UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) For the quarterly period ended August 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-9610 Commission file number: 001-15136 Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the ...

Interest Rate Risks 41 Concentrations of credit risk associated with trade receivables and other receivables, charter-hire agreements and contingent obligations are not considered to be material, principally due to the large number of unrelated accounts, the nature of these contingent obligations and their short maturities. Normally, we have not required collateral or other security to support normal credit sales. We have not experienced significant credit losses, including counterparty nonperformance on ou ...

PART I - FINANCIAL INFORMATION [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) The company reported a net loss of $693 million, a significant improvement from the prior year, driven by substantial revenue growth as cruise operations resumed | Metric | Three Months Ended Feb 28, 2023 (in millions) | Three Months Ended Feb 28, 2022 (in millions) | | :--- | :--- | :--- | | **Total Revenues** | **$4,432** | **$1,623** | | Passenger ticket | $2,870 | $873 | | Onboard and other | $1,563 | $750 | | **Operating Loss** | **($172)** | **($1,491)** | | **Net Loss** | **($693)** | **($1,891)** | | **Diluted EPS** | **($0.55)** | **($1.66)** | | Metric | Feb 28, 2023 (in millions) | Nov 30, 2022 (in millions) | | :--- | :--- | :--- | | Cash and cash equivalents | $5,455 | $4,029 | | Total Assets | $51,985 | $51,703 | | Customer deposits | $5,495 | $4,874 | | Long-Term Debt | $32,672 | $31,953 | | Total Shareholders' Equity | $6,170 | $7,065 | | Metric | Three Months Ended Feb 28, 2023 (in millions) | Three Months Ended Feb 28, 2022 (in millions) | | :--- | :--- | :--- | | Net cash provided by (used in) operating activities | $388 | ($1,212) | | Net cash used in investing activities | ($1,044) | ($3,032) | | Net cash provided by financing activities | $111 | $1,728 | [Note 1: General](index=9&type=section&id=NOTE%201%20%E2%80%93%20General) The company has largely completed its return to guest cruise operations and maintains **$8.1 billion** in liquidity, deemed sufficient for the next twelve months despite market challenges - As of February 28, 2023, the company's return to guest cruise operations was essentially complete[25](index=25&type=chunk) - The company had **$8.1 billion** of liquidity at February 28, 2023, including cash and available borrowings under its revolving credit facility[26](index=26&type=chunk) - Management's liquidity forecast assumes continued revenue and occupancy growth, with occupancy expected to return to historical levels in the summer of 2023[23](index=23&type=chunk)[28](index=28&type=chunk) [Note 3: Debt](index=12&type=section&id=NOTE%203%20%E2%80%93%20Debt) Total debt increased slightly to **$36.0 billion**, with a new **$2.1 billion** revolving facility established and all debt covenants in compliance, including waivers through May 2024 Debt Composition | Category | Feb 28, 2023 (in millions) | Nov 30, 2022 (in millions) | | :--- | :--- | :--- | | Total Debt | $35,963 | $35,615 | | Less: unamortized costs | ($828) | ($1,069) | | **Total Debt, net** | **$35,135** | **$34,546** | - In February 2023, the company entered into a new **$2.1 billion** multi-currency revolving facility, which will become available in August 2024 to replace the existing facility[46](index=46&type=chunk) - The company obtained waivers for its Interest Coverage Covenant through the May 31, 2024 testing date and was in compliance with all applicable covenants at February 28, 2023[54](index=54&type=chunk)[55](index=55&type=chunk) Debt Maturity Schedule (as of Feb 28, 2023) | Year | Principal Payments (in millions) | | :--- | :--- | | Remainder of 2023 | $1,779 | | 2024 | $2,734 | | 2025 | $4,488 | | 2026 | $4,611 | | 2027 | $5,742 | | Thereafter | $16,611 | | **Total** | **$35,963** | [Note 4: Contingencies and Commitments](index=15&type=section&id=NOTE%204%20%E2%80%93%20Contingencies%20and%20Commitments) The company faces ongoing legal proceedings, including a **$110 million** judgment under appeal and a **$21 million** award in its favor, alongside **$4.3 billion** in capital commitments for new ships - In the Havana Docks Corporation lawsuit, a court entered a judgment against Carnival for **$110 million** plus fees; Carnival has filed a notice of appeal[60](index=60&type=chunk) - In litigation with former vendor DeCurtis LLC, a jury found in Carnival's favor, awarding **$21 million** in damages for breach of contract and patent infringement[61](index=61&type=chunk) - The company has future capital commitments for new ships totaling **$4.26 billion**, with payments scheduled through 2025[71](index=71&type=chunk) [Note 6: Segment Information](index=22&type=section&id=NOTE%206%20%E2%80%93%20Segment%20Information) The NAA segment achieved operating income of **$86 million**, while the Europe segment significantly narrowed its operating loss, both driven by the continued resumption of operations Segment Performance (Three Months Ended Feb 28) | Segment (in millions) | Revenues 2023 | Operating Income (Loss) 2023 | Revenues 2022 | Operating Income (Loss) 2022 | | :--- | :--- | :--- | :--- | :--- | | NAA | $3,078 | $86 | $1,126 | ($840) | | Europe | $1,294 | ($166) | $457 | ($598) | | Cruise Support | $51 | ($69) | $33 | ($34) | | Tour and Other | $9 | ($21) | $8 | ($20) | - The