CARNIVAL CORPORATION & PLC CONS
CARNIVAL CORPORATION & PLC CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | |||
In Millions, except Per Share data | 12 Months Ended
Nov. 30, 2009 | 12 Months Ended
Nov. 30, 2008 | 12 Months Ended
Nov. 30, 2007 |
Cruise | |||
Passenger tickets | $9,985 | $11,210 | $9,792 |
Onboard and other | 2,885 | 3,044 | 2,846 |
Other | 287 | 392 | 395 |
Revenues, Total | 13,157 | 14,646 | 13,033 |
Cruise | |||
Commissions, transportation and other | 1,917 | 2,232 | 1,941 |
Onboard and other | 461 | 501 | 495 |
Payroll and related | 1,498 | 1,470 | 1,336 |
Fuel | 1,156 | 1,774 | 1,096 |
Food | 839 | 856 | 747 |
Other ship operating | 1,997 | 1,913 | 1,717 |
Other | 236 | 293 | 296 |
Total | 8,104 | 9,039 | 7,628 |
Selling and administrative | 1,590 | 1,629 | 1,579 |
Depreciation and amortization | 1,309 | 1,249 | 1,101 |
Costs and Expenses, Total | 11,003 | 11,917 | 10,308 |
Operating Income | 2,154 | 2,729 | 2,725 |
Nonoperating (Expense) Income | |||
Interest income | 14 | 35 | 67 |
Interest expense, net of capitalized interest | (380) | (414) | (367) |
Other income (expense), net | 18 | 27 | (1) |
Nonoperating Income (Expense), Total | (348) | (352) | (301) |
Income Before Income Taxes | 1,806 | 2,377 | 2,424 |
Income Tax Expense, Net | (16) | (47) | (16) |
Net Income | $1,790 | $2,330 | $2,408 |
Earnings Per Share | |||
Basic | 2.27 | 2.96 | 3.04 |
Diluted | 2.24 | 2.9 | 2.95 |
Dividends Declared Per Share | $0 | 1.6 | 1.375 |
1_CARNIVAL CORPORATION & PLC CO
CARNIVAL CORPORATION & PLC CONSOLIDATED BALANCE SHEETS (USD $) | ||
In Millions | Nov. 30, 2009
| Nov. 30, 2008
|
Current Assets | ||
Cash and cash equivalents | $538 | $650 |
Trade and other receivables, net | 362 | 418 |
Inventories | 320 | 315 |
Prepaid expenses and other | 298 | 267 |
Total current assets | 1,518 | 1,650 |
Property and Equipment, Net | 29,870 | 26,457 |
Goodwill | 3,451 | 3,266 |
Trademarks | 1,346 | 1,294 |
Other Assets | 650 | 733 |
Assets, Total | 36,835 | 33,400 |
Current Liabilities | ||
Short-term borrowings | 135 | 256 |
Current portion of long-term debt | 815 | 1,081 |
Convertible debt subject to current put option | 0 | 271 |
Accounts payable | 568 | 512 |
Accrued liabilities and other | 874 | 1,142 |
Customer deposits | 2,575 | 2,519 |
Total current liabilities | 4,967 | 5,781 |
Long-Term Debt | 9,097 | 7,735 |
Other Long-Term Liabilities and Deferred Income | 736 | 786 |
Shareholders' Equity | ||
Common stock of Carnival Corporation; $.01 par value; 1,960 shares authorized; 644 shares at 2009 and 643 shares at 2008 issued | 6 | 6 |
Ordinary shares of Carnival plc; $1.66 par value; 226 shares authorized; 213 shares at 2009 and 2008 issued | 354 | 354 |
Additional paid-in capital | 7,707 | 7,677 |
Retained earnings | 15,770 | 13,980 |
Accumulated other comprehensive income (loss) | 462 | (623) |
Treasury stock; 24 shares at 2009 and 19 shares at 2008 of Carnival Corporation and 46 shares at 2009 and 52 shares at 2008 of Carnival plc, at cost | (2,264) | (2,296) |
Total shareholders' equity | 22,035 | 19,098 |
Liabilities and Stockholders' Equity, Total | $36,835 | $33,400 |
2_CARNIVAL CORPORATION & PLC CO
CARNIVAL CORPORATION & PLC CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | ||
Share data in Millions, except Per Share data | Nov. 30, 2009
| Nov. 30, 2008
|
Common stock of Carnival Corporation, par value | 0.01 | 0.01 |
Common stock of Carnival Corporation, shares authorized | 1,960 | 1,960 |
Common stock of Carnival Corporation, issued | 644 | 643 |
Ordinary shares of Carnival plc, par value | 1.66 | 1.66 |
Ordinary shares of Carnival plc, shares authorized | 226 | 226 |
Ordinary shares of Carnival plc, issued | 213 | 213 |
Treasury stock, shares of Carnival Corporation | 24 | 19 |
Treasury stock, shares of Carnival plc | 46 | 52 |
3_CARNIVAL CORPORATION & PLC CO
CARNIVAL CORPORATION & PLC CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | |||
In Millions | 12 Months Ended
Nov. 30, 2009 | 12 Months Ended
Nov. 30, 2008 | 12 Months Ended
Nov. 30, 2007 |
OPERATING ACTIVITIES | |||
Net income | $1,790 | $2,330 | $2,408 |
Adjustments to reconcile net income to net cash provided by operating activities | |||
Depreciation and amortization | 1,309 | 1,249 | 1,101 |
Share-based compensation | 50 | 50 | 64 |
Other | 37 | (37) | 26 |
Changes in operating assets and liabilities, excluding businesses acquired and sold | |||
Receivables | 81 | (70) | (119) |
Inventories | 10 | (8) | (57) |
Prepaid expenses and other | 7 | (18) | (56) |
Accounts payable | 74 | (66) | 109 |
Accrued and other liabilities | 29 | 37 | 163 |
Customer deposits | (45) | (76) | 430 |
Net cash provided by operating activities | 3,342 | 3,391 | 4,069 |
INVESTING ACTIVITIES | |||
Additions to property and equipment | (3,380) | (3,353) | (3,312) |
Purchases of short-term investments | (4) | (4) | (2,098) |
Sales of short-term investments | 2 | 11 | 2,078 |
Acquisition of business, net of cash acquired and sales of businesses | (33) | 0 | (339) |
Other, net | 31 | 91 | (75) |
Net cash used in investing activities | (3,384) | (3,255) | (3,746) |
FINANCING ACTIVITIES | |||
Principal repayments of revolver | (1,749) | (3,314) | (135) |
Proceeds from revolver | 1,166 | 3,186 | 1,086 |
Proceeds from issuance of other long-term debt | 2,299 | 2,243 | 2,654 |
Principal repayments of other long-term debt | (1,273) | (1,211) | (1,656) |
(Repayments of) proceeds from short-term borrowings, net | (288) | 138 | (1,281) |
Dividends paid | (314) | (1,261) | (990) |
Purchases of treasury stock | (188) | (98) | (326) |
Sales of treasury stock | 196 | 15 | 0 |
Proceeds from settlement of foreign currency swaps | 113 | 0 | 0 |
Other, net | (55) | (13) | 44 |
Net cash used in financing activities | (93) | (315) | (604) |
Effect of exchange rate changes on cash and cash equivalents | 23 | (114) | 61 |
