CUK.NYSECarnival PLC

10-Q: Carnival Cruises to Strong Q3, Boosted by Demand

Sentiment:

Quarterly Report


Carnival Corporation & plc reports significant revenue and profit growth for Q3 2025, driven by higher ticket prices and onboard spending, alongside strategic debt management.

Capital raiseIssued $1.0 billion of 5.75% senior unsecured notes due 2030.Issued $1.0 billion of 5.88% senior unsecured notes due 2031.Issued $1.2 billion of 4.13% senior unsecured euro notes due 2031.Issued $3.0 billion of 5.75% senior unsecured notes due 2032.Issued $2.0 billion of 6.13% senior unsecured notes due 2033.Borrowed $0.4 billion under an unsecured term loan facility maturing in 2027.Entered into a new $4.5 billion unsecured multi-currency revolving credit facility in June 2025.Sun Princess II borrowed $0.8 billion under an export credit facility in September 2025.
Better than expectedTotal revenues increased by 3.3% for the three months and 6.3% for the nine months, driven by higher ticket prices and onboard spending.Net income saw substantial growth, up 6.7% for the three months and 45.0% for the nine months.Diluted EPS improved from $1.26 to $1.33 for the three months and from $1.21 to $1.71 for the nine months.Operating income increased by 4.3% for the three months and 24.4% for the nine months.Long-term debt decreased, and liquidity improved, indicating a stronger financial position.

Summary

  • Total revenues for the three months ended August 31, 2025, increased by 3.3% to $8.15 billion, up from $7.90 billion in the prior year.
  • Net income for the three months increased by 6.7% to $1.85 billion, compared to $1.74 billion in the same period last year.
  • Diluted earnings per share (EPS) rose to $1.33 for the three months, up from $1.26 previously.
  • For the nine months ended August 31, 2025, total revenues grew by 6.3% to $20.29 billion, from $19.08 billion in the prior year.
  • Nine-month net income surged by 45.0% to $2.34 billion, compared to $1.61 billion in the previous year.
  • Nine-month diluted EPS increased to $1.71, up from $1.21 in the prior year.
  • Operating income for the three months increased by 4.3% to $2.27 billion, and for the nine months, it increased by 24.4% to $3.75 billion.
  • Customer deposits reached $6.69 billion as of August 31, 2025, an increase from $6.43 billion at November 30, 2024.
  • Total liquidity stood at $6.3 billion as of August 31, 2025, including $1.76 billion in cash and cash equivalents and $4.5 billion available under a new revolving credit facility.
  • The company prepaid $9.6 billion of debt during 2025, utilizing proceeds from new debt issuances and cash on hand.
  • A new $4.5 billion unsecured multi-currency revolving credit facility was entered into in June 2025, replacing older facilities.
  • The P&O Cruises (Australia) brand was sunset in March 2025, with operations folded into Carnival Cruise Line.
  • The company was in compliance with all applicable debt covenants as of August 31, 2025.

Sentiment

Score: 8

Explanation: The company demonstrated strong financial performance with significant revenue and profit growth, improved liquidity, and effective debt management. While debt extinguishment costs were notable, the overall trend is positive, reflecting robust demand and operational efficiency.

Positives

  • Strong revenue growth across both passenger ticket and onboard & other categories for both the three and nine-month periods.
  • Significant increase in net income and diluted EPS, indicating improved profitability.
  • Reduced net interest expense by $114 million for the three months and $317 million for the nine months, primarily due to decreased total debt, lower average interest rates, and increased capitalized interest.
  • Improved liquidity position with $1.76 billion in cash and $4.5 billion available under the new revolving credit facility.
  • Successful debt management, including the prepayment of $9.6 billion of debt and the establishment of a larger, more flexible revolving credit facility.
  • Increased customer deposits to $6.69 billion, reflecting strong future demand for cruises.
  • Lower fuel prices and improved fuel consumption efficiency contributed to reduced operating expenses.
  • Operating income for North America and Europe segments both increased for the three and nine-month periods, demonstrating broad-based strength.

Negatives

  • Debt extinguishment and modification costs significantly increased to $111 million for the three months and $366 million for the nine months, reflecting costs associated with debt refinancing activities.
  • Net cash provided by operating activities decreased by $0.3 billion for the nine months, primarily due to the non-recurrence of a $0.8 billion release in credit card reserves in 2024.
  • Increased net cash used in financing activities by $402 million for the nine months, driven by higher debt repayments.
  • Depreciation and amortization expenses increased by 10% for the three months and 8.7% for the nine months, attributed to fleet enhancements.