company has renamed its former EA (Europe & Asia) segment to Europe, noting that China has not reopened to international cruise travel and operations in Asia have been significantly reduced[96](index=96&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=24&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Improved financial results are attributed to the ongoing resumption of guest cruise operations, with occupancy reaching **91%** and liquidity at **$8.1 billion**, despite challenges from debt, inflation, and higher costs Key Operating Statistics (Q1 2023 vs Q1 2022) | Metric | Three Months Ended Feb 28, 2023 | Three Months Ended Feb 28, 2022 | | :--- | :--- | :--- | | Occupancy percentage | 91% | 54% | | ALBDs (in millions) | 22.1 | 13.3 | | Passengers carried (in millions) | 2.7 | 1.0 | | Fuel cost per metric ton | $730 | $648 | - As of February 28, 2023, **96%** of the company's capacity was serving guests, compared to **71%** as of February 28, 2022[124](index=124&type=chunk) - The company's liquidity stood at **$8.1 billion** as of February 28, 2023, comprising cash, cash equivalents, and available borrowings under its Revolving Facility[131](index=131&type=chunk) - The company operates with a substantial working capital deficit (**$3.9 billion** at quarter-end), primarily because passenger ticket receipts are collected in advance of sailings[132](index=132&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=30&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company manages market risks from interest rates, fuel prices, and foreign currency through its debt portfolio and derivatives, with **59%** of debt fixed in USD Debt Composition by Rate Type (as of Feb 28, 2023) | Rate Type | Percentage of Total Debt | | :--- | :--- | | Fixed rate (USD) | 59% | | EUR fixed rate | 16% | | Floating rate (USD) | 9% | | EUR floating rate | 15% | | GBP floating rate | 1% | [Controls and Procedures](index=31&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of February 28, 2023, with no material changes to internal control over financial reporting - The President, CEO, and CFO concluded that the company's disclosure controls and procedures were effective as of February 28, 2023[142](index=142&type=chunk) - No changes occurred during the quarter that have materially affected or are reasonably likely to materially affect the company's internal control over financial reporting[143](index=143&type=chunk) PART II - OTHER INFORMATION [Legal Proceedings](index=32&type=section&id=Item%201.%20Legal%20Proceedings) This section details legal proceedings, including an environmental matter involving an inadvertent food waste discharge by the Coral Princess, with a **$1.9 million** undertaking provided - The company disclosed an inadvertent discharge of approximately **six cubic meters** of comminuted food waste by the Coral Princess in the Great Barrier Reef Marine Park in June 2022[147](index=147&type=chunk) - A letter of undertaking for approximately **$1.9 million**, representing the estimated maximum penalty, has been provided for the Coral Princess incident[147](index=147&type=chunk) [Risk Factors](index=32&type=section&id=Item%201A.%20Risk%20Factors) This section refers to the comprehensive risk factors outlined in the company's Annual Report on Form 10-K, which could materially impact business and financial results - The report states that the risk factors discussed in the company's Form 10-K should be carefully considered as they could materially impact the business[148](index=148&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=32&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No sales or repurchases occurred under the company's Stock Swap Program during the three months ended February 28, 2023 - There were no sales of Carnival Corporation common stock or repurchases of Carnival plc ordinary shares under the Stock Swap Program during the three months ended February 28, 2023[151](index=151&type=chunk) [Exhibits](index=33&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including the new Facilities Agreement for the revolving credit facility and standard CEO/CFO certifications - A key exhibit filed is the Facilities Agreement, dated February 28, 2023, for the new multi-currency revolving facility for Carnival Holdings (Bermuda) II Limited[153](index=153&type=chunk) Signatures

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended November 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______________ to ________________ Commission file number: 001-9610 | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |----------------|------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-9610 Commission file number: 001-15136 | --- | --- | --- | --- | --- | --- | --- | |------------------------------------------ ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to | --- | --- | --- | --- | |---------------------------------------------------------------------------------------------------------------------------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to | --- | --- | --- | |----------------------------------------------------------------------------------------------------------------------------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended November 30, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______________ to ________________ Commission file number: 001-9610 | --- | --- | --- | --- | --- | --- | |-------------------------------------------------------- ...

