Carnival Corporation to Delist 2029 Notes and 2027 Debentures as Part of Dual‑Listing Unification

CUK
March 20, 2026

Carnival Corporation & plc announced that it will voluntarily delist its 1.000% Senior Unsecured Notes due 2029 from the New York Stock Exchange and its 7.875% Debentures due 2027 from the London Stock Exchange. The delisting will take effect on April 9 2026 for the notes and on April 20 2026 for the debentures, following their relisting on the International Stock Exchange on March 2 2026.

The move is a key component of Carnival’s plan to unify its dual‑listed company structure into a single entity, Carnival Corporation Ltd. Under the plan, Carnival plc will become a wholly owned UK subsidiary and the company’s legal incorporation will shift from Panama to Bermuda. The unification is expected to be completed in the second quarter of 2026.

Carnival will file a Form 25 with the SEC and a notice with the FCA to formalize the delistings. The delisting will not alter the terms or conditions of the notes or debentures, and bondholders will retain the same rights and covenants. The 7.875% Debentures due 2027 have an outstanding principal of $192 million; the 1.000% Senior Unsecured Notes due 2029 were originally issued in 2018 with a principal of $1.5 billion.

The delisting is intended to reduce regulatory complexity, lower administrative costs, eliminate the dual share‑price discrepancy, and increase liquidity and index weighting for the company’s securities. By aligning the debt listings with the new corporate structure, Carnival simplifies governance and reporting across its global operations.

Upon completion of the unification, Carnival plc’s American Depositary Shares will be delisted from the NYSE and the company will be re‑registered as a private limited company in the UK. The overall strategy is designed to streamline Carnival’s capital structure and support future capital returns to shareholders.

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