Risks

  • Geopolitical uncertainty, war, pandemics, inflation, higher fuel prices, and higher interest rates could lead to a decline in cruise demand and negatively impact financial condition.
  • Incidents concerning ships, guests, or the cruise industry may negatively impact guest and crew satisfaction and lead to reputational damage.
  • Changes in and non-compliance with laws and regulations (health, environment, safety, data privacy, anti-money laundering, anti-corruption, economic sanctions, trade protection, labor, tax) may be costly and lead to litigation, enforcement actions, fines, penalties, and reputational damage.
  • Factors associated with climate change, including evolving regulations, consumer scrutiny, and adverse weather, could materially impact the business.
  • Inability to meet sustainability targets and goals may adversely impact the business.
  • Cybersecurity incidents and data privacy breaches, as well as disruptions to IT operations, could materially adversely impact business operations and lead to fines or reputational damage.
  • Loss of key team members, inability to recruit/retain qualified staff, and increased labor costs could adversely affect business and results.
  • Fluctuations in foreign currency exchange rates may adversely impact financial results.
  • Overcapacity and competition in the vacation industry may negatively impact sales, pricing, and destination options.
  • Inability to implement shipbuilding programs and ship repairs/maintenance may adversely impact business operations and guest satisfaction.
  • Significant cash is required to service debt and sustain operations, and the ability to generate cash depends on many factors, some beyond control.
  • Debt could adversely affect financial health and operating flexibility.

Future Outlook

The company anticipates continued volatility in fuel costs impacting profitability. New and evolving regulatory requirements for greenhouse gas emissions, particularly the EU Emissions Trading System (ETS), are expected to have a material negative impact on future financial results, with 70% of emissions impacted in 2025 and all in-scope emissions in 2026. The company has $8.7 billion of undrawn export credit facilities to fund ship deliveries planned through 2033.

Management Comments

  • Management believes the covenants contained in the Restrictive Covenants and Compensation Protection Agreement are reasonable and necessary to protect the company's legitimate business interests.
  • Management acknowledges that the employee's education and experience enable them to obtain employment in many other areas, so violating non-compete provisions is not necessary to avoid economic harm.

Industry Context

The cruise industry continues its recovery, with Carnival's results reflecting strong consumer demand for travel, particularly in the North American and European segments. The company's ability to increase ticket prices and onboard spending, coupled with efficient fuel management, indicates a robust market environment. However, the industry faces ongoing challenges from geopolitical uncertainties, inflation, and increasing environmental regulations, which Carnival is actively addressing through fleet optimization and compliance measures.

Comparison to Industry Standards

  • The reported occupancy rate of 112% for the three months and 107% for the nine months (calculated assuming two passengers per cabin) indicates strong demand and efficient capacity utilization, often exceeding typical industry benchmarks for full capacity due to cabins accommodating more than two passengers.
  • The decrease in fuel cost per metric ton and fuel consumption per ALBD suggests effective cost management and fleet efficiency, which is a critical competitive advantage in an industry sensitive to energy prices.
  • The increase in customer deposits to $6.69 billion is a positive indicator of future revenue and booking strength, comparable to or exceeding pre-pandemic levels for leading cruise operators, reflecting sustained consumer confidence in cruise travel.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
CEONAJoshua WeinsteinAugust 6, 2025Execution of a new Compensation Protection and Restrictive Covenants Agreement, indicating continued employment under updated terms.
Global Chief Human Resources OfficerNABettina DeynesAugust 6, 2025Execution of a new Compensation Protection and Restrictive Covenants Agreement, indicating continued employment under updated terms.
CFO and Chief Accounting OfficerNADavid BernsteinAugust 6, 2025Execution of a new Compensation Protection and Restrictive Covenants Agreement, indicating continued employment under updated terms.
DirectorNAEnrique MiguezAugust 6, 2025Execution of a new Compensation Protection and Restrictive Covenants Agreement, indicating continued employment under updated terms.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Compensation Protection and Restrictive Covenants AgreementNew agreements for key executives (CEO, CFO, CHRO, Director) effective August 6, 2025, outlining confidentiality, non-compete, non-solicitation, and compensation protection terms. These agreements are designed to protect the company's legitimate business interests.August 6, 2025Strengthens protection of company's confidential information, customer relationships, and employee retention by imposing restrictive covenants on key personnel. Includes compensation protection for executives in certain termination scenarios.

Legal Proceedings

  • Havana Docks Corporation lawsuit: The Court of Appeals reversed the District Court's $110 million judgment against Carnival. Havana Docks filed a petition for certiorari with the Supreme Court. The company believes the ultimate outcome will not have a material impact.
  • COVID-19 class actions: An Australian court found Carnival liable for negligence and breach of consumer protection for the lead plaintiff, awarding medical costs but no pain/suffering/emotional distress damages beyond a refund. An Italian court rejected most claims, awarding a half-price fare reduction for certain passengers. Plaintiffs have appealed the Italian ruling. The company believes the ultimate outcome of these matters will not have a material impact.
  • Clean Water Act violations: The U.S. Department of Justice and EPA notified the company of potential civil penalties and injunctive relief for alleged violations. The company is working towards a resolution and believes the ultimate outcome will not have a material impact.

Stakeholder Impact

  • Shareholders: Positive impact due to strong financial performance, increased net income, and improved EPS. Debt reduction and strong liquidity also enhance financial stability.
  • Employees: Key executives are subject to new compensation protection and restrictive covenants agreements, which could impact future employment terms and mobility.
  • Customers: Continued strong demand and high occupancy rates suggest positive customer experience and brand loyalty. Brand realignment of P&O Cruises (Australia) into Carnival Cruise Line may affect some customers.
  • Creditors: Improved financial health, reduced long-term debt, and compliance with debt covenants are favorable for creditors. The new revolving credit facility provides additional financial flexibility.

