SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------------------ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): MAY 30, 2003 CARNIVAL CORPORATION CARNIVAL PLC -------------------- ------------ (Exact name of registrant (Exact name of registrant as specified in its charter) as specified in its charter) REPUBLIC OF PANAMA ENGLAND AND WALES ------------------ ----------------- (State or other jurisdiction (State or other jurisdiction of incorporation) of incorporation) I-9610 I-15136 ------ ------- (Commission File Number) (Commission File Number) 59-1562976 NONE ---------- ---- (I.R.S. Employer (I.R.S. Employer Identification No.) Identification No.) CARNIVAL HOUSE 3655 N.W. 87TH AVENUE, 5 GAINSFORD STREET MIAMI, FLORIDA 33178-2428 LONDON, SE1 2NE, ENGLAND ------------------------- ------------------------ (Address of principal executive (Address of principal executive offices) offices) (305) 599-2600 011 44 20 7805 1200 -------------- ------------------- (Registrant's telephone number, (Registrant's telephone number, including area code) including area code) NONE NONE ---- ---- (Former name and former address, (Former name and former address, if changed since last report) if changed since last report)Item 5. OTHER EVENTS AND REGULATION FD DISCLOSURE. ----------------------------------------- On May 30, 2003, Carnival Corporation & plc issued a press release relating to the closing of a private placement of an additional $116 million aggregate principal amount at maturity of Carnival Corporation's senior convertible debentures due 2033, which is attached as Exhibit 99.1 to this report and is incorporated in this item by reference. Item 7. FINANCIAL STATEMENTS AND EXHIBITS. ---------------------------------- (c) Exhibits 99.1 Press Release of Carnival Corporation & plc dated May 30, 2003. 2
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized. Date: May 30, 2003 CARNIVAL CORPORATION By: /s/ Arnaldo Perez ------------------------------ Name: Arnaldo Perez Title: Senior Vice President, General Counsel and Secretary Date: May 30, 2003 CARNIVAL PLC By: /s/ Gerald R. Cahill ------------------------------ Name: Gerald R. Cahill Title: Senior Vice President Finance and Chief Financial Officer 3
Exhibit List EXHIBIT DESCRIPTION ------- ----------- 99.1 Press Release of Carnival Corporation & plc dated May 30, 2003.
EXHIBIT 99.1 ------------ FOR IMMEDIATE RELEASE CARNIVAL CORPORATION CLOSES OVER ALLOTMENT ON CONVERTIBLE SENIOR DEBENTURE OFFERING MIAMI (May 30, 2003) - Carnival Corporation & plc (NYSE:CCL, LSE: CCL, NYSE: CUK) today announced the closing of the $116 million in aggregate principal amount at maturity over allotment option issued in connection with the previously announced private placement of Carnival Corporation's convertible senior debentures due 2033. The exercise of the over allotment option resulted in additional gross proceeds to Carnival Corporation & plc of $75 million, bringing the total gross proceeds for the private placement to $575 million. The debentures and the Carnival plc (formerly P&O Princess Cruises plc) guarantee provided therewith were issued in an offering exempt from registration under the Securities Act of 1933. None of the convertible senior debentures, the Carnival plc guarantee or the shares of common stock issuable upon conversion of the debentures have been registered under the Securities Act, and such securities may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. This communication is directed only at persons outside the United Kingdom and may not be acted upon by persons in the United Kingdom. Carnival Corporation & plc is the largest cruise vacation group in the world, with a portfolio of 13 distinct brands comprised of the leading cruise operators in both North America and Europe. Carnival Cruise Lines, Princess Cruises, Holland America Line, Costa Cruises, P&O Cruises, Cunard Line, Windstar Cruises, Seabourn Cruise Line, Ocean Village, Swan Hellenic, AIDA, A'ROSA, and P&O Cruises Australia are all included in this group. Together, these brands operate 67 ships totaling more than 103,000 lower berths with 16 new ships scheduled for delivery between now and mid-2006. Carnival Corporation & plc also operates three riverboats on Europe's Danube River and the leading tour companies in Alaska and the Canadian Yukon, Holland America Tours and Princess Tours. Traded on both the New York and London Stock Exchanges, Carnival2 Corporation & plc is the only group in the world to be included in both the S&P 500 and the FTSE 100 indices. Additional information can be obtained via Carnival Corporation & plc websites at www.carnivalcorp.com and www.carnivalplc.com. -------------------- ------------------- ### MEDIA CONTACTS: INVESTOR RELATIONS CONTACTS: US US/UK Carnival Corporation & plc Carnival Corporation & plc Tim Gallagher Beth Roberts 305 599 2600, ext. 16000 305 406 4832 UK UK Brunswick Group Bronwen Griffiths Sophie Fitton 44 (0) 23 8052 5231 44 (0) 20 7404 5959