Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Nov. 30, 2020 | Jan. 14, 2021 | May 31, 2020 | |
Entity Information [Line Items] | |||
Document Type | 10-K | ||
Entity Central Index Key | 0000815097 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | --11-30 | ||
Document Annual Report | true | ||
Document Period End Date | Nov. 30, 2020 | ||
Document Transition Report | false | ||
Entity File Number | 001-9610 | ||
Entity Registrant Name | Carnival Corporation | ||
Entity Incorporation, State or Country Code | R1 | ||
Entity Tax Identification Number | 59-1562976 | ||
Entity Address, Address Line One | 3655 N.W. 87th Avenue | ||
Entity Address, City or Town | Miami, | ||
Entity Address, State or Province | FL | ||
Entity Address, Postal Zip Code | 33178-2428 | ||
City Area Code | (305) | ||
Local Phone Number | 599-2600 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 7.1 | ||
Entity Common Stock, Shares Outstanding (in shares) | 932,485,510,000 | ||
Documents Incorporated by Reference | Portions of the 2020 Annual Report and 2021 joint definitive Proxy Statement are incorporated by reference into Part II and Part III of this report. | ||
Common stock | |||
Entity Information [Line Items] | |||
Title of 12(b) Security | Common Stock ($0.01 par value) | ||
Trading Symbol | CCL | ||
Security Exchange Name | NYSE | ||
1.625% Senior notes due 2021 | |||
Entity Information [Line Items] | |||
Title of 12(b) Security | 1.625% Senior Notes due 2021 | ||
Trading Symbol | CCL21 | ||
Security Exchange Name | NYSE | ||
Carnival PLC | |||
Entity Information [Line Items] | |||
Entity Central Index Key | 0001125259 | ||
Entity File Number | 001-15136 | ||
Entity Registrant Name | Carnival plc | ||
Entity Incorporation, State or Country Code | X0 | ||
Entity Tax Identification Number | 98-0357772 | ||
Entity Address, Address Line One | Carnival House, 100 Harbour Parade, | ||
Entity Address, City or Town | Southampton | ||
Entity Address, Postal Zip Code | SO15 1ST, | ||
Entity Address, Country | GB | ||
City Area Code | 011 | ||
Local Phone Number | 44 23 8065 5000 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 2 | ||
Entity Common Stock, Shares Outstanding (in shares) | 183,830,161 | ||
Carnival PLC | Ordinary shares | |||
Entity Information [Line Items] | |||
Title of 12(b) Security | Ordinary Shares each represented by American Depositary Shares ($1.66 par value) | ||
Trading Symbol | CUK | ||
Security Exchange Name | NYSE | ||
Carnival PLC | 1.875% Senior notes due 2022 | |||
Entity Information [Line Items] | |||
Title of 12(b) Security | 1.875% Senior Notes due 2022 | ||
Trading Symbol | CUK22 | ||
Security Exchange Name | NYSE | ||
Carnival PLC | 1.000% Senior notes due 2029 | |||
Entity Information [Line Items] | |||
Title of 12(b) Security | 1.000% Senior Notes due 2029 | ||
Trading Symbol | CUK29 | ||
Security Exchange Name | NYSE |
Carnival Corporation & PLC Cons
Carnival Corporation & PLC Consolidated Statements of Income (Loss) - USD ($) | 12 Months Ended | ||
Nov. 30, 2020 | Nov. 30, 2019 | Nov. 30, 2018 | |
Revenues | |||
Revenues | $ 5,595,000,000 | $ 20,825,000,000 | $ 18,881,000,000 |
Operating Costs and Expenses | |||
Selling and administrative | 1,878,000,000 | 2,480,000,000 | 2,450,000,000 |
Depreciation and amortization | 2,241,000,000 | 2,160,000,000 | 2,017,000,000 |
Goodwill impairments | 2,096,000,000 | 0 | 0 |
Operating costs and expenses | 14,460,000,000 | 17,549,000,000 | 15,556,000,000 |
Operating Income (Loss) | (8,865,000,000) | 3,276,000,000 | 3,325,000,000 |
Nonoperating Income (Expense) | |||
Interest income | 18,000,000 | 23,000,000 | 14,000,000 |
Interest expense, net of capitalized interest | (895,000,000) | (206,000,000) | (194,000,000) |
Gains on fuel derivatives, net | 0 | 0 | 59,000,000 |
Other income (expense), net | (511,000,000) | (32,000,000) | 3,000,000 |
Nonoperating Income (Expense) | (1,388,000,000) | (215,000,000) | (118,000,000) |
Income (Loss) Before Income Taxes | (10,253,000,000) | 3,060,000,000 | 3,207,000,000 |
Income Tax Benefit (Expense), Net | 17,000,000 | (71,000,000) | (54,000,000) |
Net Income (Loss) | $ (10,236,000,000) | $ 2,990,000,000 | $ 3,152,000,000 |
Earnings Per Share | |||
Basic (in dollars per share) | $ (13.20) | $ 4.34 | $ 4.45 |
Diluted (in dollars per share) | $ (13.20) | $ 4.32 | $ 4.44 |
Cruise | |||
Operating Costs and Expenses | |||
Commissions, transportation and other | $ 1,139,000,000 | $ 2,720,000,000 | $ 2,590,000,000 |
Onboard and other | 605,000,000 | 2,101,000,000 | 638,000,000 |
Payroll and related | 1,780,000,000 | 2,249,000,000 | 2,190,000,000 |
Fuel | 823,000,000 | 1,562,000,000 | 1,619,000,000 |
Food | 413,000,000 | 1,083,000,000 | 1,066,000,000 |
Ship and other impairments | 1,967,000,000 | 26,000,000 | 16,000,000 |
Other operating | 1,518,000,000 | 3,167,000,000 | 2,971,000,000 |
Operating costs and expenses | 8,245,000,000 | 12,909,000,000 | 11,089,000,000 |
Cruise passenger ticket | |||
Revenues | |||
Revenues | 3,684,000,000 | 14,104,000,000 | 13,930,000,000 |
Cruise onboard and other | |||
Revenues | |||
Revenues | $ 1,910,000,000 | $ 6,721,000,000 | $ 4,950,000,000 |
Carnival Corporation & PLC Co_2
Carnival Corporation & PLC Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 12 Months Ended | ||
Nov. 30, 2020 | Nov. 30, 2019 | Nov. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | |||
Net Income (Loss) | $ (10,236) | $ 2,990 | $ 3,152 |
Items Included in Other Comprehensive Income (Loss) | |||
Change in foreign currency translation adjustment | 578 | (86) | (199) |
Other | 51 | (31) | 32 |
Other Comprehensive Income (Loss) | 630 | (117) | (167) |
Total Comprehensive Income (Loss) | $ (9,606) | $ 2,873 | $ 2,986 |
Carnival Corporation & PLC Co_3
Carnival Corporation & PLC Consolidated Balance Sheets - USD ($) $ in Millions | Nov. 30, 2020 | Nov. 30, 2019 | |
Current Assets | |||
Cash and cash equivalents | $ 9,513 | $ 518 | |
Trade and other receivables, net | 273 | 444 | |
Inventories | 335 | 427 | |
Prepaid expenses and other | 443 | 671 | |
Total current assets | 10,563 | 2,059 | |
Property and Equipment, Net | 38,073 | 38,131 | |
Operating Lease Right-of-Use Assets | [1] | 1,370 | |
Goodwill | 807 | 2,912 | |
Other Intangibles | 1,186 | 1,174 | |
Other Assets | 1,594 | 783 | |
Assets | 53,593 | 45,058 | |
Current Liabilities | |||
Short-term borrowings | 3,084 | 231 | |
Current portion of long-term debt | 1,742 | 1,596 | |
Current portion of operating lease liabilities | [1] | 151 | |
Accounts payable | 624 | 756 | |
Accrued liabilities and other | 1,144 | 1,809 | |
Customer deposits | 1,940 | 4,735 | |
Total current liabilities | 8,686 | 9,127 | |
Long-Term Debt | 22,130 | 9,675 | |
Long-Term Operating Lease Liabilities | [1] | 1,273 | |
Other Long-Term Liabilities | 949 | 890 | |
Commitments and Contingencies | |||
Shareholders' Equity | |||
Additional paid-in capital | 13,948 | 8,807 | |
Retained earnings | 16,075 | 26,653 | |
Accumulated other comprehensive income (loss) (“AOCI”) | (1,436) | (2,066) | |
Treasury stock, 130 shares at 2020 and 2019 of Carnival Corporation and 60 shares at 2020 and 2019 of Carnival plc, at cost | (8,404) | (8,394) | |
Total shareholders' equity | 20,555 | 25,365 | |
Liabilities and Shareholders' Equity | 53,593 | 45,058 | |
Common stock | |||
Shareholders' Equity | |||
Common stock | 11 | 7 | |
Ordinary shares | |||
Shareholders' Equity | |||
Common stock | $ 361 | $ 358 | |
[1] | We adopted the provisions of Leases on December 1, 2019. |
Carnival Corporation & PLC Co_4
Carnival Corporation & PLC Consolidated Balance Sheets (Parenthetical) - $ / shares | Nov. 30, 2020 | Nov. 30, 2019 |
Treasury stock, shares (in shares) | 130,000,000 | |
Common stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,960,000,000 | 1,960,000,000 |
Common stock, shares issued (in shares) | 1,060,000,000 | 657,000,000 |
Carnival PLC | ||
Treasury stock, shares (in shares) | 60,000,000 | |
Carnival PLC | Ordinary shares | ||
Common stock, par value (in dollars per share) | $ 1.66 | $ 1.66 |
Common stock, shares issued (in shares) | 217,000,000 | 217,000,000 |
Carnival Corporation & PLC Co_5
Carnival Corporation & PLC Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Nov. 30, 2020 | Nov. 30, 2019 | Nov. 30, 2018 | |
OPERATING ACTIVITIES | |||
Net Income (Loss) | $ (10,236) | $ 2,990 | $ 3,152 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities | |||
Depreciation and amortization | 2,241 | 2,160 | 2,017 |
Impairments | 4,063 | 26 | 16 |
Gains on fuel derivatives, net | 0 | 0 | (59) |
Loss on repurchases of Convertible Notes | 464 | 0 | 0 |
Share-based compensation | 105 | 46 | 65 |
Noncash lease expense | 172 | 0 | 0 |
(Gain) loss on ship sales and other, net | 78 | 43 | (6) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities | (3,114) | 5,265 | 5,186 |
Changes in operating assets and liabilities | |||
Receivables | 125 | (114) | (58) |
Inventories | 77 | 79 | (67) |
Prepaid expenses and other | (209) | (254) | 74 |
Accounts payable | (165) | 34 | (24) |
Accrued liabilities and other | (311) | 80 | (100) |
Customer deposits | (2,703) | 387 | 539 |
Net cash provided by (used in) operating activities | (6,301) | 5,475 | 5,549 |
INVESTING ACTIVITIES | |||
Purchases of property and equipment | (3,620) | (5,429) | (3,749) |
Proceeds from sales of ships | 334 | 26 | 389 |
Purchase of minority interest | (81) | 0 | (135) |
Derivative settlements and other, net | 127 | 126 | (19) |
Net cash provided by (used in) investing activities | (3,240) | (5,277) | (3,514) |
FINANCING ACTIVITIES | |||
Proceeds from (repayments of) short-term borrowings, net | 2,852 | (605) | 417 |
Principal repayments of long-term debt | (1,621) | (1,651) | (1,556) |
Proceeds from issuance of long-term debt | 15,020 | 3,674 | 2,542 |
Dividends paid | (689) | (1,387) | (1,355) |
Purchases of treasury stock | (12) | (603) | (1,468) |
Issuance of common stock, net | 3,249 | 4 | 3 |
Other, net | (150) | (86) | (42) |
Net cash provided by (used in) financing activities | 18,650 | (655) | (1,460) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 53 | (9) | (1) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 9,161 | (465) | 574 |
Cash, cash equivalents and restricted cash at beginning of year | 530 | 996 | 422 |
Cash, cash equivalents and restricted cash at end of year | $ 9,692 | $ 530 | $ 996 |
Carnival Corporation & PLC Co_6