[PART I - FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) The company reported significant net losses for the three and nine months ended August 31, 2021, with increased revenues from resumed operations, but also higher debt and negative cash flow [Consolidated Statements of Income (Loss)](index=4&type=section&id=Consolidated%20Statements%20of%20Income%20%28Loss%29) Q3 2021 revenues increased to $546 million with resumed operations, but net loss remained $2.84 billion due to high costs Consolidated Income Statement Highlights (in millions) | Metric | Three Months Ended Aug 31, 2021 | Three Months Ended Aug 31, 2020 | Nine Months Ended Aug 31, 2021 | Nine Months Ended Aug 31, 2020 | | :--- | :--- | :--- | :--- | :--- | | **Total Revenues** | **$546** | **$31** | **$621** | **$5,561** | | Passenger ticket | $303 | $— | $326 | $3,680 | | Onboard and other | $243 | $31 | $295 | $1,881 | | **Operating Loss** | **($2,057)** | **($2,333)** | **($5,196)** | **($7,223)** | | **Net Loss** | **($2,836)** | **($2,858)** | **($6,881)** | **($8,014)** | | **Diluted EPS** | **($2.50)** | **($3.69)** | **($6.14)** | **($11.03)** | [Consolidated Balance Sheets](index=6&type=section&id=Consolidated%20Balance%20Sheets) Total assets slightly decreased to $53.51 billion, while long-term debt rose to $26.83 billion and equity declined to $14.86 billion Consolidated Balance Sheet Summary (in millions) | Metric | August 31, 2021 | November 30, 2020 | | :--- | :--- | :--- | | Cash and cash equivalents | $7,151 | $9,513 | | Total current assets | $8,909 | $10,563 | | **Total Assets** | **$53,514** | **$53,593** | | Customer deposits | $2,707 | $1,940 | | Long-Term Debt | $26,831 | $22,130 | | **Total Liabilities** | **$38,651** | **$33,038** | | **Total Shareholders' Equity** | **$14,863** | **$20,555** | [Consolidated Statements of Cash Flows](index=7&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Nine-month cash flow showed $3.74 billion operating outflow and $3.54 billion investing outflow, offset by $4.90 billion financing inflow Cash Flow Summary (Nine Months Ended Aug 31, in millions) | Category | 2021 | 2020 | | :--- | :--- | :--- | | Net cash used in operating activities | ($3,741) | ($4,649) | | Net cash used in investing activities | ($3,535) | ($1,452) | | Net cash provided by financing activities | $4,899 | $13,699 | | **Net (decrease) in cash** | **($2,363)** | **$7,661** | [Notes to Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) Notes detail COVID-19 impact, liquidity plans, debt financing, $3.1 billion customer deposits, and $10.15 billion ship commitments - As of August 31, 2021, eight of the company's nine brands had resumed guest cruise operations, with **35%** of total capacity operating. Management concluded it has sufficient liquidity (**$7.8 billion**) to satisfy obligations for at least the next twelve months[30](index=30&type=chunk)[33](index=33&type=chunk) - Customer deposits increased to **$3.1 billion** as of August 31, 2021, up from **$2.2 billion** as of November 30, 2020, reflecting new bookings for future cruises[43](index=43&type=chunk) - The company recognized ship impairment charges of **$475 million** for the three months and **$524 million** for the nine months ended August 31, 2021, as the carrying values of certain ships exceeded their estimated future cash flows[87](index=87&type=chunk)[88](index=88&type=chunk) Future New Ship Capital Commitments (as of Aug 31, 2021, in millions) | Year | Amount | | :--- | :--- | | Remainder of 2021 | $337 | | 2022 | $4,468 | | 2023 | $2,675 | | 2024 | $1,681 | | 2025 | $984 | | **Total** | **$10,146** | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=24&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses ongoing cruise resumption, increased Q3 2021 revenues, continued losses, $7.8 billion liquidity, and expected higher Q4 cash burn - As of August 31, 2021, **35%** of the company's capacity was operating. The company plans to have **61%** of capacity operating by November 30, 2021, and **75%** by June 2022, with the full fleet expected to be back in operation in the spring of 2022[127](index=127&type=chunk) - The company's monthly average cash burn rate is expected to be higher in the fourth quarter of 2021 compared to prior quarters due to the timing of incremental restart expenditures[154](index=154&type=chunk) - The company had **$7.8 billion** of liquidity as of August 31, 2021, including cash and short-term investments. It has also secured **$5.8 billion** in export credit facilities to fund ship deliveries through 2024[151](index=151&type=chunk)[161](index=161&type=chunk) [Results of Operations](index=27&type=section&id=Results%20of%20Operations) Q3 2021 revenues rose to $546 million with resumed service, but operating loss was $2.06 billion due to higher expenses and impairments Operating Loss by Segment (Three Months Ended Aug 31, in