Net decrease in cash and cash equivalents | (112) | (293) | (220) |
Cash and cash equivalents at beginning of year | 650 | 943 | 1,163 |
Cash and cash equivalents at end of year | $538 | $650 | $943 |
4_CARNIVAL CORPORATION & PLC CO
CARNIVAL CORPORATION & PLC CONSOLIDATED STATEMENTS OF ShareholdersEquity & OtherComprehensiveIncome (USD $) | |||||||
In Millions | Common stock
| Additional paid-in capital
| Retained earnings
| Accumulated other comprehensive income (loss)
| Treasury stock
| Total
| |
Beginning Balances at Nov. 30, 2006 | $6 | $354 | $7,479 | $11,600 | $661 | ($1,890) | $18,210 |
Comprehensive income: | |||||||
Net income | 2,408 | 2,408 | |||||
Foreign currency translation adjustment | 649 | 649 | |||||
Other | (7) | (7) | |||||
Cash dividends declared | (1,087) | (1,087) | |||||
Purchases of treasury stock and other | 120 | (323) | (203) | ||||
Adoption of pension accounting standard (Note 12) | (7) | (7) | |||||
Ending Balances at Nov. 30, 2007 | 6 | 354 | 7,599 | 12,921 | 1,296 | (2,213) | 19,963 |
Adoption of tax accounting interpretation (Note 8) | (11) | (11) | |||||
Comprehensive income: | |||||||
Net income | 2,330 | 2,330 | |||||
Foreign currency translation adjustment | (1,816) | (1,816) | |||||
Other | (103) | (103) | |||||
Cash dividends declared | (1,260) | (1,260) | |||||
Purchases and sales under the Stock Swap programs and other | 78 | (83) | (5) | ||||
Ending Balances at Nov. 30, 2008 | 6 | 354 | 7,677 | 13,980 | (623) | (2,296) | 19,098 |
Comprehensive income: | |||||||
Net income | 1,790 | 1,790 | |||||
Foreign currency translation adjustment | 1,043 | 1,043 | |||||
Other | 42 | 42 | |||||
Purchases and sales under the Stock Swap programs and other | 30 | 32 | 62 | ||||
Ending Balances at Nov. 30, 2009 | $6 | $354 | $7,707 | $15,770 | $462 | ($2,264) | $22,035 |
General
General | |
12 Months Ended
Nov. 30, 2009 USD / shares | |
General | NOTE 1 General Description of Business Carnival Corporation is incorporated in Panama, and Carnival plc is incorporated in England and Wales.Carnival Corporation and Carnival plc operate a dual listed company (DLC), whereby the businesses of Carnival Corporation and Carnival plc are combined through a number of contracts and through provisions in Carnival Corporations Articles of Incorporation and By-Laws and Carnival plcs Articles of Association.The two companies operate as if they are a single economic enterprise, but each has retained its separate legal identity.Each companys shares are publicly traded; on the New York Stock Exchange (NYSE) for Carnival Corporation and the London Stock Exchange for Carnival plc.In addition, Carnival plc American Depository Shares are traded on the NYSE. See Note 3. The accompanying consolidated financial statements include the accounts of Carnival Corporation and Carnival plc and their respective subsidiaries.Together with their consolidated subsidiaries they are referred to collectively in these consolidated financial statements and elsewhere in this 2009 Annual Report as Carnival Corporation plc, our, us, and we. We are the largest cruise company and one of the largest vacation companies in the world.As of November30, 2009, the summary by brand of our passenger capacity, the number of cruise ships we operate, and the primary areas in which they are marketed is as follows: CruiseBrands Passenger Capacity (a) Numberof CruiseShips Primary Market Carnival Cruise Lines 54,480 22 NorthAmerica Princess Cruises (Princess) 37,588 17 North America Costa Cruises (Costa)(b) 28,426 14 Europe Holland America Line 21,378 14 North America PO Cruises(c) 11,998 6 UnitedKingdom(UK) AIDA Cruises (AIDA) 9,862 6 Germany Ibero Cruises (Ibero) 5,010 4 Spain and Brazil PO Cruises Australia 4,744 3 AustraliaandNewZealand Cunard Line (Cunard) 4,608 2 UK and North America Ocean Village(d) 1,578 1 UK The Yachts of Seabourn (Seabourn) 1,074 4 North America 180,746 93 (a) In accordance with cruise industry practice, passenger capacity is calculated based on two passengers per cabin even though some cabins can accommodate three or more passengers. (b) Includes the 1,488-passenger capacity Costa Europa, which will be operated by an unrelated entity under a bareboat charter agreement, commencing April 2010 and expiring April 2020. (c) Includes the 1,200-passenger capacity Artemis, which was sold in October 2009 to an unrelated entity and is being operated by PO Cruises under a bareboat charter agreement until April 2011 (see Note 4). (d) The Ocean Village brand is being phased-out with the planned transfer of its ship to PO Cruises Australia in November 2010. Preparation of Financial Statements The preparation of our consolidated financial statements in accordance with accounting principles generally accepted in the United States of America requires us to make estimates and assumptions that affect the amounts |
Summary of Significant Accounti
Summary of Significant Accounting Policies | |
12 Months Ended
Nov. 30, 2009 USD / shares | |
Summary of Significant Accounting Policies | NOTE 2 Summary of Significant Accounting Policies Basis of Presentation We consolidate entities over which we have control (see Notes 3 and 15), as typically evidenced by a direct ownership interest of greater than 50%.For affiliates where significant influence over financial and operating policies exists, as typically evidenced by a direct ownership interest from 20% to 50%, the investment is accounted for using the equity method. Cash and Cash Equivalents Cash and cash equivalents include investments with maturities of three months or less at acquisition, which are stated at cost.At November30, 2009 and 2008, cash and cash equivalents are comprised of cash on hand, money market funds and time deposits. Marketable Securities We account for our marketable securities as trading or available-for-sale.As of November30, 2009 and 2008, our marketable securities were not significant and