Carnival Corporation & PLC Consolidated Statements of Shareholders' Equity - USD ($) $ in Millions | Total | Change in accounting principle | [1] | Common stock | Ordinary shares | Additional paid-in capital | Retained earnings | Retained earningsChange in accounting principle | [1] | AOCI | Treasury stock |
Beginning Balance at Nov. 30, 2017 | $ 24,216 | $ 7 | $ 358 | $ 8,690 | $ 23,292 | $ (1,782) | $ (6,349) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net Income (Loss) | 3,152 | 3,152 | |||||||||
Other comprehensive income (loss) | (167) | (167) | |||||||||
Cash dividends declared | (1,378) | (1,378) | |||||||||
Purchases of treasury stock under the Repurchase Program and other | (1,380) | 66 | (1,446) | ||||||||
Ending Balance at Nov. 30, 2018 | 24,443 | $ (24) | 7 | 358 | 8,756 | 25,066 | $ (24) | (1,949) | (7,795) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net Income (Loss) | 2,990 | 2,990 | |||||||||
Other comprehensive income (loss) | (117) | (117) | |||||||||
Cash dividends declared | (1,379) | (1,379) | |||||||||
Purchases of treasury stock under the Repurchase Program and other | (548) | 51 | (599) | ||||||||
Ending Balance at Nov. 30, 2019 | 25,365 | 7 | 358 | 8,807 | 26,653 | (2,066) | (8,394) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net Income (Loss) | (10,236) | (10,236) | |||||||||
Other comprehensive income (loss) | 630 | 630 | |||||||||
Cash dividends declared | (342) | (342) | |||||||||
Issuance of common stock | 3,249 | 2 | 3,247 | ||||||||
Issuance and repurchase of Convertible Notes (net settled through a registered direct offering) | 1,799 | 2 | 1,798 | ||||||||
Purchases of treasury stock under the Repurchase Program and other | 89 | 2 | 97 | (10) | |||||||
Ending Balance at Nov. 30, 2020 | $ 20,555 | $ 11 | $ 361 | $ 13,948 | $ 16,075 | $ (1,436) | $ (8,404) | ||||
[1] | We adopted the provisions of Revenue from Contracts with Customers and Derivatives and Hedging on December 1, 2018. |
General
General | 12 Months Ended |
Nov. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | General Description of Business Carnival Corporation was incorporated in Panama in 1974 and Carnival plc was incorporated in England and Wales in 2000. Together with their consolidated subsidiaries, they are referred to collectively in these consolidated financial statements and elsewhere in this 2020 Annual Report as “Carnival Corporation & plc,” “our,” “us” and “we.” The consolidated financial statements include the accounts of Carnival Corporation and Carnival plc and their respective subsidiaries. We are a leisure travel company with a portfolio of nine of the world’s leading cruise lines. With operations in North America, Australia, Europe and Asia, our portfolio features – Carnival Cruise Line, Princess Cruises, Holland America Line, P&O Cruises (Australia), Seabourn, Costa Cruises, AIDA Cruises, P&O Cruises (UK) and Cunard. DLC Arrangement Carnival Corporation and Carnival plc operate a dual listed company (“DLC”) arrangement, whereby the businesses of Carnival Corporation and Carnival plc are combined through a number of contracts and provisions in Carnival Corporation’s Articles of Incorporation and By-Laws and Carnival plc’s Articles of Association. The two companies operate as a single economic enterprise with a single senior executive management team and identical Boards of Directors, but each has retained its separate legal identity. Each company’s shares are publicly traded on the New York Stock Exchange (“NYSE”) for Carnival Corporation and the London Stock Exchange for Carnival plc. The Carnival plc American Depositary Shares are traded on the NYSE. The constitutional documents of each company provide that, on most matters, the holders of the common equity of both companies effectively vote as a single body. The Equalization and Governance Agreement between Carnival Corporation and Carnival plc provides for the equalization of dividends and liquidation distributions based on an equalization ratio and contains provisions relating to the governance of the DLC arrangement. Because the equalization ratio is 1 to 1, one share of Carnival Corporation common stock and one Carnival plc ordinary share are generally entitled to the same distributions. Under deeds of guarantee executed in connection with the DLC arrangement, as well as stand-alone guarantees executed since that time, each of Carnival Corporation and Carnival plc have effectively cross guaranteed all indebtedness and certain other monetary obligations of each other. Once the written demand is made, the holders of indebtedness or other obligations may immediately commence an action against the relevant guarantor. Under the terms of the DLC arrangement, Carnival Corporation and Carnival plc are permitted to transfer assets between the companies, make loans to or investments in each other and otherwise enter into intercompany transactions. In addition, the cash flows and assets of one company are required to be used to pay the obligations of the other company, if necessary. Given the DLC arrangement, we believe that providing separate financial statements for each of Carnival Corporation and Carnival plc would not present a true and fair view of the economic realities of their operations. Accordingly, separate financial statements for Carnival Corporation and Carnival plc have not been presented. Liquidity and Management’s Plans In the face of the global impact of COVID-19, we paused our guest cruise operations in mid-March 2020. In September 2020 we began the resumption of limited guest operations as part of our phased-in return to service. As of January 14, 2021, none of our ships were operating with guests onboard. Significant events affecting travel, including COVID-19 and our pause in guest cruise operations, have had an impact on booking patterns. The full extent of the impact will be determined by our gradual return to service and the length of time COVID-19 influences travel decisions. We believe that the ongoing effects of COVID-19 on our operations and global bookings have had, and will continue to have, a material negative impact on our financial results and liquidity. The estimation of our future liquidity requirements includes numerous assumptions that are subject to various risks and uncertainties. The principal assumptions used to estimate our future liquidity requirements consist of: • Expected continued gradual resumption of guest cruise operations • Expected lower than comparable historical occupancy levels during the resumption of guest cruise operations • Expected incremental expenses for the resumption of guest cruise operations, for the maintenance of additional public health protocols and procedures for additional regulations In addition, we make certain assumptions about new ship deliveries, improvements and disposals, and consider the future export credit financings that are associated with the ship deliveries. We are preparing to execute on the necessary steps to comply with the various heightened governmental regulations required to return to guest cruise operations. We are working with a number of world-leading public health, epidemiological and policy experts to support our ongoing efforts with enhanced protocols and procedures for the return of cruise vacations. These advisors will continue to provide guidance based on the latest scientific evidence and best practices for protection and mitigation. We also believe that there have been positive developments around the availability and widespread distribution and use of safe and effective COVID-19 vaccines, which we believe will be important to achieving historical occupancy levels over time. We cannot make assurances that our assumptions used to estimate our liquidity requirements may not change because we have never previously experienced a complete cessation of our guest cruise operations, and as a consequence, our ability to be predictive is uncertain. In addition, the magnitude, duration and speed of the global pandemic are uncertain. We have made reasonable estimates and judgments of the impact of COVID-19 within our consolidated financial statements and there may be changes to those estimates in future periods. We expect a net loss on both a U.S. GAAP and adjusted basis for 2021. We have taken and continue to take actions to improve our liquidity, including capital expenditure and operating expense reductions, amending credit agreements, accelerating the removal of certain ships from our fleet, suspending dividend payments on, and the repurchase of, common stock of Carnival Corporation and ordinary shares of Carnival plc and pursuing various capital market transactions. Based on these actions and assumptions regarding the impact of COVID-19, and considering our available liquidity including cash and cash equivalents of $9.5 billion at November 30, 2020, we have concluded that we have sufficient liquidity to satisfy our obligations for at least the next twelve months. Beginning on February 28, 2022, one month beyond the twelve month assessment period, additional financial covenant amendments for our export credit facilities has been requested and will be needed in order to maintain covenant compliance. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Nov. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation We consolidate entities over which we have control, as typically evidenced by a voting control of greater than 50% or for which we are the primary beneficiary, whereby we have the power to direct the most significant activities and the obligation to absorb significant losses or receive significant benefits from the entity. We do not separately present our noncontrolling interests in the consolidated financial statements since the amounts are immaterial. For affiliates we do not control but where significant influence over financial and operating policies exists, as typically evidenced by a voting control of 20% to 50%, the investment is accounted for using the equity method. For 2019 and 2018, we reclassified $390 million and $272 million from tour and other revenues to onboard and other revenues as well as $268 million and $180 million from tour and other costs and expenses to other operating cost and expenses in order to conform to the current year presentation. Preparation of Financial Statements The preparation of our consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the amounts reported and disclosed in our consolidated financial statements. The full extent to which the effects of COVID-19 will directly or indirectly impact our business, operations, results of operations and financial condition, including our valuation of goodwill and trademarks, impairment of ships, collectability of trade and notes receivables as well as provisions for pending litigation, will depend on future developments that are highly uncertain. We believe that we have made reasonable estimates and judgments within our financial statements and there may be changes to those estimates in future periods. Actual results may differ from the estimates used in preparing our consolidated financial statements. All material intercompany balances and transactions are eliminated in consolidation. Cash and Cash Equivalents Cash and cash equivalents include investments with maturities of three months or less at acquisition, which are stated at cost and present insignificant risk of changes in value. Inventories Inventories consist substantially of food, beverages, hotel supplies, fuel and retail merchandise, which are all carried at the lower of cost or net realizable value. Cost is determined using the weighted-average or first-in, first-out methods. Property and Equipment Property and equipment are stated at cost less accumulated depreciation and any impairment charges. Depreciation is computed using the straight-line method over our estimates of useful lives and residual values, as a percentage of original cost, as follows: Years Residual Ships 30 15% Ship improvements 3-30 0% Buildings and improvements 10-40 0% or 10% Computer hardware and software 2-12 0% or 10% Transportation equipment and other 3-20 0% or 10% Leasehold improvements, including port facilities Shorter of the remaining lease term or related asset life (3-30) 0% The cost of 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. We account for ship improvement costs, including replacements of certain significant components and parts, by capitalizing those costs we believe add value to our ships and have a useful life greater than one year and depreciating those improvements over their estimated remaining useful life. We have a capital program for the improvement of our ships and for asset replacements in order to enhance the effectiveness and efficiency of our operations; to comply with, or exceed, all relevant legal and statutory requirements related to health, environment, safety, security and sustainability; and to gain strategic benefits or provide improved product innovations to our guests. We capitalize interest as part of the cost of 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, which may result in a loss on disposal that is also included in other operating expenses. Liquidated damages received from shipyards as a result of late ship delivery are recorded as reductions to the cost basis of the ship. The costs of repairs and maintenance, including minor improvement costs and expenses related to dry-docks, are charged to expense as incurred and included in other operating expenses. Dry-dock expenses primarily represent planned major maintenance activities that are incurred when a ship is taken out-of-service for scheduled maintenance. We review our long-lived assets for impairment whenever events or circumstances indicate that the carrying amounts of these assets may not be recoverable. Upon the occurrence of a triggering event, the assessment of possible impairment is based on our ability to recover the carrying value of our asset from the asset’s estimated undiscounted future cash flows. If these estimated undiscounted future cash flows are less than the carrying value of the asset, an impairment charge is recognized for the excess, if any, of the asset’s carrying value over its estimated fair value. The lowest level for which we maintain identifiable cash flows that are independent of the cash flows of other assets and liabilities is at the individual ship level. A significant amount of judgment is required in estimating the future cash flows and fair values of our cruise ships. Goodwill and Other Intangibles Goodwill represents the excess of the purchase price over the fair value of identifiable net assets acquired in a business acquisition. We review our goodwill for impairment as of July 31 every year, or more frequently if events or circumstances dictate. All of our goodwill has been allocated to our reporting units. The impairment review for goodwill allows us to first assess qualitative factors to determine whether it is necessary to perform the more detailed quantitative goodwill impairment test. We would perform the quantitative test if our qualitative assessment determined it is more-likely-than-not that a reporting unit’s estimated fair value is less than its carrying amount. We may also elect to bypass the qualitative assessment and proceed directly to the quantitative test for any reporting unit. When performing the quantitative test, if the estimated fair value of the reporting unit exceeds its carrying value, no further analysis is required. However, if the estimated fair value of the reporting unit is less than the carrying value, goodwill is written down based on the difference between the reporting unit’s carrying amount and its fair value, limited to the amount of goodwill allocated to the reporting unit. Trademarks represent substantially all of our other intangibles. Trademarks are estimated to have an indefinite useful life and are not amortizable but are reviewed for impairment at least annually and as events or circumstances dictate. The impairment review for trademarks also allows us to first assess qualitative factors to determine whether it is necessary to perform a more detailed quantitative trademark impairment test. We would perform the quantitative test if our qualitative assessment determined it was more-likely-than-not that the trademarks are impaired. We may also elect to bypass the qualitative assessment and proceed directly to the quantitative test. Our trademarks would be considered impaired if their carrying value exceeds their estimated fair value. A significant amount of judgment is required in estimating the fair values of our reporting units. Derivatives and Other Financial Instruments We utilize derivative and non-derivative financial instruments, such as foreign currency forwards, options and swaps, foreign currency debt obligations and foreign currency cash balances, to manage our exposure to fluctuations in certain foreign currency exchange rates. We use interest rate swaps primarily to manage our interest rate exposure to achieve a desired proportion of fixed and floating rate debt. Our policy is to not use financial instruments for trading or other speculative purposes. All derivatives are recorded at fair value. If a derivative is designated as a cash flow hedge, then the change in the fair value of the derivative is recognized as a component of AOCI until the underlying hedged item is recognized in earnings or the forecasted transaction is no longer probable. If a derivative or a non-derivative financial instrument is designated as a hedge of our net investment in a foreign operation, then changes in the effective portion of the fair value of the financial instrument are recognized as a component of AOCI to offset the change in the translated value of the designated portion of net investment being hedged until the investment is sold or substantially liquidated, while the impact attributable to components excluded from the assessment of hedge effectiveness is recorded in interest expense, net of capitalized interest, on a systematic and rational basis. For derivatives that do not qualify for hedge accounting treatment, the change in fair value is recognized in earnings. We classify the fair value of all our derivative contracts as either current or long-term, depending on the maturity date of the derivative contract. The cash flows from derivatives treated as cash flow hedges are classified in our Consolidated Statements of Cash Flows in the same category as the item being hedged. Our cash flows related to fuel derivatives are classified within investing activities. Derivative valuations are based on observable inputs such as interest rates and commodity price curves, forward currency exchange rates, credit spreads, maturity dates, volatilities, and cross currency basis spreads. We use the income approach to value derivatives for foreign currency options and forwards, interest rate swaps and cross currency swaps using observable market data for all significant inputs and standard valuation techniques to convert future amounts to a single present value amount, assuming that participants are motivated but not compelled to transact. Foreign Currency Translation and Transactions Each foreign entity determines its functional currency by reference to its primary economic environment. We translate the assets and liabilities of our foreign entities that have functional currencies other than the U.S. dollar at exchange rates in effect at the balance sheet date. Revenues and expenses of these foreign entities are translated at weighted-average exchange rates for the period. Equity is translated at historical rates and the resulting foreign currency translation adjustments are included as a component of AOCI, which is a separate component of shareholders’ equity. Therefore, the U.S. dollar value of the non-equity translated items in our consolidated financial statements will fluctuate from period to period, depending on the changing value of the U.S. dollar versus these currencies. We execute transactions in a number of different currencies. At the date that the transaction is recognized, each asset, liability, revenue, expense, gain or loss arising from the transaction is measured and recorded in the functional currency of the recording entity using the exchange rate in effect at that date. At each balance sheet date, recorded monetary balances denominated in a currency other than the functional currency are adjusted using the exchange rate at the balance sheet date, with gains or losses recorded in other income or other expense, unless such monetary balances have been designated as hedges of net investments in our foreign entities. The net gains or losses resulting from foreign currency transactions were not material in 2020, 2019 and 2018. In addition, the unrealized gains or losses on our long-term intercompany receivables and payables which are denominated in a non-functional currency and which are not expected to be