Carnival Cruises 2014 Annual Report Download - page 68

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from contracted new ships entering service, partially offset by Costa Celebration,Grand Holiday and Seabourn
Pride having left the fleet through January 22, 2015, and Seabourn Legend,Seabourn Spirit and Ocean Princess
leaving the fleet by April 2015, May 2015 and March 2016, respectively.
Our Boards of Directors have authorized, subject to certain restrictions, the repurchase of up to an aggregate of
$1 billion of Carnival Corporation common stock and/or Carnival plc ordinary shares under the Repurchase
Program. Since March 2013, the remaining availability under the Repurchase Program was $975 million. See
Note 9 – “Shareholders’ Equity” in the consolidated financial statements for a further discussion of the
Repurchase Program.
In addition to the Repurchase Program, the Boards of Directors authorized, in October 2008, the repurchase of up
to 19.2 million Carnival plc ordinary shares and, in January 2013, the repurchase of up to 32.8 million shares of
Carnival Corporation common stock under the Stock Swap programs. Depending on market conditions and other
factors, we may repurchase shares of Carnival Corporation common stock and/or Carnival plc ordinary shares
under the Repurchase Program and the Stock Swap programs concurrently. 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. Any realized economic benefit under
the Stock Swap programs is used for general corporate purposes, which could include repurchasing additional
stock under the Repurchase Program. Carnival plc ordinary share repurchases under both the Repurchase
Program and the Stock Swap programs require annual shareholder approval. The existing shareholder approval is
limited to a maximum of 21.5 million ordinary shares and is valid until the earlier of the conclusion of the
Carnival plc 2015 annual general meeting or October 16, 2015. Finally, under the Stock Swap programs, any
sales of the Carnival Corporation common stock and Carnival plc ordinary shares have been or will be registered
under the Securities Act of 1933.
At January 22, 2015, the remaining availability under the Stock Swap programs was 18.1 million Carnival plc
ordinary shares and 32.0 million shares of Carnival Corporation common stock. See Note 9 – “Shareholders’
Equity” in the consolidated financial statements for a further discussion of the Stock Swap programs.
At November 30, 2014, we had liquidity of $4.9 billion. Our liquidity consisted of $92 million of cash and cash
equivalents, which excludes $239 million of cash used for current operations, $2.3 billion available for
borrowing under our revolving credit facilities, net of our commercial paper borrowings, and $2.5 billion under
our committed future financings, which are comprised of ship export credit facilities. Of this $2.5 billion, $0.9
billion and $1.6 billion are scheduled to be funded in 2015 and 2016, respectively. At November 30, 2014,
substantially all of our revolving credit facilities are scheduled to mature in 2019, except for $300 million that
matures in 2020. These commitments are from numerous large and well-established banks and export credit
agencies, which we believe will honor their contractual agreements with us.
Substantially all of our debt agreements contain financial covenants as described in Note 5 – “Unsecured Debt”
in the consolidated financial statements. At November 30, 2014, we believe we were in compliance with our debt
covenants. In addition, based on, among other things, our forecasted operating results, financial condition and
cash flows, we expect to be in compliance with our debt covenants for the foreseeable future. Generally, if an
event of default under any debt agreement occurs, then pursuant to cross default acceleration clauses,
substantially all of our outstanding debt and derivative contract payables could become due, and all debt and
derivative contracts could be terminated.
Off-Balance Sheet Arrangements
We are not a party to any off-balance sheet arrangements, including guarantee contracts, retained or contingent
interests, certain derivative instruments and variable interest entities that either have, or are reasonably likely to
have, a current or future material effect on our consolidated financial statements.
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