we had $16 million and $20 million of unrealized holding losses at such dates, respectively.All income generated from these investments is recorded as interest and investment income. Purchases and sales of short-term investments included in our 2007 Consolidated Statement of Cash Flows consisted of investments with original maturities greater than three months with floating interest rates, which typically reset every 28 days.Despite the long-term nature of their stated contractual maturities, prior to November30, 2007 we had the ability to quickly liquidate these securities so they were considered short-term investments. Inventories Inventories consist primarily of food and beverage provisions, hotel and restaurant products and supplies, gift shop and art merchandise held for resale and fuel, which are all carried at the lower of cost or market.Cost is determined using the weighted-average or first-in, first-out methods. Property and Equipment Property and equipment are stated at cost.Depreciation and amortization were computed using the straight-line method over our estimates of average useful lives and residual values, as a percentage of original cost, as follows: Residual Values Years Ships 15% 30 Ship improvements 0%or15% 3-28 Buildings and improvements 0-10% 5-35 Computer hardware and software 0-10% 3-7 Transportation equipment and other 0-15% 2-20 Leasehold improvements, including port facilities Shorterofleaseterm or related asset life Ship improvement costs that we believe add value to our ships are capitalized to the ships and depreciated over their or the ships estimated remaining useful life, whichever is shorter, while costs of repairs and maintenance, including minor improvement costs, are charged to expense as incurred.We capitalize interest as part of acquiring ships and other capital projects during their construction period.The specifically identified or estimated cost and accumulated depreciation of previously capitalized ship components are written off upon retirement. Dry-dock costs primarily represent planned major maintenance activities that are incurred when a ship is taken out of service for scheduled maintenance.Thes |
DLC Structure
DLC Structure | |
12 Months Ended
Nov. 30, 2009 USD / shares | |
DLC Structure | NOTE 3 DLC Structure In 2003, Carnival Corporation and Carnival plc (formerly known as PO Princess Cruises plc) completed a DLC transaction, which implemented Carnival Corporation plcs DLC structure.The contracts governing the DLC structure provide that Carnival Corporation and Carnival plc each continue to have separate boards of directors, but the boards and senior executive management of both companies are identical.The constitutional documents of each of the companies also provide that, on most matters, the holders of the common equity of both companies effectively vote as a single body.On specified matters where the interests of Carnival Corporations shareholders may differ from the interests of Carnival plcs shareholders (a class rights action such as transactions primarily designed to amend or unwind the DLC structure), each shareholder body will vote separately as a class.Generally, no class rights action will be implemented unless approved by both shareholder bodies. Upon the closing of the DLC transaction, Carnival Corporation and Carnival plc also executed the Equalization and Governance Agreement, which provides for the equalization of dividends and liquidation distributions based on an equalization ratio and contains provisions relating to the governance of the DLC structure.Because the current equalization ratio is 1 to 1, one Carnival plc ordinary share is entitled to the same distributions, subject to the terms of the Equalization and Governance Agreement, as one share of Carnival Corporation common stock.In a liquidation of either company or both companies, if the hypothetical potential per share liquidation distributions to each companys shareholders are not equivalent, taking into account the relative value of the two companies assets and the indebtedness of each company, to the extent that one company has greater net assets so that any liquidation distribution to its shareholders would not be equivalent on a per share basis, the company with the ability to make a higher net distribution is required to make a payment to the other company to equalize the possible net distribution to shareholders, subject to certain exceptions. At the closing of the DLC transaction, Carnival Corporation and Carnival plc also executed deeds of guarantee.Under the terms of Carnival Corporations deed of guarantee, Carnival Corporation has agreed to guarantee all indebtedness and certain other monetary obligations of Carnivalplc that are incurred under agreements entered into on or after the closing date of the DLC transaction. The terms of Carnivalplcs deed of guarantee mirror those of Carnival Corporations.In addition, Carnival Corporation and Carnival plc have each extended their respective deeds of guarantee to the others pre-DLC indebtedness and certain other monetary obligations, or alternatively have provided standalone guarantees in lieu of utilization of these deeds of guarantee, thus effectively cross guaranteeing all Carnival Corporation and Carnival plc indebtedness and certain other monetary obligations. Each deed of guarantee provides that the creditors to whom the obligations are owed are intended third party beneficiar |
Property and Equipment
Property and Equipment | |
12 Months Ended
Nov. 30, 2009 USD / shares | |