repaid in the foreseeable future are recorded as foreign currency translation adjustments included as a component of AOCI. Revenue and Expense Recognition Guest cruise deposits are initially included in customer deposit liabilities when received. Customer deposits are subsequently recognized as cruise revenues, together with revenues from onboard and other activities, and all associated direct costs and expenses of a voyage are recognized as cruise costs and expenses, upon completion of voyages, with durations of ten nights or less and on a pro rata basis for voyages in excess of ten nights. The impact of recognizing these shorter duration cruise revenues and costs and expenses on a completed voyage basis versus on a pro rata basis is not material. Certain of our product offerings are bundled and we allocate the value of the bundled services and goods between passenger ticket revenues and onboard and other revenues based upon the estimated standalone selling prices of those goods and services. Guest cancellation fees, when applicable, are recognized in passenger ticket revenues at the time of cancellation. Our sales to guests of air and other transportation to and from airports near the home ports of our ships are included in passenger ticket revenues, and the related costs of purchasing these services are included in transportation costs. The proceeds that we collect from the sales of third-party shore excursions are included in onboard and other revenues and the related costs are included in onboard and other costs. The amounts collected on behalf of our onboard concessionaires, net of the amounts remitted to them, are included in onboard and other revenues as concession revenues. All of these amounts are recognized on a completed voyage or pro rata basis as discussed above. Passenger ticket revenues include fees, taxes and charges collected by us from our guests. A portion of these fees, taxes and charges vary with guest head counts and are directly imposed on a revenue-producing arrangement. This portion of the fees, taxes and charges is expensed in commissions, transportation and other costs when the corresponding revenues are recognized. These fees, taxes and charges included in commissions, transportation and other costs were $215 million in 2020, $659 million in 2019 and $615 million in 2018. The remaining portion of fees, taxes and charges are expensed in other operating expenses when the corresponding revenues are recognized. Revenues and expenses from our hotel and transportation operations, which are included in our Tour and Other segment, are recognized at the time the services are performed. Customer Deposits Our payment terms generally require an initial deposit to confirm a reservation, with the balance due prior to the voyage. Cash received from guests in advance of the cruise is recorded in customer deposits and in other long-term liabilities on our Consolidated Balance Sheets. These amounts include refundable deposits. We have provided, and expect to continue to provide, flexibility to guests with bookings on sailings cancelled due to the pause in cruise operations by allowing guests to receive enhanced future cruise credits ("FCC") or to elect to receive refunds in cash. We have paid and expect to continue to pay cash refunds of customer deposits with respect to a portion of these cancelled cruises. The amount of cash refunds to be paid may depend on the level of guest acceptance of FCCs and future cruise cancellations. We record a liability for these FCCs only to the extent we have received cash from guests with bookings on cancelled sailings. We had customer deposits of $2.2 billion and $4.9 billion as of November 30, 2020 and 2019. The current portion of our customer deposits was $1.9 billion and $4.7 billion as of November 30, 2020 and 2019. These amounts include deposits related to cancelled cruises prior to the election of a cash refund by guests. Refunds payable to guests who have elected cash refunds are recorded in accounts payable. Due to the uncertainty associated with the duration and extent of COVID-19, we are unable to estimate the amount of the November 30, 2020 customer deposits that will be recognized in earnings compared to amounts that will be refunded to customers or issued as a credit for future travel. During 2020 and 2019, we recognized revenues of $3.2 billion and $4.3 billion related to our customer deposits as of November 30, 2019 and December 1, 2018. Historically, our customer deposits balance changes due to the seasonal nature of cash collections, the recognition of revenue, refunds of customer deposits and foreign currency translation. Contract Receivables Although we generally require full payment from our customers prior to or concurrently with their cruise, we grant credit terms to a relatively small portion of our revenue source. We also have receivables from credit card merchants for cruise ticket purchases and onboard revenue. These receivables are included within trade and other receivables, net. Contract Assets Contract assets are amounts paid prior to the start of a voyage, which we record as an asset within prepaid expenses and other and which are subsequently recognized as commissions, transportation and other at the time of revenue recognition or at the time of voyage cancellation. We have contract assets of an immaterial amount and $154 million as of November 30, 2020 and November 30, 2019. Insurance We use a combination of insurance and self-insurance to cover a number of risks including illness and injury to crew, guest injuries, pollution, other third-party claims in connection with our cruise activities, damage to hull and machinery for each of our ships, war risks, workers’ compensation, directors’ and officers’ liability, property damage and general liability for shoreside third-party claims. We recognize insurance recoverables from third-party insurers up to the amount of recorded losses at the time the recovery is probable and upon settlement for amounts in excess of the recorded losses. All of our insurance policies are subject to coverage limits, exclusions and deductible levels. The liabilities associated with crew illnesses and crew and guest injury claims, including all legal costs, are estimated based on the specific merits of the individual claims or actuarially estimated based on historical claims experience, loss development factors and other assumptions. Selling and Administrative Expenses Selling expenses include a broad range of advertising, marketing and promotional expenses. Advertising is charged to expense as incurred, except for media production costs, which are expensed upon the first airing of the advertisement. Selling expenses totaled $348 million in 2020, $728 million in 2019 and $673 million in 2018. Administrative expenses represent the costs of our shoreside support, reservations and other administrative functions, and include salaries and related benefits, professional fees and building occupancy costs, which are typically expensed as incurred. Share-Based Compensation We recognize compensation expense for all share-based compensation awards using the fair value method. For time-based share awards, we recognize compensation cost ratably using the straight-line attribution method over the expected vesting period or to the retirement eligibility date, if earlier than the vesting period. For performance-based share awards, we estimate compensation cost based on the probability of the performance condition being achieved and recognize expense ratably using the straight-line attribution method over the expected vesting period. If all or a portion of the performance condition is not expected to be met, the appropriate amount of previously recognized compensation expense is reversed and future compensation expense is adjusted accordingly. For market-based share awards, we recognize compensation cost ratably using the straight-line attribution method over the expected vesting period. If the target market conditions are not expected to be met, compensation expense will still be recognized. We account for forfeitures as they occur. Earnings Per Share Basic earnings per share is computed by dividing net income (loss) by the weighted-average number of shares outstanding during each period. Diluted earnings per share is computed by dividing net income (loss) by the weighted-average number of shares and common stock equivalents outstanding during each period. For earnings per share purposes, Carnival Corporation common stock and Carnival plc ordinary shares are considered a single class of shares since they have equivalent rights. Accounting Pronouncements On December 1, 2019, we adopted the Financial Accounting Standards Board (the “FASB”) issued guidance, Leases , using the modified retrospective approach, which allows entities to either apply the new lease standard to the beginning of the earliest period presented or only to the consolidated financial statements in the period of adoption without restating prior periods. We have elected to apply the new guidance at the date of adoption without restating prior periods. We have implemented changes to our internal controls to address the collection, recording, and accounting for leases in accordance with the new guidance. Upon adoption of the new guidance, the most material impact was the recognition of $1.4 billion of right-of-use assets and lease liabilities relating to operating leases, reported within operating lease right-of-use assets and long-term operating lease liabilities, with the current portion of the liability reported within current portion of operating lease liabilities, in our Consolidated Balance Sheet as of December 1, 2019. There was no cumulative effect of applying the new standard and accordingly there was no adjustment to our retained earnings upon adoption. This guidance had an immaterial impact on our Consolidated Statements of Income (Loss), Consolidated Statements of Comprehensive Income (Loss), Consolidated Statements of Cash Flows and the compliance with debt-covenants under our current agreements. The FASB issued amended guidance, Compensation - Retirement Benefits - Defined Benefit Plans - General , which clarifies disclosure requirements for entities that sponsor defined benefit pension or other postretirement plans. This guidance eliminates requirements for certain disclosures that are no longer considered cost beneficial. Additionally, this guidance requires explanations of the reasons for material gains and losses related to changes in the defined benefit obligation for the period and any other material change in the benefit obligation or plan assets not otherwise apparent in disclosures. On November 30, 2020, we adopted this guidance using the retrospective method for each period presented. As a result, we are not required to present the amount in accumulated other comprehensive income that is expected to be recognized as components of net periodic benefit cost over the next fiscal year. The FASB issued amended guidance, Intangibles - Goodwill and Other - Internal-Use Software , which requires a customer in a cloud computing arrangement that is a service contract to follow the internal-use software guidance to determine which implementation costs to capitalize as assets or expense as incurred. The expense related to deferred implementation costs is required to be presented in the same line item within the Consolidated Statements of Income (Loss) as the related hosting fees. Additionally, the payments for deferred implementation costs are required to be presented in the same line item in the Consolidated Statements of Cash Flows as payments for the related hosting fees. This guidance is required to be adopted by us in the first quarter of 2021 and we have elected to apply the guidance using a prospective approach. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements. The FASB issued amended guidance, Financial Instruments - Credit Losses , which requires an entity to present the net amount expected to be collected for certain financial assets, including trade receivables. On initial recognition and at each reporting period, this guidance will require an entity to recognize an allowance that reflects the entity's current estimate of credit losses expected to be incurred over the life of the financial instrument. This guidance is required to be adopted by us in the first quarter of 2021 and will be applied prospectively with a cumulative-effect adjustment to retained earnings. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements. The FASB issued guidance, Debt - Debt with Conversion and Other Option s and Derivative and Hedging - Contracts in Entity's Own Equity , which simplifies the accounting for convertible instruments. This guidance eliminates certain models that require separate accounting for embedded conversion features, in certain cases. Additionally, among other changes, the guidance eliminates certain of the conditions for equity classification for contracts in an entity’s own equity. The guidance also requires entities to use the if-converted method for all convertible instruments in the diluted earnings per share calculation and include the effect of share settlement for instruments that may be settled in cash or shares, except for certain liability-classified share-based payment awards. This guidance is required to be adopted by us in the first quarter of 2023 and must be applied using either a modified or full retrospective approach. We are currently evaluating the impact this guidance will have on our consolidated financial statements. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Nov. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment November 30, (in millions) 2020 2019 Ships and ship improvements $ 49,803 $ 50,446 Ships under construction 1,354 2,492 Other property and equipment 3,992 3,843 Total property and equipment 55,148 56,781 Less accumulated depreciation (17,075) (18,650) $ 38,073 $ 38,131 Capitalized interest amounted to $66 million in 2020, $39 million in 2019 and $36 million in 2018. Sales of Ships We have sold 12 NAA segment ships and five EA segment ships, which represents a passenger-capacity reduction of 20,510 for our NAA segment and 9,740 for our EA segment. In addition, we expect to sell two NAA segment ships which represents a passenger-capacity reduction of 2,100. Refer to Note 10 - “Fair Value Measurements, Derivative Instruments and Hedging Activities and Financial Risks, Nonfinancial Instruments that are Measured at Fair Value on a Nonrecurring Basis, Impairment of Ships” for additional discussion. |
Other Assets
Other Assets | 12 Months Ended |
Nov. 30, 2020 | |
Other Assets [Abstract] | |
Other Assets | Other Assets We have a minority interest in Grand Bahama Shipyard Ltd. (“Grand Bahama”), a ship repair and maintenance facility. Grand Bahama provided services to us of $38 million in 2020, $62 million in 2019 and $89 million in 2018. As of November 30, 2020, our investment in Grand Bahama was $55 million, consisting of $13 million in equity and a loan of $42 million. As of November 30, 2019, our investment in Grand Bahama was $54 million, consisting of $15 million in equity and a loan of $39 million. We have a minority interest in the White Pass & Yukon Route (“White Pass”) that includes port, railroad and retail operations in Skagway, Alaska. Due to the impact of COVID-19 on the Alaska season, White Pass provided no services to us in 2020, and $22 million in 2019. As of November 30, 2020, our investment in White Pass was $94 million, consisting of $75 million in equity and a loan of $19 million. As of November 30, 2019, our investment in White Pass was $102 million, consisting of $84 million in equity and a loan of $18 million. |
Debt
Debt | 12 Months Ended |
Nov. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt November 30, (in millions) Maturity Rate (a) 2020 2019 Secured Debt Notes Notes Apr 2023 11.5% $ 4,000 $ — Notes Feb 2026 10.5% 775 — EUR Notes Feb 2026 10.1% 508 — Notes (c) Jun 2027 7.9% 192 192 Notes Aug 2027 9.9% 900 — Bank Loans EUR fixed rate (c) Jul 2024 - May 2025 5.5 - 6.2% 136 154 Floating rate Jun 2025 LIBOR + 7.5% 1,855 — EUR floating rate (c) Jun 2025 - Oct 2026 EURIBOR + 2.7 - 7.5% 1,026 77 Total Secured Debt 9,393 423 Unsecured Debt Revolver Facility (expires Aug 2024) (b) LIBOR + 0.6% 3,083 — Notes Notes Oct 2020 4.0% — 700 EUR Notes Feb 2021 1.6% 429 550 EUR Notes Nov 2022 1.9% 658 605 Convertible Notes Apr 2023 5.8% 537 — Notes Oct 2023 7.2% 125 125 Notes Mar 2026 7.6% 1,450 — EUR Notes Mar 2026 7.6% 598 — Notes Jan 2028 6.7% 200 200 EUR Notes Oct 2029 1.0% 718 660 Bank Loans EUR fixed rate Mar 2021 - Sep 2021 0.3 - 3.9% 32 221 EUR floating rate Mar 2021 - Apr 2023 EURIBOR + 0.3 - 4.8% 1,860 1,596 Floating rate Jul 2024 - Sep 2024 LIBOR + 3.8% 300 300 GBP floating rate Aug 2021 - Feb 2025 GBP LIBOR + 0.8 - 0.9% 881 854 Export Credit Facilities EUR floating rate Mar 2021 - Oct 2032 EURIBOR + 0.2 - 1.5% 1,891 963 EUR fixed rate Feb 2031 - Sep 2032 1.1% 1,159 545 Fixed rate Aug 2027 - Oct 2031 2.4 - 3.4% 3,131 3,485 Floating rate Feb 2022 - Dec 2031 LIBOR + 0.5 - 1.5% 1,138 174 Commercial Paper EUR floating rate commercial paper — —% — 231 Total Unsecured Debt 18,188 11,211 Total Debt 27,581 11,634 Less: unamortized debt issuance costs (624) (131) Total Debt, net of unamortized debt issuance costs 26,957 11,503 Less: short-term borrowings (3,084) (231) Less: current portion of long-term debt (1,742) (1,596) Long-Term Debt $ 22,130 $ 9,675 The scheduled maturities of our debt are as follows: November 30, 2020 2021 (in millions) Rate (a) 1Q 2Q 3Q 4Q 2022 2023 2024 2025 Thereafter Secured Debt Notes Notes 11.5% $ — $ — $ — $ — $ — $ 4,000 $ — $ — $ — Notes 10.5% — — — — — — — — 775 EUR Notes 10.1% — — — — — — — — 508 Notes (c) 7.9% — — — — — — — — 192 Notes 9.9% — — — — — — — — 900 Bank Loans EUR fixed rate (c) 5.5 - 6.2% 8 8 8 8 32 32 32 8 — Floating rate LIBOR + 7.5% 5 5 5 5 19 19 19 1,781 — EUR floating rate (c) EURIBOR + 2.7 - 7.5% 2 8 2 8 22 22 22 928 12 Total Secured Debt 15 21 15 21 72 4,072 72 2,717 2,387 Unsecured Debt Revolver Facility (expires Aug 2024) LIBOR + 0.6% — — — — — — 3,083 — — Notes EUR Notes 1.6% 429 — — — — — — — — EUR Notes 1.9% — — — — 658 — — — — Convertible Notes 5.8% — — — — — 537 — — — Notes 7.2% — — — — — 125 — — — Notes 7.6% — — — — — — — — 1,450 EUR Notes 7.6% — — — — — — — — 598 Notes 6.7% — — — — — — — — 200 EUR Notes 1.0% — — — — — — — — 718 Bank Loans EUR fixed rate 0.3 - 3.9% — 17 — 15 — — — — — EUR floating rate EURIBOR + 0.3 - 4.8% — 179 — — 1,053 628 — — — Floating rate LIBOR + 3.8% — — — — — — 300 — — GBP floating rate GBP LIBOR + 0.8 - 0.9% 40 — 375 — — — 93 373 — Export Credit Facilities EUR floating rate EURIBOR + 0.2 - 1.5% — 24 49 124 333 306 277 200 629 EUR fixed rate 1.1% — — 26 26 103 103 103 103 644 Fixed rate 2.4 - 3.4% — 74 36 98 291 332 332 332 1,576 Floating rate LIBOR + 0.5 - 1.5% 16 35 68 41 194 152 152 92 446 Total Unsecured Debt 485 330 553 304 2,631 2,183 4,340 1,100 6,261 Total Debt $ 500 $ 351 $ 568 $ 325 $ 2,703 $ 6,255 $ 4,412 $ 3,818 $ 8,648 (a) Certain of the EURIBOR and LIBOR based loans have 0% or 1% floors, respectively. (b) As of November 30, 2020, we had a $3.1 billion ($1.7 billion, €1.0 billion and £150 million) multi-currency revolving credit facility (the “Revolving Facility”) that was drawn in March 2020 for an initial term of six months. The maturities for these borrowings were extended in September 2020 for an additional six months through March 2021. We may re-borrow such amounts through August 2024 subject to satisfaction of the conditions in the facility. The Revolving Facility also includes an emissions linked margin adjustment whereby, after the initial applicable margin is set per the margin pricing grid, the margin may be adjusted based on performance in achieving certain agreed annual carbon emissions goals. We are required to pay a commitment fee on any undrawn portion. (c) In 2019, these notes and bank loans were unsecured. The above debt tables do not include the impact of our interest rate swaps. The interest rates on some of our debt, and in the case of our Revolving Facility, fluctuate based on the applicable rating of senior unsecured long-term securities of Carnival Corporation or Carnival plc. For the year ended November 30, 2020, we had borrowings of $525 million and repayments of $526 million of commercial paper with original maturities greater than three months. For the year ended November 30, 2019, we did not have borrowings or repayments of commercial paper with original maturities greater than three months. For the year ended November 30, 2018, we had borrowings of $2 million and repayments of $2 million of commercial paper with original maturities greater than three months. Debt is recorded at initial fair value, which normally reflects the proceeds received by us, net