millions) | Segment | 2021 | 2020 | | :--- | :--- | :--- | | NAA | ($1,257) | ($1,770) | | EA | ($696) | ($465) | | **Total Operating Loss** | **($2,057)** | **($2,333)** | - Interest expense, net of capitalized interest, increased by **$107 million** to **$418 million** for Q3 2021 compared to Q3 2020, driven by additional debt borrowings at higher interest rates[142](index=142&type=chunk) - The company recognized ship impairment charges of **$0.5 billion** in Q3 2021, compared to **$0.8 billion** in Q3 2020[141](index=141&type=chunk) [Liquidity, Financial Condition and Capital Resources](index=30&type=section&id=Liquidity%2C%20Financial%20Condition%20and%20Capital%20Resources) The company maintained $7.8 billion liquidity, raising significant capital through debt and equity, while reporting a $0.6 billion working capital deficit - Key liquidity actions since December 2020 include a **$3.5 billion** senior unsecured notes issuance (Feb 2021), a **$996 million** equity offering (Feb 2021), and a **$2.4 billion** senior secured notes issuance (July 2021) used to refinance 2023 notes[151](index=151&type=chunk) - The company reported a working capital deficit of **$0.6 billion** as of August 31, 2021, compared to working capital of **$1.9 billion** as of November 30, 2020, driven by a decrease in cash and an increase in customer deposits[155](index=155&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=32&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's debt portfolio is 63% fixed-rate (49% USD, 14% EUR) and 38% floating-rate, indicating managed interest rate exposure Debt Portfolio by Interest Rate Type | Rate Type | Percentage | | :--- | :--- | | Fixed rate | 49% | | EUR fixed rate | 14% | | Floating rate | 20% | | EUR floating rate | 16% | | GBP floating rate | 2% | [Item 4. Controls and Procedures](index=32&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of August 31, 2021, with no material changes - Management concluded that as of August 31, 2021, the company's disclosure controls and procedures were effective[168](index=168&type=chunk) - There were no changes in internal control over financial reporting during the quarter that materially affected, or are reasonably likely to materially affect, these controls[169](index=169&type=chunk) [PART II - OTHER INFORMATION](index=34&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=34&type=section&id=Item%201.%20Legal%20Proceedings) Legal proceedings, including COVID-19 actions, are incorporated by reference from Note 4, with no new environmental issues - Details regarding legal proceedings, including those related to COVID-19 actions, are incorporated by reference from Note 4 – "Contingencies and Commitments" in the financial statements[172](index=172&type=chunk) [Item 1A. Risk Factors](index=34&type=page&id=Item%201A.%20Risk%20Factors) The ongoing COVID-19 pandemic remains the primary risk, impacting operations, financing, and reputation, with credit ratings downgraded - The COVID-19 pandemic continues to be the most significant risk, impacting operations, financing, demand, reputation, and stock price. The full extent of the impact remains uncertain[174](index=174&type=chunk)[189](index=189&type=chunk) - The company's credit ratings have been downgraded to **non-investment grade** by Moody's and S&P Global, which could negatively impact future access to capital and increase financing costs[187](index=187&type=chunk) - The company faces numerous lawsuits and governmental investigations stemming from COVID-19, which could result in civil and criminal penalties[179](index=179&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=36&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The Stock Swap Program generated $10 million net proceeds in Q3 2021 by selling 4.6 million shares and repurchasing equivalent shares Carnival plc Ordinary Shares Purchased (Q3 2021) | Period | Total Shares Purchased (in millions) | Average Price Paid per Share | | :--- | :--- | :--- | | June 2021 | 0.4 | $22.88 | | July 2021 | 2.4 | $20.58 | | August 2021 | 1.9 | $20.58 | | **Total** | **4.6** | **$20.76** | - Under the Stock Swap Program, the company generated net proceeds of **$10 million** during the three months ended August 31, 2021[193](index=193&type=chunk) [Item 6. Exhibits](index=37&type=section&id=Item%206.%20Exhibits) This section indexes all exhibits filed with Form 10-Q, including debt indentures and Sarbanes-Oxley certifications - Exhibits filed include the indenture for the 4.00% First-Priority Senior Secured Notes due 2028 and various officer certifications pursuant to Sarbanes-Oxley Act Sections 302 and 906[197](index=197&type=chunk)[198](index=198&type=chunk)[207](index=207&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-9610 Commission file number: 001-15136 | --- | --- | --- | --- | |--------------------------------------------------------------- ...