-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HS+oD8KrIiDmM9SbGVQcWq1Y4aA0yRRb+H+H0nUfnd/+KV10arPRFanVNazjXt6E OSSAya2fuWIvcPbHyQjytA== 0000950142-03-000939.txt : 20030523 0000950142-03-000939.hdr.sgml : 20030523 20030523155049 ACCESSION NUMBER: 0000950142-03-000939 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20030521 ITEM INFORMATION: Other events FILED AS OF DATE: 20030523 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CARNIVAL PLC CENTRAL INDEX KEY: 0001125259 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15136 FILM NUMBER: 03718258 BUSINESS ADDRESS: STREET 1: 77 NEW OXFORD ST CITY: LONDON WC1A 1PP ENGL STATE: X0 ZIP: 00000 MAIL ADDRESS: STREET 1: 77 NEW OXFORD ST CITY: LONDON STATE: X0 FORMER COMPANY: FORMER CONFORMED NAME: P&O PRINCESS CRUISES PLC DATE OF NAME CHANGE: 20000929 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CARNIVAL CORP CENTRAL INDEX KEY: 0000815097 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 591562976 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09610 FILM NUMBER: 03718257 BUSINESS ADDRESS: STREET 1: 3655 N W 87TH AVE STREET 2: PO BOX 1347 CITY: MIAMI STATE: FL ZIP: 33178-2428 BUSINESS PHONE: 3055992600 MAIL ADDRESS: STREET 1: 3655 N W 87TH AVE STREET 2: PO BOX 1347 CITY: MIAMI STATE: FL ZIP: 33178 FORMER COMPANY: FORMER CONFORMED NAME: CARNIVAL CRUISE LINES INC DATE OF NAME CHANGE: 19920703 8-K 1 form8k_052303.txt FORM 8-K CURRENT REPORT 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 21, 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) 11-12 CHARLES II STREET NONE LONDON, SW1Y 4QU, ENGLAND ---- ------------------------- (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 23, 2003, Carnival plc commenced a solicitation of noteholder consents to amend the terms of the instruments governing its (pound)200,000,000 7.125 per cent. Guaranteed Notes due 2012 (the "Notes"). The amendments to the instruMents governing the Notes are generally intended to reflect the implementation, on April 17, 2003, of the dual listed company, or "DLC," structure between Carnival Corporation and Carnival plc and to make other technical amendments to those instruments. In return for the consents of the holders of the Notes, Carnival Corporation is offering to guarantee Carnival plc's obligations under the Notes by extending to such Notes the benefit of Carnival Corporation's Deed of Guarantee, which was executed on April 17, 2003 in connection with the implementation of the DLC structure between Carnival Corporation and Carnival plc. The meeting of the holders of the Notes to consider the matters set forth above is scheduled for June 16, 2003. Any securities offered in the consent solicitations described above will not be and have not been registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements thereunder. This report does not constitute an offer to sell or a solicitation of an offer to buy securities within the United States or to U.S. persons, or in any other jurisdiction in which such offer, solicitation or sale would be unlawful. Accordingly, any securities mentioned above will not be offered or sold in the United States or to U.S persons or U.S. residents. Statements in this report that are not historical facts are "forward-looking statements" under the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" in Carnival Corporation's Annual Report or Form 10-K for the most recently ended fiscal year. 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 23, 2003 CARNIVAL CORPORATION By: /s/ Arnaldo Perez --------------------------------------- Name: Arnaldo Perez Title: Senior Vice President, General Counsel and Secretary Date: May 23, 2003 CARNIVAL PLC By: /s/ Gerald R. Cahill --------------------------------------- Name: Gerald R. Cahill Title: Senior Vice President Finance and Chief Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----