of debt issuance costs, and is subsequently stated at amortized cost. Debt issuance costs are generally amortized to interest expense using the straight-line method, which approximates the effective interest method, over the term of the debt. Debt issue discounts and premiums are generally amortized to interest expense using the effective interest rate method over the term of the debt. Covenant Compliance Many of our debt agreements contain one or more financial covenants that require us to: • Maintain minimum debt service coverage (EBITDA to consolidated net interest charges for the most recently ended four fiscal quarters) of not less than 3.0 to 1.0 at the end of each fiscal quarter (the “Financial Covenant”) • Maintain minimum shareholders’ equity of $5.0 billion • Limit our debt to capital percentage to 65% at the end of each fiscal quarter (the “Debt to Capital Covenant”) • Limit the amounts of our secured assets as well as secured and other indebtedness As of November 30, 2020, we had entered into supplemental agreements to amend our agreements with respect to the Financial Covenant to: • Waive compliance for all of our export credit facilities through November 30, 2021 or December 31, 2021, as applicable, with aggregate indebtedness of $7.3 billion as of November 30, 2020. We will be required to comply beginning with the next testing date of February 28, 2022. • Waive compliance through November 30, 2021 for certain of our bank loans with aggregate indebtedness of $2.1 billion as of November 30, 2020. The amendments were subsequently extended through November 30, 2022, with the applicable covenant threshold reduced beginning from the February 28, 2023 testing date before reverting to 3.0 to 1.0 from the February 28, 2024 testing date onwards. • Waive compliance for the remaining applicable bank loans with aggregate indebtedness of $479 million as of November 30, 2020, through their respective maturity dates. At November 30, 2020 , we were in compliance with the applicable debt covenants. In December 2020, we entered into an amendment agreement to our Revolving Facility. The amendment increased the maximum percentage for our Debt to Capital Covenant from the testing date on November 30, 2021 through the testing date on February 28, 2024, introduced a new minimum liquidity covenant (from the testing date of February 28, 2021 to November 30, 2022), introduced the Financial Covenant (from the testing date of February 28, 2023 for the remainder of the term of the Revolving Facility), and introduced certain other restrictive covenants through November 30, 2024. The amendment also restricts the granting of guarantees and security interests for certain of our outstanding debt through November 30, 2024. In January 2021, we entered into amendments which resulted in similar changes to agreements governing our bank loans. 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. Any financial covenant amendment may lead to increased costs, increased interest rates, additional restrictive covenants and other available lender protections that would be applicable. Credit Ratings Update Since March 2020, Moody’s and S&P Global have downgraded our credit ratings to be non investment grade. Newbuild Ship Financing We have unsecured long-term unfunded export credit ship financings. These facilities, if drawn at the time of ship delivery, are generally repayable semi-annually over 12 years. We have the option to cancel each one at specified dates prior to the underlying ship’s delivery date. 2023 First Lien Notes In April 2020, we issued $4.0 billion aggregate principal amount of 11.5% first-priority senior secured notes due in 2023 (the “2023 First Lien Notes”). The 2023 First Lien Notes mature on April 1, 2023 unless earlier redeemed or repurchased. Our obligations under the 2023 First Lien Notes are guaranteed by Carnival plc and certain of our subsidiaries that own or operate our vessels and material intellectual property, and are secured by collateral, which includes vessels and material intellectual property with a net book value of $27.8 billion as of November 30, 2020 and certain other assets. Upon the occurrence of certain change of control events, we are required to offer to repurchase the 2023 First Lien Notes at a price equal to 101% of the principal amount, plus accrued and unpaid interest to the purchase date. The indenture governing the 2023 First Lien Notes contains covenants that limit our ability to, among other things: (i) incur additional indebtedness or issue certain preferred shares; (ii) make dividend payments on or make other distributions in respect of our capital stock or make other restricted payments; (iii) make certain investments; (iv) sell certain assets; (v) create liens on assets; (vi) consolidate, merge, sell or otherwise dispose of all or substantially all of our assets; and (vii) enter into certain transactions with our affiliates. These covenants are subject to a number of important limitations and exceptions. Convertible Notes In April 2020, we issued $2.0 billion aggregate principal amount of 5.75% convertible senior notes due 2023 (the “Convertible Notes”). The Convertible Notes mature on April 1, 2023, unless earlier repurchased or redeemed by us or earlier converted in accordance with their terms prior to the maturity date. The Convertible Notes are guaranteed on a senior unsecured basis by Carnival plc, Carnival Finance, LLC and our subsidiaries that guarantee the 2023 First Lien Notes. The Convertible Notes are convertible by holders, subject to the conditions described below, into cash, shares of Carnival Corporation common stock, or a combination thereof, at our election. The Convertible Notes have an initial conversion rate of 100 shares of Carnival Corporation common stock per $1,000 principal amount of the Convertible Notes, equivalent to an initial conversion price of $10 per share of common stock. The initial conversion price is subject to certain anti-dilutive adjustments and may also increase if the Convertible Notes are converted in connection with a tax redemption or certain corporate events. The Convertible Notes are convertible at any time prior to the close of business on the business day immediately preceding January 1, 2023, only under the following circumstances: • during any fiscal quarter (and only during such fiscal quarter) if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price on each applicable trading day; • during the five business day period after any five consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of Convertible Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price per share of common stock and the conversion rate on each such trading day; • prior to the close of business on the second scheduled trading day immediately preceding any tax redemption date; or • upon the occurrence of specified corporate events. On or after January 1, 2023, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert their Convertible Notes at any time. If we undergo certain corporate events (each, a “fundamental change”), subject to certain conditions, holders may require us to repurchase for cash all or any portion of their Convertible Notes at a price equal to 100% of the principal amount of the Convertible Notes to be repurchased, plus accrued and unpaid interest to the fundamental change repurchase date. We may redeem the Convertible Notes, in whole but not in part, at any time on or prior to December 31, 2022 at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest to the redemption date, if we or any guarantor would have to pay any additional amounts on the Convertible Notes due to a change in tax laws, regulations or rulings or a change in the official application, administration or interpretation thereof. As of November 30, 2020, a condition allowing holders of the Convertible Notes to convert has been met and therefore the notes are convertible. The holders are entitled to convert all or any portion of their Convertible Notes at any time during the three months starting on December 1, 2020 and ending on February 28, 2021, at the conversion rate of 100 shares of Carnival Corporation common stock per $1,000 principal amount of Convertible Notes. In August 2020, we completed registered direct offering of 99.2 million shares of Carnival Corporation common stock at a price of $14.02 per share to a limited number of holders of the Convertible Notes (the “August Registered Direct Offering”). We used the proceeds of the stock offerings to repurchase from such holders $886 million aggregate principal amount of the Convertible Notes in privately negotiated transactions. In November 2020, we completed two registered direct offerings of 57.4 million shares and 10.4 million shares of Carnival Corporation common stock at a price of $18.05 and $17.59 per share, respectively, to a limited number of holders of the Convertible Notes (the “November Registered Direct Offerings”). We used the proceeds from the stock offering to repurchase from such holders $590 million aggregate principal amount of the Convertible Notes in privately negotiated transactions. We recognized a $464 million extinguishment loss as a result of the August and November Registered Direct Offerings in other income (expense), net. We account for the Convertible Notes as separate liability and equity components. We determined the car rying amount of the liability component as the present value of its cash flows. The carrying amount of the equity component representing the conversion option was $286 million on the date of issuance and was calculated by deducting the carrying value of the liability component from the initial proceeds from the Convertible Notes. The excess of the principal amount of the Convertible Notes over the carrying amount of the liability component represents a debt discount that is amortized to interest expense over the term of the Convertible Notes under the effective interest rate method using an effective interest rate of 12.9%. The carrying amount of the equity component was reduced to zero in conjunction with the partial repurchase of Convertible Notes in August 2020 because at the time of repurchase, the fair value of the equity component for the portion of the Convertible Notes that was repurchased, exceeded the total amount of the equity component recorded at the time the Convertible Notes were issued. The net carrying value of the liability component of the Convertible Notes was as follows: (in millions) November 30, 2020 Principal $ 537 Less: Unamortized debt discount and transaction costs (76) $ 461 The interest expense recognized related to the Convertible Notes was as follows: (in millions) Year Ended Contractual interest expense $ 58 Amortization of debt discount and transaction costs $ 50 $ 109 We had no Convertible Notes in 2019. 