Property and Equipment | NOTE 4 Property and Equipment Property and equipment consisted of the following (in millions): November30, 2009 2008 Ships $ 35,187 $ 30,557 Ships under construction 770 707 35,957 31,264 Land, buildings and improvements, including leasehold improvements and port facilities 864 762 Computer hardware and software, transportation equipment and other 913 847 Total property and equipment 37,734 32,873 Less accumulated depreciation and amortization (7,864 ) (6,416 ) $ 29,870 $ 26,457 Capitalized interest, primarily on our ships under construction, amounted to $37 million, $52 million and $44 million in fiscal 2009, 2008 and 2007, respectively.Ships under construction include progress payments for the construction of new ships, as well as design and engineering fees, capitalized interest, construction oversight costs and various owner supplied items.At November30, 2009, four ships with an aggregate net book value of $1.5 billion were pledged as collateral pursuant to mortgages related to $700 million of debt.Subsequent to November30, 2009, the mortgages on two of these ships with an aggregate net book value of $688 million were released and, accordingly, $309 million of secured debt became unsecured. See Note 5. Repairs and maintenance expenses, including minor improvement costs and dry-dock expenses, were $749 million, $661 million and $583 million in fiscal 2009, 2008 and 2007, respectively, and are substantially all included in other ship operating expenses in the accompanying Consolidated Statements of Operations. In October 2009, we finalized an agreement to sell PO Cruises Artemis to an unrelated entity (the buyer) for approximately $100 million, and to charter her back until April 2011.We received approximately $50 million as a down payment and provided interest-bearing seller-financing, secured by the ship, for the remaining portion of the sales price.This sale resulted in a gain, which we had deferred and not recognized in our 2009 Consolidated Statements of Operations due to contingent gain uncertainties surrounding the ultimate collection of the note receivable. On January14, 2010, we collected all of our outstanding PO Cruises Artemis note receivable from the buyer in advance of its original due dates, after the buyer obtained third-party financing.Accordingly, we recognized a gain of approximately $45 million in January 2010 as the contingency surrounding the ultimate collection of the note was fully resolved. |
Debt
Debt | |
12 Months Ended
Nov. 30, 2009 USD / shares | |
Debt | NOTE 5 Debt Long-term debt and short-term borrowings consisted of the following (in millions): November30, 2009(a) 2008(a) SECURED LONG-TERM DEBT Fixed rate export credit facilities, collateralized by two ships, bearing interest at 5.4% and 5.5%, due through 2016(b) $ 375 $ 376 Floating rate export credit facilities, collateralized by four ships, bearing interest at LIBOR plus 1.1% to 1.3% (1.7% to 2.6%), due through 2015(b) 325 441 Other 3 2 Total Secured Long-term Debt 703 819 UNSECURED LONG-TERM DEBT Export Credit Facilities Fixed rate export credit facilities, bearing interest at 4.2% to 5.0%, due through 2020(c) 2,603 2,867 Euro fixed rate export credit facility, bearing interest at 4.5%, due through 2024(c) 299 Floating rate export credit facility, bearing interest at LIBOR plus 1.6% (2.8%), due through 2017(d) 83 Euro floating rate export credit facilities, bearing interest at EURIBOR plus 0.2% to 1.6% (1.2% to 3.1%), due through 2021(e) 1,111 261 Bank Loans Fixed rate bank loans, bearing interest at 3.5% to 4.5%, due in 2015(c)(f)(h) 850 500 Euro fixed rate bank loans, bearing interest at 3.9% to 4.7%, due through 2021(c)(g) 524 82 Floating rate bank loans, bearing interest at LIBOR plus 2.5% (2.7% and 2.8%), due in 2012(h) 200 Euro floating rate bank loans, bearing interest at EURIBOR plus 0.55% (1.6%), due in 2014(c)(g) 152 607 Revolver (h)(i) Loans, bearing interest at LIBOR plus 0.2% (0.4%) 212 583 Euro loans, bearing interest at EURIBOR plus 0.2% (0.6%) 52 208 Private Placement Notes Fixed rate notes, bearing interest at 4.9% to 6.0%, due through 2016 224 229 Euro fixed rate notes, bearing interest at 6.7% to 7.3%, due through 2018(c) 278 236 Publicly-Traded Notes Fixed rate notes, bearing interest at 6.7% to 7.2%, due through 2028 530 530 Euro fixed rate notes, bearing interest at 4.3%, due in 2013 1,119 949 Sterling fixed rate notes, bearing interest at 5.6%, due in 2012 339 320 Publicly-Traded Convertible Notes Notes, bearing interest at 2%, due in 2021, with next put option in 2011 595 595 Notes, bearing interest at 1.75%, net of discount 9 271 Other 29 30 Total Unsecured Long-term Debt 9,209 8,268 UNSECURED SHORT-TERM BORROWINGS Bank loans, with aggregate weighted-average interest rates of 0.3%, repaid in December 2009 96 12 Euro bank loans, with aggregate weighted-average interest rates of 0.6%, repaid in December 2009 39 244 Total Unsecured Short-term Borrowings 135 256 Total Unsecured Debt 9,344 8,524 Total Debt 10,047 9,343 Less short-te |
Commitments
Commitments | |
12 Months Ended
Nov. 30, 2009 USD / shares | |
Commitments | NOTE 6 Commitments Ship Commitments At November30, 2009, we had 13 ships under contract for construction with an aggregate passenger capacity of 30,442.The estimated total cost of these ships is approximately $8.2 billion, which includes the contract price with the shipyard, design and engineering fees, capitalized interest, construction oversight costs and various owner supplied items.We have paid $770 million through November30, 2009 and anticipate paying the remaining estimated total costs as follows: $3.4 billion, $2.2 billion and $1.8 billion in fiscal 2010, 2011 and 2012, respectively. Operating Leases, Port Facilities and Other Commitments Rent expense under our operating leases, primarily for office and warehouse space, was $54 million, $52 million and $46 million in fiscal 2009, 2008 and 2007, respectively.At November30, 2009, minimum amounts payable for our operating leases, with initial or remaining terms in excess of one year, and for the annual usage of port facilities and other contractual commitments with remaining terms in excess of one year, were as follows (in millions): Fiscal Year Operating Leases Port Facilities and Other 2010 $ 49 $ 146 2011 43 112 2012 37 87 2013 33 77 2014 24 50 Thereafter 115 490 Total $ 301 $ 962 |
