Carnival Corporation Ltd. · NYSE:CCL
Carnival — Carnival Corporation & — Merger or Acquisition (December 2025)
14 slides from Carnival's merger presentation, Dec 18, 2025
Slide 1: Unifying Our Corporate Structure
Unifying Our Corporate Structure One Company. One Global Share Price. A Simpler Structure to Reduce Costs and Complexity
Slide 2: Boards of Directors Recommend
Boards of Directors Recommend • Simplifying Carnival Corporation & plc’s corporate structure: ─ Unifying two separate legal entities operating under a dual listed company (DLC) arrangement into one company, Carnival Corporation, with Carnival plc as its wholly owned UK subsidiary ─ Moving from two s
Slide 3: History of Dual Listed Company Arrangement
History of Dual Listed Company Arrangement • Current dual listed company (DLC) arrangement created in 2003 ─ During combination of Carnival Corporation and P&O Princess Cruises plc ─ Enabled Carnival Corporation shareholders to stay invested through Carnival Corporation listing on New York Stock Exc
Slide 4: Expected Benefits of Unification
Expected Benefits of Unification Easier to Understand, Simpler to Operate One company, one share register, single listing and a single global share price; simplified governance and reporting; decreased administrative complexity A Single Share Price A single listing on the New York Stock Exchange ben
Slide 5: Simplifying from Two to One
Simplifying from Two to One 2003 2026 From To Two listed companies: One listed company: • Carnival Corporation (NYSE) • Carnival Corporation (NYSE) • Carnival plc (LSE; NYSE) (legally registered as Carnival Corporation Ltd) Two different stock exchanges and One stock exchange listing and share price
Slide 6: Simplifying the Corporate Structure
Simplifying the Corporate Structure Current Carnival Corporate Structure Post Unification Corporate Structure Equalization Ration = 1:1 Carnival Carnival Corporation Carnival plc Corporation shareholders (including prior Shareholders Shareholders Carnival plc shareholders) Trust Shares Common Shares
Slide 7: Unification Means: What Stays the Same
Unification Means What Stays the Same Same business fundamentals Same Board composition & Same number of shares Same key shareholder voting including strategy, assets & executive leadership team you hold, in a one-for-one and economic rights operations direct exchange Same approach to dividends Same
Slide 8: Continued Commitment to UK
Continued Commitment to UK • UK remains a vital part of our global business • UK operations will continue unaffected • Significant corporate presence in Southampton • P&O Cruises & Cunard headquarters remain in UK • No changes expected to UK team member roles or employment terms Carnival Corporation
Slide 9: One-for-One Share Exchange
One-for-One Share Exchange • Carnival plc shareholders will receive Carnival Corporation (legally registered in Bermuda) shares on a one-for-one basis ─ No brokerage fees for the exchange • The unification and legal incorporation in Bermuda are expected to preserve key shareholder voting and economi
Slide 10: Key Changes Following Unification
Key Changes Following Unification Carnival Today Carnival Corp Ltd Post Unification Corp Plc Governance Regulatory Sarbanes-Oxley Act UK Corporate Governance Code Sarbanes-Oxley Act Framework Florida HQ Florida Southampton Corporate / (Southampton for UK business) Governance UK Takeover Code, UK MAR
Slide 11: Important Dates
Important Dates DECEMBER 19, 2025 FEBRUARY 2026 APRIL 2026 Q2 2026 Announcement Details Issued Shareholder Vote Effective Date Proposal to simplify Carnival Additional shareholder materials Shareholders vote to approve the Subject to shareholder and Corporation & plc’s corporate expected to be filed
Slide 12: For More Information Resources
For More Information Resources Visit: CarnivalCorp.com/unify to find: • CEO Letter to Shareholders • Shareholder FAQ • Proposals Fact Sheet • Proposals Informational Presentation Further information on when and how Carnival Corporation & Carnival plc shareholders may cast their votes and attend the
Slide 13: C @ G x nz
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Slide 14: Important Information for Investors and Stockholders
Important Information for Investors and Stockholders In connection with the proposed unification and redomiciliation transactions, Carnival Corporation plans to file with the Securities and Exchange Commission (“SEC”) a Registration Statement on Form S-4, containing a Proxy Statement/Prospectus rela
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