Carnival Corp. (CCL) filed a Form 8K - Direct or off-Balance Sheet Financial Obligation - with the U.S Securities and Exchange Commission on May 18, 2016.

 

On May 18, 2016, the termination date in respect of all of the facilities (other than as detailed below) provided under our $1.7 billion, 500 million and 150 million multi-currency revolving credit agreement, as amended and restated on June 16, 2014, by and among Carnival Corporation, Carnival plc, and certain of Carnival Corporation and Carnival plc subsidiaries, Bank of America Merrill Lynch International Limited, as Facilities Agent, Bank of America Merrill Lynch International Limited, Barclays Bank PLC, BNP Paribas, Citigroup Global Markets Limited, Goldman Sachs Bank USA, Intesa Sanpaolo S.p.A., J.P. Morgan Limited, Lloyds Bank plc, Mizuho Bank, Ltd and The Royal Bank of Scotland plc, as mandated lead arrangers, and each of the other banks or other institutions party thereto (the "Facility Agreement"), was extended from June 16, 2020 to June 16, 2021 pursuant to the extension request procedures set forth in the Facility Agreement. One lender has commitments in Tranches A, B and C (including under the swingline facilities) equivalent to approximately $100 million which will terminate automatically on June 16, 2020.

A description of the Facility Agreement was disclosed in Items 2.03 of the Form 8-Ks filed by Carnival Corporation and Carnival plc on June 17, 2014 and April 27, 2015 and are hereby incorporated by reference into this Item 2.03 except with reference to the expiration date of the Facility Agreement. The Facility Agreement was filed with the Securities and Exchange Commission on October 3, 2014 as Exhibit 10.1 to Carnival Corporation and Carnival plc's Quarterly Report on Form 10-Q for the quarterly period ended August 31, 2014.

In addition, on May 18, 2016, Carnival Corporation, Carnival plc, and certain of Carnival Corporation and Carnival plc subsidiaries entered into an amendment to increase the total commitments under the Facility Agreement and add three new lenders (the "Amendment"). The new lenders which acceded to the Facility Agreement under the Amendment are KfW IPEX-Bank GmbH, Bayerische Landesbank, New York Branch and DZ BANK AG, Deutsche Zentral-Genossenschaftsbank, Frankfurt am Main, New York Branch (each a "New Lender"). Each New Lender now holds commitments under Tranche A and Tranche B. As a result of the Amendment, the Tranche A commitments were increased by $152,628,181.20 and the Tranche B commitments were increased by 18,952,247.34, for a combined increase to the total commitments in an amount equivalent to approximately $180 million. The termination date of each New Lender's commitments is June 16, 2021.

Some of the lenders under the Facility Agreement, as amended, and their affiliates have various relationships with Carnival Corporation, Carnival plc and certain of their subsidiaries involving the provision of financial services, including cash management, investment banking and trust services. In addition, Carnival Corporation and Carnival plc have entered into other loan arrangements as well as fuel, interest rate swap and foreign currency exchange derivative arrangements with certain of the lenders and their affiliates.

 

The full text of this SEC filing can be retrieved at: http://www.sec.gov/Archives/edgar/data/815097/000119312516597597/d148811d8k.htm

 

Any exhibits and associated documents for this SEC filing can be retrieved at: http://www.sec.gov/Archives/edgar/data/1125259/000119312516597597/0001193125-16-597597-index.htm

 

Public companies must file a Form 8-K, or current report, with the SEC generally within four days of any event that could materially affect a company's financial position or the value of its shares.

 
 

(END) Dow Jones Newswires

May 20, 2016 16:21 ET (20:21 GMT)

Copyright (c) 2016 Dow Jones & Company, Inc.
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