The United Kingdom’s High Court approved Carnival Corporation & plc’s Scheme of Arrangement on May 1, 2026, clearing the final regulatory obstacle to the company’s long‑planned unification of its dual‑listed structure and the redomiciliation of its parent from Panama to Bermuda.
The scheme, which was approved after shareholders voted in favor on April 20, 2026, will consolidate Carnival Corporation and Carnival plc into a single legal entity. The court order will be filed with the UK Registrar of Companies on May 7, 2026, at which point Carnival plc shares will be disabled in CREST and the company will be delisted from the London Stock Exchange.
The dual‑listed company (DLC) model had created two separate legal entities with identical boards and management, but it also imposed duplicate regulatory filings, separate compliance regimes, and two distinct share prices on the New York and London exchanges. By eliminating the DLC, Carnival expects to reduce governance complexity, lower compliance costs, and provide a single global share price that should improve liquidity and simplify investor access.
Carnival’s recent financial performance underscores the strategic timing of the restructuring. The company reported record revenue of $26.6 billion and adjusted net income of $3.1 billion for 2025, with an adjusted EBITDA of $7.2 billion. In the first quarter of 2026, revenue reached $6.2 billion and adjusted earnings per share were $0.20, a 50 % year‑over‑year increase. The company also reinstated its quarterly dividend in December 2025 and is pursuing its PROPEL strategy, which targets significant return on invested capital and earnings growth through 2029.
CEO Josh Weinstein said, "Simpler is smarter. By unifying our dual‑listed company structure into one Carnival Corporation, we're reducing complexity, cutting costs and strengthening our ability to deliver sustainable value for shareholders—while staying true to what matters most: unforgettable guest experiences, responsible growth and delivering shareholder value."
With the court’s sanction, Carnival removes a key regulatory hurdle and moves closer to completing the unification. The company will file the court order with the Registrar on May 7, after which the redomiciliation to Bermuda will be finalized and the single entity will begin trading under the Carnival Corporation ticker on the New York Stock Exchange.
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