7 unchanged sentences
Any sales of Carnival Corporation common stock and Carnival plc ordinary shares have been or will be registered under the Securities Act of 1933, as amended.
−Removed: During the three months ended May 31, 2022, under the Stock Swap Program, we sold 3.9 million shares of Carnival Corporation’s common stock and repurchased the same amount of Carnival plc ordinary shares,
−Removed: resulting in net proceeds of $6 million, which were used for general corporate purposes.
−Removed: Since the beginning of the Stock Swap Program, first authorized in June 2021, we have sold 14.1 million shares of Carnival Corporation’s common stock and repurchased the same amount of Carnival plc ordinary shares, resulting in net proceeds of $27 million.
−Removed: Period Total Number of Shares of Carnival plc Ordinary Shares Purchased (a)
−Removed: (in millions) Average Price Paid per Share of Carnival plc Ordinary Share Maximum Number of Carnival plc Ordinary Shares That May Yet Be Purchased Under the Carnival Corporation Stock Swap Program
−Removed: (in millions)
−Removed: March 1, 2022 through March 31, 2022 — $ — 8.2
−Removed: April 1, 2022 through April 30, 2022 1.1 $ 17.52 7.1
−Removed: May 1, 2022 through May 31, 2022 2.8 $ 13.20 4.2
−Removed: Total 3.9 $ 14.40
−Removed: (a) No ordinary shares of Carnival plc were purchased outside of publicly announced plans or programs.
+Added: During the three months ended August 31, 2022, there were no sales or repurchases under the Stock Swap Program.
+Added: Since the beginning of the Stock Swap Program, first authorized in June 2021, we have sold 14.1 million shares of Carnival Corporation common stock and repurchased the same amount of Carnival plc ordinary shares, resulting in net proceeds of $27 million.
+Added: As of August 31, 2022, the maximum number of Carnival plc Ordinary Shares that may yet be purchased under the Stock Swap Program was 4.2 million.
+Added: No shares of Carnival Corporation common stock and Carnival plc ordinary shares were purchased outside of publicly announced plans or programs.
INDEX TO EXHIBITS
9 unchanged sentences
Material Contracts
−Removed: 10.1 Carnival Corporation Fun Ship Nonqualified Savings Plan restated effective January 1, 202 2.
−Removed: 10.2 Indenture, dated as of May 25, 2022, among Carnival Corporation, as issuer, Carnival plc, the other Guarantors party hereto and U.S.
−Removed: Bank Trust Company, National Association, as trustee, principal paying agent, transfer agent, registrar and security agent, relating to the 10.500% Senior Unsecured Notes due 2030.
+Added: 10.1 Indenture, dated as of August 22, 2022, by and between Carnival Corporation, Carnival plc, the subsidiary guara ntors party thereto and U.S.
+Added: Bank Trust Company , National Association, as Trustee , relating to the 5.75% Convertible Senior Notes due 2024.
8-K 4.1 8/22/2022
+Added: 10.2 Special Performance-Based Restricted Stock Unit Agreement for Josh Weinstein under the Carnival Corporation 2020 Stock Plan.
Rule 13a-14(a)/15d-14(a) certifications
16 unchanged sentences
Interactive Data File
−Removed: 101 The consolidated financial statements from Carnival Corporation & plc’s joint Quarterly Report on Form 10-Q for the quarter ended May 31, 2022, as filed with the Securities and Exchange Commission on June 29, 2022, formatted in Inline XBRL, are as follows:
−Removed: (i) the Consolidated Statements of Income (Loss) for the three and six months ended May 31, 2022 and 2021;
−Removed: (ii) the Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended May 31, 2022 and 2021;
−Removed: (iii) the Consolidated Balance Sheets at May 31, 2022 and November 30, 2021;
−Removed: (iv) the Consolidated Statements of Cash Flows for the six months ended May 31, 2022 and 2021;
−Removed: (v) the Consolidated Statements of Shareholders’ Equity for the three and six months ended May 31, 2022 and 2021;
+Added: 101 The consolidated financial statements from Carnival Corporation & plc’s joint Quarterly Report on Form 10-Q for the quarter ended August 31, 2022, as filed with the Securities and Exchange Commission on September 30, 2022, formatted in Inline XBRL, are as follows:
+Added: (i) the Consolidated Statements of Income (Loss) for the three and nine months ended August 31, 2022 and 2021;
+Added: (ii) the Consolidated Statements of Comprehensive Income (Loss) for the three and nine months ended August 31, 2022 and 2021;
+Added: (iii) the Consolidated Balance Sheets at August 31, 2022 and November 30, 2021;
+Added: (iv) the Consolidated Statements of Cash Flows for the nine months ended August 31, 2022 and 2021;
+Added: (v) the Consolidated Statements of Shareholders’ Equity for the three and nine months ended August 31, 2022 and 2021;
(vi) the notes to the consolidated financial statements, tagged in summary and detail.
−Removed: 104 The cover page from Carnival Corporation & plc’s joint Quarterly Report on Form 10-Q for the quarter ended May 31, 2022, as filed with the Securities and Exchange Commission on June 29, 2022, formatted in Inline XBRL (included as Exhibit 101).
+Added: 104 The cover page from Carnival Corporation & plc’s joint Quarterly Report on Form 10-Q for the quarter ended August 31, 2022, as filed with the Securities and Exchange Commission on September 30, 2022, formatted in Inline XBRL (included as Exhibit 101).
* These items are furnished and not filed.
1 unchanged sentence
CARNIVAL CORPORATION CARNIVAL PLC
−Removed: /s/ Arnold W.
−Removed: /s/ Arnold W.
−Removed: Donald Arnold W.
+Added: /s/ Josh Weinstein By:
+Added: /s/ Josh Weinstein
+Added: Josh Weinstein Josh Weinstein
President, Chief Executive Officer and Chief Climate Officer President, Chief Executive Officer and Chief Climate Officer
3 unchanged sentences
Chief Financial Officer and Chief Accounting Officer Chief Financial Officer and Chief Accounting Officer
−Removed: June 29, 2022 Date:
−Removed: June 29, 2022
+Added: September 30, 2022 Date:
+Added: September 30, 2022
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.