Contingencies
Contingencies | |
12 Months Ended
Nov. 30, 2009 USD / shares | |
Contingencies | NOTE 7 Contingencies Litigation In the normal course of our business, various claims and lawsuits have been filed or are pending against us.Most of these claims and lawsuits are covered by insurance and, accordingly, the maximum amount of our liability, net of any insurance recoverables, is typically limited to our self-insurance retention levels.However, the ultimate outcome of these claims and lawsuits which are not covered by insurance cannot be determined at this time. Contingent Obligations Lease Out and Lease Back Type (LILO) Transactions At November30, 2009, Carnival Corporation had estimated contingent obligations totaling $585 million, excluding termination payments as discussed below, to participants in LILO transactions for two of its ships.At the inception of these leases, the aggregate of the net present value of these obligations was paid by Carnival Corporation to a group of major financial institutions, one of which includes American International Group Inc. (AIG), who agreed to act as payment undertakers and directly pay these obligations.Accordingly, these contingent obligations are considered extinguished, and neither the funds nor the contingent obligations have been included in our accompanying Consolidated Balance Sheets. In the event that Carnival Corporation were to default on its contingent obligations and assuming performance by all other participants, we estimate that we would, as of November30, 2009, be responsible for a termination payment of approximately $95 million.In 2017 we have the right to exercise options that would terminate these two LILO transactions at no cost to us. In certain cases, if the credit ratings of the financial institutions who are directly paying the contingent obligations fall below AA-, then Carnival Corporation will be required to replace these financial institutions with other financial institutions whose credit ratings are at least AA or meet other specified credit requirements.In such circumstances we would incur additional costs, although we estimate that they will be immaterial to our financial statements.All of the financial institution payment undertakers subject to this AA- credit rating threshold have credit ratings of AAA.If Carnival Corporations credit rating, which is BBB+, falls below BBB, it will be required to provide a standby letter of credit for $67 million, or, alternatively, provide mortgages for this aggregate amount on these two ships. In September 2008, the credit ratings of AIG and its subsidiaries involved in one of the above LILO transactions were downgraded from AA- to A-.As a result of this downgrade, AIG pledged collateral to support its obligations as a payment undertaker under the terms of this LILO transaction and, accordingly, AIG is no longer subject to the AA- credit rating threshold discussed above. Carnival Corporation and AIG were also parties to a third LILO transaction.In September 2008, we replaced AIG as the payment undertaker under this third LILO transaction by purchasing $80 million of U.S. Treasury strip securities using funds substantially all of which were provided by AIG.In February 2009, Carnival and the rem |
Income and Other Taxes
Income and Other Taxes | |
12 Months Ended
Nov. 30, 2009 USD / shares | |
Income and Other Taxes | NOTE 8 Income and Other Taxes We are primarily foreign corporations engaged in the business of operating passenger vessels in international transportation.Generally, income from or incidental to the international operation of vessels is subject to preferential tax regimes in the countries where the vessel owning and operating companies are incorporated, and generally exempt from income tax in other countries where the vessels call due to the application of income tax treaties or domestic law which, in the U.S., is Section883 of the Internal Revenue Code.Income that we earn which is not associated with the international operation of ships or earned in countries without preferential tax regimes is subject to income tax in the countries where such income is earned. AIDA, Costa, Cunard, Ibero, Ocean Village, PO Cruises and PO Cruises Australia are subject to income tax under the tonnage tax regimes of either Italy or the United Kingdom.Under both tonnage tax regimes, shipping profits, as defined under the applicable law, are subject to corporation tax by reference to the net tonnage of qualifying vessels.Income not considered to be shipping profits under tonnage tax rules is taxable under either the Italian tax regime applicable to Italian registered ships or the normal UK income tax rules.In addition, Ibero is subject to a preferential Portuguese income tax applicable to international shipping operations.We believe that substantially all of the ordinary income attributable to these brands constitutes shipping profits and, accordingly, Italian, Portuguese and UK income tax expenses for these operations have been minimal under the existing tax regimes. Carnival Cruise Lines, Princess, Holland America Line and Seabourn are primarily subject to the income tax laws of Panama, Bermuda, the Netherlands Antilles and Bermuda, respectively.As a general matter, the laws of Panama and the Netherlands Antilles exempt earnings derived from international ship operations and Bermuda does not have an income tax.With respect to the U.S. domestic law exemption, Section883 regulations limit the types of income deemed to be derived from the international operation of a ship that are exempt from income tax.Accordingly, our provision for U.S. federal and state income taxes includes taxes on a portion of our ship operations, in addition to the transportation, hotel and tour business of Holland America Princess Alaska Tours. We do not expect to incur income taxes on future distributions of undistributed earnings of foreign subsidiaries and, accordingly, no deferred income taxes have been provided for the distribution of these earnings.All interest expense related to income tax liabilities are classified as income tax expenses.In addition to or in place of income taxes, virtually all jurisdictions where our ships call impose taxes and/or fees based on guest counts, ship tonnage, ship capacity or some other measure. On December1, 2007, we changed the method for which we account for uncertain income tax positions.This method clarified, among other things, the accounting for uncertain income tax positions by prescribing a minimum probability threshold tha |