2025 Secured Term Loan In June 2020, we borrowed an aggregate principal amount of $2.8 billion in two tranches ($1.9 billion and €800 million), under a first-priority senior secured term loan facility that matures on June 30, 2025 (the "2025 Secured Term Loan"). The U.S. dollar tranche bears interest at a rate per annum equal to adjusted LIBOR (with a 1% floor) plus 7.5%. The euro tranche bears interest at a rate per annum equal to EURIBOR (with a 0% floor) plus 7.5%. The 2025 Secured Term Loan is g uaranteed by Carnival plc and the same subsidiaries that currently guarantee, and are secured on a first-priority basis by substantially the same collateral that currently secures, the 2023 First Lien Notes, the 2026 Second Lien Notes and the 2027 Second Lien Notes. The 2025 Secured Term Loan contains covenants that are substantially similar to the covenants in the indenture governing the 2023 First Lien Notes. These covenants are subject to a number of important limitations and exceptions. 2026 Second Lien Notes In July 2020, we issued an aggregate principal amount of $1.3 billion in two tranches ($775 million and €425 million), under second-priority senior secured notes that mature on February 1, 2026 (the "2026 Second Lien Notes"). The U.S. dollar tranche bears interest at a rate of 10.5% per year. The euro tranche bears interest at a rate of 10.1% per year. The 2026 Second Lien Notes are guaranteed by Carnival plc and the same subsidiaries that currently guarantee, and are secured on a second-priority basis by substantially the same collateral that currently secures, the 2023 First Lien Notes, the 2025 Secured Term Loan and the 2027 Second Lien Notes. The indenture governing the 2026 Second Lien Notes contains covenants that are substantially similar to the covenants in the indenture governing the 2023 First Lien Notes and the 2027 Second Lien Notes. These covenants are subject to a number of important limitations and exceptions. 2027 Second Lien Notes In August 2020, we issued an aggregate principal amount of $900 million of second-priority senior secured notes that mature on August 1, 2027 (the "2027 Secon d Lien Notes"). The 2027 Second Lien Notes bear interest at a rate of 9.9% per year. The 2027 Second Lien Notes are guaranteed by Carnival plc and the same subsidiaries that currently guarantee, and are secured on a second-priority basis by substantially the same collateral that currently secures, the 2023 First Lien Notes, the 2025 Secured Term Loan and the 2026 Second Lien Notes. The indenture governing the 2027 Second Lien Notes contains covenants that are substantially similar to the covenants in the indenture governing the 2023 First Lien Notes and the 2026 Second Lien Notes. These covenants are subject to a number of important limitations and exceptions. 2026 Senior Unsecured Notes In November 2020, we issued an aggregate principal amount of $2.0 billion in two tranches $1.5 billion and €500 million) under senior unsecured notes that mature on March 1, 2026 (the “2026 Senior Unsecured Notes”). The U.S dollar tranche bears interest at a rate of 7.6% per year. The euro tranche bears interest at a rate of 7.6% per year. The 2026 Senior Unsecured Notes are guaranteed by Carnival plc and the same subsidiaries that currently guarantee the 2023 First Lien Notes, 2026 Second Lien Notes and the 2027 Second Lien Notes and are unsecured. The 2026 Senior Unsecured Notes contains covenants that are substantially similar to the covenants in the indentures governing the 2023 First Lien Notes, 2026 Second Lien Notes and the 2027 Second Lien Notes. These covenants are subject to a number of important limitations and exceptions. Modifications and Other Certain export credit agencies have offered 12-month debt amortization and a financial covenant holiday (“D ebt Holiday”). In 2020, we have entered into supplemental agreements or side letters for Debt Holiday amendments to defer certain principal repayments otherwise due through March 31, 2021, except for one export credit facility with a deferral period through April 30, 2021, through the creation of separate tranches of loans with repayments made over the following four years. During the year-ended November 30, 2020 , we recognized a gain on early extinguishment of debt of $5 million that is included in other income (expense), net in the accompanying Consolidated Statements of Income (Loss). |
Commitments
Commitments | 12 Months Ended |
Nov. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments | Commitments Fiscal (in millions) 2021 2022 2023 2024 2025 Thereafter Total New ship growth capital $ 3,201 $ 4,692 $ 3,273 $ 793 $ 1,076 $ — $ 13,036 Other long-term commitments 219 98 54 52 37 18 478 $ 3,421 $ 4,790 $ 3,327 $ 845 $ 1,113 $ 18 $ 13,515 |
Contingencies
Contingencies | 12 Months Ended |
Nov. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Contingencies Litigation We are routinely involved in legal proceedings, claims, disputes, regulatory matters and governmental inspections or investigations arising in the ordinary course of or incidental to our business, including those noted below. Additionally, as a result of the impact of COVID-19, litigation claims, enforcement actions, regulatory actions and investigations, including, but not limited to, those arising from personal injury and loss of life, have been and may, in the future, be asserted against us. We expect many of these claims and actions, or any settlement of these claims and actions, to be covered by insurance and historically the maximum amount of our liability, net of any insurance recoverables, has been limited to our self-insurance retention levels. We record provisions in the consolidated financial statements for pending litigation when we determine that an unfavorable outcome is probable and the amount of the loss can be reasonably estimated. Legal proceedings and government investigations are subject to inherent uncertainties, and unfavorable rulings or other events could occur. Unfavorable resolutions could involve substantial monetary damages. In addition, in matters for which conduct remedies are sought, unfavorable resolutions could include an injunction or other order prohibiting us from selling one or more products at all or in particular ways, precluding particular business practices or requiring other remedies. An unfavorable outcome might result in a material adverse impact on our business, results of operations, financial position or liquidity. As previously disclosed, on May 2, 2019, two lawsuits were filed against Carnival Corporation in the U.S. District Court for the Southern District of Florida under Title III of the Cuban Liberty and Democratic Solidarity Act, also known as the Helms-Burton Act, claiming ownership of commercial waterfront real property we own and use at the Havana docks and seeking damages, including treble damages. On July 9, 2020, the court granted our motion for judgment on the pleadings in the action filed by Javier Garcia Bengochea, and dismissed the plaintiff’s action with prejudice. On August 6, 2020, Bengochea filed a notice of appeal. On September 14, 2020, the court denied our motion to dismiss the amended action filed by Havana Docks Corporation. We filed an answer to the amended complaint on September 25, 2020. The plaintiff filed a second amended complaint on October 27, 2020, and we filed an answer on November 10, 2020. We continue to believe we have a meritorious defense to these actions and we believe that any liability which may arise as a result of these actions will not have a material impact on our consolidated financial statements. Contingent Obligations – Indemnifications Some of the debt contracts we enter into include indemnification provisions obligating us to make payments to the counterparty if certain events occur. These contingencies generally relate to changes in taxes or changes in laws which increase the lender’s costs. There are no stated or notional amounts included in the indemnification clauses, and we are not able to estimate the maximum potential amount of future payments, if any, under these indemnification clauses. Other Contingencies We have agreements with a number of credit card processors that transact customer deposits related to our cruise vacations. Certain of these agreements allow the credit card processors to request under certain circumstances that we provide a reserve fund in cash. Although the agreements vary, these requirements may generally be satisfied either through a withheld percentage of customer payments or providing cash funds directly to the card processor. As of November 30, 2020, we had $377 million of customer deposits withheld to satisfy these requirements. We expect the funds withheld under these agreements will be approximately $60 million per month up to a maximum of $600 million. Additionally, during 2020, we placed $166 million of cash collateral in escrow and provided $46 million in reserve funds, these amounts are included within other assets. COVID-19 Actions We have been named in a number of actions related to COVID-19. The following purported class actions have been brought by former guests from Ruby Princess , Diamond Princess , Grand Princess , Coral Princess, Costa Luminosa or Zaandam . These actions seek compensation based on a variety of tort claims, including, but not limited to, negligence and failure to warn, physical injuries and severe emotional distress associated with being exposed and/or contracting COVID-19 onboard. Below are material updates to the previously disclosed class actions and individual actions. Previously Disclosed Class Actions As previously disclosed, on April 7, 2020, Paul Turner, a former guest from Costa Luminosa , filed a purported class action against Costa Crociere, S.p.A. (“Costa”) and Costa Cruise Line, Inc. in the U.S. District Court of the Southern District of Florida. On September 10, 2020, the court granted Costa’s motion to dismiss based upon forum non conveniens, and directed that the action be filed in Italy. The plaintiff has appealed the order, and the appeal is pending