SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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
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(Exact name of registrant (Exact name of registrant
as specified in its charter) as specified in its charter)
REPUBLIC OF PANAMA ENGLAND AND WALES
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(State or other jurisdiction (State or other jurisdiction
of incorporation) of incorporation)
I-9610 I-15136
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(Commission File Number) (Commission File Number)
59-1562976 NONE
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(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
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(Address of principal executive (Address of principal executive
offices) offices)
(305) 599-2600 011 44 20 7805 1200
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(Registrant's telephone number, (Registrant's telephone number,
including area code) including area code)
NONE NONE
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(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.
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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.
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(c) Exhibits
99.1 Press Release of Carnival Corporation & plc dated May 30, 2003.
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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
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Name: Arnaldo Perez
Title: Senior Vice President,
General Counsel and
Secretary
Date: May 30, 2003 CARNIVAL PLC
By: /s/ Gerald R. Cahill
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Name: Gerald R. Cahill
Title: Senior Vice President
Finance and Chief
Financial Officer
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Exhibit List
EXHIBIT DESCRIPTION
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99.1 Press Release of Carnival Corporation & plc dated May 30, 2003.
EXHIBIT 99.1
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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, Carnival
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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.
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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