Shareholders' Equity
Shareholders' Equity | |
12 Months Ended
Nov. 30, 2009 USD / shares | |
Shareholders' Equity | NOTE 9 Shareholders Equity Carnival Corporations Articles of Incorporation authorize its Board of Directors, at its discretion, to issue up to 40million shares of preferred stock, and Carnival plc has 100,000 authorized preference shares.At November30, 2009 and 2008, no Carnival Corporation preferred stock had been issued and only a nominal amount of Carnival plc preference shares had been issued. In June 2006, the Boards of Directors authorized the repurchase of up to an aggregate of $1 billion of Carnival Corporation common stock and Carnival plc ordinary shares subject to certain restrictions.On September19, 2007, the Boards of Directors increased the remaining $578 million general repurchase authorization back to $1 billion.During fiscal 2008 and 2007, we purchased 0.6million and 0.2million shares of Carnival Corporation common stock, and 1.3million and 7.3million ordinary shares of Carnival plc, respectively, under this general repurchase authorization.At January28, 2010, the remaining availability under the general repurchase authorization was $787million.The general repurchase authorization does not have an expiration date and may be discontinued by our Boards of Directors at any time. In addition to the general repurchase authorization, the Boards of Directors have authorized the repurchase of up to 19.2million Carnival plc ordinary shares and up to 25million shares of Carnival Corporation common stock under the Stock Swap programs described below.We use the Stock Swap programs in situations where we can obtain an economic benefit because either Carnival Corporation common stock or Carnival plc ordinary shares are trading at a price that is at a premium or discount to the price of Carnival plc ordinary shares or Carnival Corporation common stock, as the case may be.All Carnival plc share repurchases under both the general repurchase authorization and the Stock Swap authorization require annual shareholder approval. In fiscal 2009 and 2008, we sold 450,000 shares and 633,000 shares of Carnival Corporation common stock for $9 million and $15 million of net proceeds, respectively.In fiscal 2009 and 2008, substantially all of these net proceeds were used to fund the repurchase of 450,000 shares and 633,000 shares of Carnival plc ordinary shares, respectively.In these offerings, we sold Carnival Corporation common stock in the U.S., only to the extent we were able to purchase shares of Carnival plc in the UK on at least an equivalent basis under the Stock Swap program. In fiscal 2009, we also sold 5.8million shares of Carnival plc ordinary shares for $187 million of net proceeds, substantially all of which was used to fund the repurchase of 5.8million shares of Carnival Corporation common stock.In these offerings, we sold in the UK Carnival plc ordinary shares held in treasury, only to the extent we were able to purchase shares of Carnival Corporation in the U.S. on at least an equivalent basis under the Stock Swap program. At November30, 2009, there were 42.9million shares of Carnival Corporation common stock reserved for issuance pursuant to its convertible notes and its employee benefit and dividend reinvestment pl |
Fair Value Measurements, Deriva
Fair Value Measurements, Derivative Instruments and Hedging Activities | |
12 Months Ended
Nov. 30, 2009 USD / shares | |
Fair Value Measurements, Derivative Instruments and Hedging Activities | NOTE 10 Fair Value Measurements, Derivative Instruments and Hedging Activities Fair Value Measurements U.S. accounting standards establish a fair value hierarchy that prioritizes the inputs used to measure fair value.The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement).This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs.The three levels of inputs used to measure fair value are as follows: Level 1 measurements are based on quoted prices in active markets for identical assets or liabilities that we have the ability to access. Level 2 measurements are based on quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active or market data other than quoted prices that are observable for the assets or liabilities. Level 3 measurements are based on unobservable data that are supported by little or no market activity and are significant to the fair value of the assets or liabilities. Fair value is a market-based measure considered from the perspective of a market participant who holds the asset or owes the liability rather than an entity-specific measure.Therefore, even when market assumptions are not readily available, our own assumptions are set to reflect those that we believe market participants would use in pricing the asset or liability at the measurement date. Financial Instruments that ARE NOT measured at Fair Value on a Recurring Basis The estimated carrying and fair values of our financial instrument assets and (liabilities) that are not measured at fair value on a recurring basis were as follows (in millions): November30, 