Next Steps

  • Continue to operate a North America segment ship under bareboat charter until May 2026.
  • Continue to operate a Europe segment ship under bareboat charter until September 2026.
  • Redeem 5.75% convertible senior notes due 2027 on December 5, 2025.
  • Fund new ship deliveries through 2033 using $8.7 billion of undrawn export credit facilities.
  • Comply with increasing EU Emissions Trading System (ETS) regulations, with 70% of emissions impacted in 2025 and all in-scope emissions in 2026.
  • Address ongoing legal proceedings, including the Havana Docks lawsuit and COVID-19 class actions, with the expectation of no material impact on financial statements.

Key Dates

DateDescription
2023-12-01Carnival Cruise Line's 5,360-passenger capacity ship entered into service.
2024-02-01Princess Cruises' 4,310-passenger capacity ship entered into service.
2024-02-01Costa Cruises' 4,240-passenger capacity ship transferred to Carnival Cruise Line.
2024-04-01Carnival Cruise Line's 4,130-passenger capacity ship transferred from Costa Cruises and entered into service.
2024-05-01Cunard's 2,960-passenger capacity ship entered into service.
2024-09-01Seabourn's 460-passenger capacity ship left the fleet.
2024-11-30End of previous fiscal year for Carnival Corporation & plc Group.
2025-01-01Company became subject to the EU Emissions Trading System (ETS).
2025-01-01Repricing of senior secured term loans occurred.
2025-02-01P&O Cruises (Australia)'s 2,000-passenger capacity ship left the fleet.
2025-03-01P&O Cruises (Australia) brand sunset and operations folded into Carnival Cruise Line.
2025-03-01EURIBOR-based interest rate swap matured.
2025-03-06Havana Docks filed a petition for certiorari with the Supreme Court of the United States.
2025-03-31Italian court returned a ruling rejecting most of the plaintiffs' claims in the COVID-19 class action.
2025-04-01Euro floating rate loan agreement amended to increase principal, extend maturity, amend margin, and remove subsidiary guarantee.
2025-05-01EU Treaty economic benefits for the company were approved through December 31, 2033.
2025-06-01Company sold one-third of its interest in Grand Bahama Shipyard Ltd. and Floating Docks S. de RL.
2025-06-03Carnival Corporation and Carnival plc entered into a $4.5 billion unsecured multi-currency revolving credit facility.
2025-07-01Repriced senior secured term loans were prepaid.
2025-07-24Joshua Weinstein received a copy of the Restrictive Covenants and Compensation Protection Agreement.
2025-07-31Annual impairment reviews for goodwill and trademarks were performed, with no impairment found.
2025-08-01Effective date of the Restrictive Covenants and Compensation Protection Agreement for Joshua Weinstein.
2025-08-31End of the current quarterly period for this 10-Q filing.
2025-09-01Sun Princess II borrowed $0.8 billion under an export credit facility.
2025-09-01Notice of redemption issued for the entire outstanding principal amount of the 5.75% convertible senior notes due 2027.
2025-09-22Carnival Corporation had 1,167,541,049 shares of Common Stock outstanding; Carnival plc had 188,483,863 Ordinary Shares outstanding.
2025-12-05Redemption date for the 5.75% convertible senior notes due 2027.
2026-05-01Company will continue to operate a North America segment ship through this date under a bareboat charter agreement.
2026-09-01Company will continue to operate a Europe segment ship through this date under a bareboat charter agreement.
2026-02-28Minimum interest coverage ratio covenant increases to 3.0 to 1.0 from this testing date onwards.
2027-01-01Effective date for adoption of FASB guidance on Financial Instruments Credit Losses Measurement of Credit Losses for Accounts Receivable and Contract Assets.
2027-01-01Effective date for adoption of FASB guidance on Debt Debt with Conversion and Other Options Induced Conversions of Convertible Debt Instruments.
2028-01-01Effective date for adoption of FASB guidance on Income Statement Reporting Comprehensive Income Expense Disaggregation Disclosures Disaggregation of Income Statement Expenses.

Recommendation

buy

The filing indicates robust financial performance with significant year-over-year growth in revenue, operating income, and net income. The company has effectively managed its debt, reducing long-term obligations and enhancing liquidity with a new, larger revolving credit facility. Strong customer deposits and high occupancy rates signal sustained demand. While debt extinguishment costs were incurred, these are one-time in nature and part of a broader strategy to optimize the capital structure. The ongoing legal and regulatory matters are not expected to have a material adverse impact. These factors collectively suggest a positive trajectory for the company, making it an attractive investment.

Keywords

Cruise Industry, Carnival Corporation, Financial Results, SEC Filing, 10-Q, Revenue Growth, Net Income, Debt Management, Liquidity, Customer Deposits, Operating Income, Cruise Operations, Risk Factors, Corporate Governance, Capital Expenditures, Shareholder Equity

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