Carnival Corporation (CCL) unification with Carnival plc (CUK) - May 2026

Carnival Corporation completed its unification with Carnival plc on 5/7/2026. Carnival Corporation and Carnival plc have operated with a Dual Listing Corporation (DLC) structure with separate listings and as two legal entities operating as one company thru contracts and other agreements. To simplify their structure the two legal entities decided to combine into one which will be named Carnival Corporation Ltd. Carnival Corporation Ltd will be incorporated in Bermuda, a change from the former incorporation in Panama. 

The Carnival Corporation Form DEFM14A SEC filing for this unification can be found through the SEC EDGAR web site at: https://www.sec.gov/Archives/edgar/data/815097/000110465926021584/tm2533375-38_defm14a.htm

 

The companies intend to have the unification qualify as a non-taxable reorganization. We will assume the IRS does not dispute this opinion and will treat this unification as a simple merger. The information below is based on the information available from a form DEFM14A filed with the SEC.

For Carnival Corporation (CCL) shareholders, there is no change in the shares held and the ticker symbol. A change in country of incorporation is all that is needed.

Holders of the ADS shares of Carnival plc (CUK), will receive 1 share of Carnival Corporation Ltd for each ADS. This can be accomplished with a merger transaction.

NOTE: The companies state they will endeavor to satisfy the conditions necessary to make this transaction non-taxable and may get legal advice that the transaction qualifies for non-taxable treatment. However, there is the possibility the IRS will disagree with their characterization. These instructions assume the companies succeed in their efforts. New instructions will be written, if and when it becomes known the unification should be treated as a taxable event.

 

The Merger Entry Go to Accounting > Securities > Record merger of securities in myICLUB. If you are unfamiliar with merger transactions you can get help at this URL: https://www.myiclub.com/faq/article.aspx?id=52

 

Here is the information needed to complete the merger entry in myICLUB.

Step 1

  • Date: 5/7/2026
  • Merging Company: Carnival plc (CUK)
  • Number of daughter companies : 1 (keep this default)

Step 2

  • Symbol of new company: CCL (Carnival Corporation, Ltd)
  • Shares received : 1.0 x (# of CUK shares owned).
    • (Remember to include fractional shares.) For example, if you owned 100 CUK shares, you should receive 1.0 x 100 = 100 CCL shares.
  • Price per share: 26.84   (Closing price on 5/7/2026)
  • Cash received:  See your broker statement for cash-in-lieu. Any fractional share entered will be sold for the cash amount entered as part of the unification transaction. No need to enter a separate sell transaction. If no cash amount is entered, the fractional share will remain in your portfolio.

Click the Submit button  and the unification transaction has been entered.

 

Recording the Country of Incorporation change

This change of country information is important for tax reporting. This should be done whether you owned CCL shares or CUK shares before the unification process.

  • Go to Accounting > Securities > Update security settings
  • Click the edit icon to the left of the Carnival Corporation Ltd name
  • In the Advanced Settings section, select Bermuda from the drop down menu for the Country field.
  • Click Submit to save the change.