2009 November30, 2008 Carrying Value FairValue Carrying Value FairValue Cash and cash equivalents(a) $ 324 $ 324 $ 345 $ 345 Long-term other assets(b) $ 187 $ 181 $ 243 $ 227 Debt, non-convertible(c) $ (9,443 ) $ (9,376 ) $ (8,477 ) $ (6,591 ) Publicly-traded convertible notes(d) $ (604 ) $ (627 ) $ (866 ) $ (754 ) (a) Cash and cash equivalents are comprised of cash on hand and time deposits and due to their short maturities the carrying values approximate their fair values. (b) At both November30, 2009 and 2008, long-term other assets included notes and other receivables.At November30, 2008, U.S. Treasury strip securities were also included in long-term other assets.The fair values of notes and other receivables were based on estimated future cash flows discounted at appropriate market interest rates.The fair values of U.S. Treasury strip securities were based on quoted market prices. (c) The net difference between the fair value of our non-convertible debt and its carrying value was due to the market interest rates in existence at the respective measurement dates being higher than the cur |
Segment Information
Segment Information | |
12 Months Ended
Nov. 30, 2009 USD / shares | |
Segment Information | NOTE 11 Segment Information Our cruise segment includes all of our cruise brands, which have been aggregated as a single reportable segment based on the similarity of their economic and other characteristics, including the products and services they provide.Substantially all of our other segment represents the hotel, tour and transportation operation of Holland America Princess Alaska Tours.The significant accounting policies of our segments are the same as those described in Note 2 Summary of Significant Accounting Policies.Information for our cruise and other segments as of and for the years ended November30 was as follows (in millions): Revenues(a) Operating expenses Selling and adminis- trative Depreciation and amortization Operating income(loss) Capital expend- itures Total assets 2009 Cruise $ 12,870 $ 7,868 $ 1,558 $ 1,274 $ 2,170 $ 3,355 $ 36,325 Other 427 376 32 35 (16 ) 25 510 (b) Intersegment elimination (140 ) (140 ) $ 13,157 $ 8,104 $ 1,590 $ 1,309 $ 2,154 $ 3,380 $ 36,835 2008 Cruise $ 14,254 $ 8,746 $ 1,594 $ 1,213 $ 2,701 $ 3,321 $ 32,833 Other 561 462 35 36 28 32 567 (b) Intersegment elimination (169 ) (169 ) $ 14,646 $ 9,039 $ 1,629 $ 1,249 $ 2,729 $ 3,353 $ 33,400 2007 Cruise $ 12,638 $ 7,332 $ 1,547 $ 1,065 $ 2,694 $ 3,265 $ 33,602 Other 553 454 32 36 31 47 579 (b) Intersegment elimination (158 ) (158 ) $ 13,033 $ 7,628 $ 1,579 $ 1,101 $ 2,725 $ 3,312 $ 34,181 (a) A portion of other segment revenues include revenues for the cruise portion of a tour, when a cruise is sold along with a land tour package by Holland America Princess Alaska Tours, and shore excursion and port hospitality services provided to cruise guests by this tour company.These intersegment revenues, which are included in full in the cruise segment, are eliminated directly against the other segment revenues and operating expenses in the line Intersegment elimination. (b) Other segment assets primarily included hotels and lodges in the state of Alaska and the Yukon Territory of Canada, motorcoaches used for sightseeing and charters and domed rail cars, which run on the Alaska Railroad. Foreign revenues for our cruise brands represent sales generated from outside the U.S. primarily by foreign tour operators and foreign travel agencies.Substantially all of our longlived assets are located outside of the |
Benefit Plans
Benefit Plans | |
12 Months Ended
Nov. 30, 2009 USD / shares | |
Benefit Plans | NOTE 12 Benefit Plans Equity Plans We issue our share-based compensation awards under the Carnival Corporation and Carnival plc stock plans, which have an aggregate of 37.1million shares available for future grant at November30, 2009.These plans allow us to issue stock options, restricted stock awards and restricted stock units (collectively equity awards).Equity awards are primarily granted to management level employees and members of our Boards of Directors.The plans are administered by a committee of our independent directors (the Committee) that determines which employees are eligible to participate, the monetary value or number of shares for which equity awards are to be granted and the amounts that may be exercised or sold within a specified term.These plans allow us to fulfill our equity award obligations using shares purchased in the open market, or with unissued or treasury shares.Certain equity awards provide for accelerated vesting if we have a change in control, as defined. Our total share-based compensation expense was $50 million in each of fiscal 2009 and 2008 and $64 million in fiscal 2007, of which $46 million, $44 million and $57 million has been included in our accompanying Consolidated Statements of Operations as selling, general and administrative expenses and $4 million, $6 million and $7 million as cruise payroll expenses in fiscal 2009, 2008 and 2007, respectively. The fair values of options, which we granted in fiscal 2007, were estimated using the Black-Scholes option-pricing model.The Black-Scholes weighted-average values and assumptions for fiscal 2007 were as follows: Fair value of options at the dates of grant $ 11.76 Risk-free interest rate (a) 4.9 % Expected dividend yield 3.3 % Expected volatility (b) 29.3 % Expected option life (in years) (c) 5.0 (a) The risk-free interest rate was based on U.S. Treasury zero-coupon issues with a remaining term equal to the expected option life assumed at the date of grant. (b) The expected volatility was based on a weighting of the implied volatilities derived from our exchange traded options and convertible notes and the historical volatility of our common stock. (c) The average expected life was based on the contractual term of the option and expected employee exercise behavior.Based on our assessment of employee groupings and observable behaviors, we determined that a single grouping was appropriate. Stock Option Plans The Committee generally sets stock option exercise prices at 100% or more of the fair market value of the underlying common stock/ordinary shares on the date the option was granted.Stock options granted during fiscal 2007 were granted at an exercise price per share equal to the fair market value of the Carnival Corporation common stock and Carnival plc ordinary shares on the date of grant.Generally, employee options either vest evenly over five years or at the end of three years.Our employee options granted prior to October 2005 have a ten-year term and those options granted thereafter have a seven-year term.In the f |
