of treasury shares by Carnival plc at the 2023-04-21 meeting.

“20. To approve the disapplication of pre-emption rights in relation to the allotment of new shares and sale of treasury shares by Carnival plc”

CARNIVAL PLC shareholders approved To approve the giving of authority for the allotment of new shares by Carnival plc at the 2023-04-21 meeting.

“19. To approve the giving of authority for the allotment of new shares by Carnival plc”

CARNIVAL PLC shareholders approved To receive the accounts and reports of the Directors and auditors of Carnival plc for the year ended November 30, 2022 at the 2023-04-21 meeting.

“18. To receive the accounts and reports of the Directors and auditors of Carnival plc for the year ended November 30, 2022”

CARNIVAL PLC shareholders approved To authorize the Audit Committee of Carnival plc to determine the remuneration of the independent auditors of Carnival plc at the 2023-04-21 meeting.

“17. To authorize the Audit Committee of Carnival plc to determine the remuneration of the independent auditors of Carnival plc”

CARNIVAL PLC shareholders approved To re-appoint the UK firm of PricewaterhouseCoopers LLP as independent auditors for Carnival plc and to ratify the selection of the U.S. firm of PricewaterhouseCoopers LLP as the independent registered public accounting firm for Carnival Corporation at the 2023-04-21 meeting.

“16. To re-appoint the UK firm of PricewaterhouseCoopers LLP as independent auditors for Carnival plc and to ratify the selection of the U.S. firm of PricewaterhouseCoopers LLP as the independent registered public accounting firm for Carnival Corporation”

CARNIVAL PLC shareholders approved To approve the Carnival plc Directors’ Remuneration Policy at the 2023-04-21 meeting.

“15. To approve the Carnival plc Directors’ Remuneration Policy set out in Section B of Part II of the Carnival plc Directors’ Remuneration Report”

CARNIVAL PLC shareholders approved To hold a (non-binding) advisory vote to approve the Carnival plc Directors’ Remuneration Report at the 2023-04-21 meeting.

“14. To hold a (non-binding) advisory vote to approve the Carnival plc Directors’ Remuneration Report (other than the part containing the Carnival plc Directors’ Remuneration Policy set out in Section B of Part II of the Carnival plc Directors’ Remuneration Report)”

CARNIVAL PLC shareholders approved To hold a (non-binding) advisory vote on how frequently shareholders should vote to approve compensation of the Named Executive Officers at the 2023-04-21 meeting.

“13. To hold a (non-binding) advisory vote on how frequently shareholders should vote to approve compensation of the Named Executive Officers”

CARNIVAL PLC shareholders approved To hold a (non-binding) advisory vote to approve executive compensation. at the 2023-04-21 meeting.

“12. To hold a (non-binding) advisory vote to approve executive compensation.”

CARNIVAL PLC shareholders approved Election of Directors at the 2023-04-21 meeting.

“All of the nominees were elected at the Annual Meetings to serve as directors of Carnival Corporation and Carnival plc until the next annual meetings of shareholders.”

Michael Thamm departed as Group Chief Executive Officer of Costa Group and Carnival Asia at CARNIVAL PLC.

“Michael Thamm, Group Chief Executive Officer of Costa Group and Carnival Asia and a named executive officer of Carnival Corporation and Carnival plc (together, the “Companies”), is no longer with the Companies effective as of April 5, 2023.”

CARNIVAL PLC reported first quarter 2023 results: net income $693 million, EPS $(0.55) diluted EPS.

“U.S. GAAP net loss of $693 million, or $(0.55) diluted EPS, and adjusted net loss of $690 million, or $(0.55) adjusted EPS, better than the December guidance range of $750 to $850 million net loss for the first quarter of 2023”