Carnival Corp. closed its private offerings of $775m 10.5% second-priority senior secured notes and €425m of 10.125% second-priority senior secured notes, both due 2026.


The notes are guaranteed by Carnival plc and certain of the corporation’s and Carnival plc’s subsidiaries that own or operate ships and material intellectual property. In the future, each of Carnival Corp. and Carnival plc’s subsidiaries that guarantees certain other debt in an aggregate principal amount greater than $300m will guarantee the secured notes.

The notes and the guarantees will be secured by a second-priority lien on the collateral, which includes pledges on the capital stock of each subsidiary guarantor, mortgages on a majority of ships and related collateral, material intellectual property and pledges over other ship-related assets including inventory, trade receivables, computer software and casino equipment.

The notes were offered only to qualified institutional buyers outside the United States.

Carnival expects to use the net proceeds for general corporate purposes.