Earnings Per Share
Earnings Per Share | |
12 Months Ended
Nov. 30, 2009 USD / shares | |
Earnings Per Share | NOTE 13 Earnings Per Share Our basic and diluted earnings per share were computed as follows (in millions, except per share data): Years Ended November30, 2009 2008 2007 Net income $ 1,790 $ 2,330 $ 2,408 Interest on dilutive convertible notes 12 34 34 Net income for diluted earnings per share $ 1,802 $ 2,364 $ 2,442 Weighted-average common and ordinary shares outstanding 787 786 793 Dilutive effect of convertible notes 15 28 33 Dilutive effect of equity plans 2 2 2 Diluted weighted-average shares outstanding 804 816 828 Basic earnings per share $ 2.27 $ 2.96 $ 3.04 Diluted earnings per share $ 2.24 $ 2.90 $ 2.95 Anti-dilutive stock options excluded from diluted earnings per share computations 14 12 8 |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | |
12 Months Ended
Nov. 30, 2009 USD / shares | |
Supplemental Cash Flow Information | NOTE 14 Supplemental Cash Flow Information Total cash paid for interest was $403 million, $449 million and $414 million in fiscal 2009, 2008 and 2007, respectively.In addition, cash paid for income taxes was $27million, $23 million and $14 million in fiscal 2009, 2008 and 2007, respectively. Finally, in 2007 $8 million of our convertible notes were converted through a combination of the issuance of Carnival Corporation treasury stock and newly issued Carnival Corporation common stock, which represented a noncash financing activity. |
Acquisition
Acquisition | |
12 Months Ended
Nov. 30, 2009 USD / shares | |
Acquisition | NOTE 15 Acquisition In September 2007, we entered into an agreement with Orizonia Corporation, Spains largest travel company, to operate Ibero, a Spanish cruise line, for an investment of $403 million, which we funded with $146 million of cash and $257 million in proceeds that Ibero borrowed under a portion of our principal revolver.Orizonia contributed $49 million of assets, principally trademarks and goodwill, for their 25% interest in the venture.Ibero operated two contemporary Spanish cruise ships in September 2007, the 834-passenger capacity Grand Voyager, and the 1,244-passenger capacity Grand Mistral, which were built in 2000 and 1999, respectively.For reporting purposes, we have included Iberos results of operations within our consolidated financial results since September1, 2007.The pro forma impact of including Ibero in our results as if the acquisition took place on December1, 2006 has not been presented due to its immaterial effect. The 2007 acquisition was accounted for as a business purchase combination using the purchase method of accounting.The purchase price was allocated to tangible and identifiable intangible assets acquired based on their estimated fair values at the acquisition date.The $451 million purchase price was allocated as follows: $254 million to ships, $161 million to goodwill, $35 million to trademarks and $1 million to other.In July 2009, we purchased the remaining 25% interest in Ibero that we did not own for $33 million, which approximated this minority interests carrying value. |
Recent Accounting Pronouncement
Recent Accounting Pronouncement | |
12 Months Ended
Nov. 30, 2009 USD / shares | |
Recent Accounting Pronouncement | NOTE 16 Recent Accounting Pronouncement In May 2008, the FASB issued a staff position that requires the issuer of certain convertible debt instruments that may be settled in cash, or other assets, on conversion to separately account for the debt and equity components in a manner that reflects the issuers non-convertible debt borrowing rate.This pronouncement was adopted by us on December1, 2009 on a retrospective basis.The impact of adopting this pronouncement will not have any effect on previously reported diluted earnings per share.However, our net income for the years ended November30, 2008 and 2007 will be reduced by approximately $5million and $13 million, respectively.In addition, as of November30, 2007 our additional paid-in capital will be increased by approximately $210 million, which will be almost fully offset by a $205 million reduction in our retained earnings. |
Document Information
Document Information | |
12 Months Ended
Nov. 30, 2009 USD / shares | |
Document Information [Text Block] | |
Document Type | 10-K |
Amendment Flag | false |
Document Period End Date | 2009-11-30 |
Entity Information
Entity Information (USD $) | |||
12 Months Ended
Nov. 30, 2009 | Jan. 21, 2010
| May. 31, 2009
| |
Entity [Text Block] | |||
Trading Symbol | CCL | ||
Entity Registrant Name | CARNIVAL CORP | ||
Entity Central Index Key | 0000815097 | ||
Current Fiscal Year End Date | --11-30 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 620,036,762 | ||
Entity Public Float | $10,200,000,000 | ||
CARNIVAL PLC | |||
Entity [Text Block] | |||
Trading Symbol | CUK | ||
Entity Registrant Name | CARNIVAL PLC | ||
Entity Central Index Key | 0001125259 | ||
Current Fiscal Year End Date | --11-30 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 213,447,757 | ||
Entity Public Float | $4,200,000,000 |