in the Court of Appeals for the 11 th Circuit. As previously disclosed, on April 8, 2020, numerous former guests from Grand Princess filed a purported class action against Carnival Corporation and Carnival plc and two of our subsidiaries, Princess Cruise Lines, Ltd. (“Princess Cruises”) and Fairline Shipping International Corporation, Ltd. The plaintiffs ultimately removed Fairline Shipping from the case. On September 22, 2020, the court granted our motions to dismiss the plaintiffs’ second amended complaint in part. The court granted our motion to dismiss the plaintiffs’ negligence-based claims without prejudice and with leave to amend and granted our motion to dismiss the plaintiffs’ request for injunctive relief without prejudice. The court denied our motion to dismiss plaintiffs’ claims for intentional infliction of emotional distress. On October 2, 2020, the plaintiffs filed a third amended complaint. On October 20, 2020, the court denied plaintiffs’ motion for class certification, and the plaintiffs filed a petition for leave to appeal this ruling to the Ninth Circuit Court of Appeals on November 3, 2020. The petition for leave to appeal is pending. On November 25, 2020, the court granted in part and denied in part our motion to dismiss, allowing the negligence claims of those individual plaintiffs who claim to have contracted COVID-19 or to have experienced COVID-19 symptoms to proceed against Carnival Corporation, Carnival plc and Princess Cruises and dismissing the claims of those plaintiffs who did not allege contracting COVID-19 with prejudice. The court also dismissed the plaintiffs’ claims for injunctive relief with prejudice. On December 9, 2020, we filed an answer to the plaintiffs’ third amended complaint. On December 28, 2020, the parties filed a request for private mediation. As previously disclosed, on May 27, 2020, Service Lamp Corporation Profit Sharing Plan filed a purported class action against Carnival Corporation, Arnold W. Donald and David Bernstein on behalf of all purchasers of Carnival Corporation securities between January 28 and May 1, 2020. As previously disclosed, on June 3, 2020, John P. Elmensdorp filed a purported class action against the same defendants, and included Micky Arison as a defendant. This action is on behalf of all purchasers of Carnival Corporation securities between September 26, 2019 and April 30, 2020. These actions allege that the defendants violated Sections 10(b) and 20(a) of the U.S. Securities and Exchange Act of 1934 by making misrepresentations and omissions related to Carnival Corporation’s COVID-19 knowledge and response, and seek to recover unspecified damages and equitable relief for the alleged misstatements and omissions. On July 21, 2020, Abraham Atachbarian filed a purported class action against the same defendants as the Elmensdorp action. The Atachbarian action is on behalf of all purchasers of Carnival Corporation options between January 27 and May 1, 2020 and allege the same set of factual theories presented in the class actions described above. These three cases have been consolidated with a new lead plaintiff, the New England Carpenters Pension and Guaranteed Annuity Fund and the Massachusetts Laborers’ Pension and Annuity Fund, and a consolidated class action complaint was filed on December 15, 2020, which also removed Micky Arison and David Bernstein as defendants. A motion to dismiss was filed on January 18, 2021. As previously disclosed, on June 4, 2020, another group of former guests from Grand Princess filed a purported class action against Carnival Corporation, Carnival plc, and Princess Cruises in the U.S. District Court for the Central District of California, seeking compensation based on largely the same factual theories presented in the class action described above. The action asserts claims for negligence, gross negligence, negligent infliction of emotional distress and intentional infliction of emotional distress. On November 23, 2020, a motion to dismiss plaintiff’s amended action was filed and the briefing is now complete. As previously disclosed, on June 4, 2020, numerous former guests from Ruby Princess filed a purported class action against Princess Cruises. Princess Cruises filed a motion to dismiss, in response to which the plaintiffs amended their action to remove their class action allegations and seek recovery on behalf of two guests who allege that they contracted COVID-19 while on Ruby Princess . Princess Cruises filed a motion to dismiss the amended complaint. On October 12, 2020, plaintiffs filed a second amended complaint, to which Princess Cruises filed an answer on October 26, 2020. As previously disclosed, on June 24, 2020, Leonard C. Lindsay and Carl E.W. Zehner, former guests from Zaandam, filed a purported class action against Carnival Corporation, Carnival plc and Holland America Line N.V. On September 11, 2020, the plaintiffs filed an amended class action on behalf of all persons in the U.S. who were guests from Zaandam who embarked on March 8, 2020. Carnival Corporation, Carnival plc and Holland America Line N.V have filed a motion to dismiss on November 20, 2020. On December 11, 2020, plaintiffs filed their response, to which we filed our reply on December 24, 2020. As previously disclosed, on July 13, 2020, Kathleen O’Neill, a former guest from Coral Princess filed a purported class action in the U.S. District Court for the Central District of California against Princess Cruises, Carnival Corporation, and Carnival plc. We have filed a motion to dismiss. This case is currently stayed and is pending resolution of the appeal by the plaintiffs in the Grand Princess class action of the court’s denial of the plaintiffs’ motion for class certification, Archer et al v. Carnival Corporation and plc et al. As previously disclosed, on July 13, 2020, another group of former guests from Grand Princess filed a purported class action in the U.S. District Court for the Central District of California against Princess Cruises, Carnival Corporation and Carnival plc. On November 23, 2020, a motion to dismiss the plaintiff’s amended action was filed and the briefing is now complete. As previously disclosed, on July 23, 2020, Susan Karpik, a former guest from Ruby Princess filed a purported class action against Carnival plc and Princess Cruises in the Federal Court of Australia On December 14, 2020, we filed an interlocutory appeal. We believe that all the claims asserted in the above class actions are without merit and are taking proper actions to defend against them. Individual Actions Since March 9, 2020, more than 100 former U.S. guests who sailed onboard various vessels, including, but not limited to, Diamond Princess , Grand Princess , Ruby Princess, Coral Princess or Zaandam , filed individual actions against Princess Cruises and, in some actions, also against Carnival Corporation and/or Carnival plc, Costa and Holland America Line, including actions previously disclosed. Both the previously disclosed and newly filed actions include tort claims based on a variety of theories, including negligence and failure to warn. The plaintiffs in these actions allege a variety of injuries: some plaintiffs allege only emotional distress, while others allege injuries arising from testing positive for COVID-19. A smaller number of actions include wrongful death claims. Previously Disclosed Individual Actions Princess Cruises has filed motions to dismiss in all other matters in which a responsive pleading has been due. Several courts have granted the various motions to dismiss, with leave for the plaintiffs to amend. As previously disclosed, between April 7 and July 7, 2020, former U.S. guests from Costa Luminosa filed individual actions against Costa in the U.S. District Court for the Southern District of Florida or the Circuit Court in and for the 11th Judicial Circuit in and for Miami-Dade County. These actions have been voluntarily dismissed with and without prejudice, respectively. The action brought in the U.S. District Court for the Southern District of Florida may be pursued in Italy. As previously disclosed, on June 30, 2020, Kenneth and Nora Hook, former guests from Zaandam , filed an action against Holland America Line N.V. The court denied the plaintiff’s motion for an expedited trial date and Holland America’s motion to dismiss. The case is currently scheduled for a bench trial on November 15, 2021. As previously disclosed, on July 16, 2020, Toyling Maa, individually and as personal representative of the estate of Wilson Maa, a former guest from Coral Princess , and the estate of Wilson Maa, filed an action in the U.S. District Court for the Central District of California against Carnival Corporation, Carnival plc and Princess Cruises seeking compensation for damages for Ms. Maa allegedly contracting COVID-19 and alleging wrongful death as a result of Mr. Maa contracting COVID-19. The action asserts claims for negligence. On September 21, 2020, the court denied the plaintiffs’ motion to remand and granted defendants’ motion to dismiss without prejudice and with leave to amend. On November 30, 2020, plaintiffs filed an amended complaint and the defendants filed a motion to dismiss on December 14, 2020. As previously disclosed, on July 23, 2020, an action was filed on behalf of the estate of Carl Weidner, a former guest from Grand Princess, in the U.S. District Court for the Northern District of California against Carnival Corporation, Carnival plc and Princess Cruises seeking compensation based on a claim alleging wrongful death as a result of contracting COVID-19. The action asserts claims for negligence. The action also alleges that the forum selection clause in the guest’s ticket contract that specifies venue in the Central District of California is unenforceable. Carnival Corporation, Carnival plc and Princess Cruises filed a motion to dismiss and a motion to transfer venue to the Central District of California on October 5, 2020. On January 8, 2021, the court granted the motion to transfer the case to the Central District of California. Newly Filed Individual Actions Costa has been named in several individual actions filed in France, Italy and Brazil. These actions are in their preliminary stages and potential damages are not yet known. We believe, however, that the claims asserted in these actions are without merit and are taking proper actions to defend against them. All the above individual actions seek monetary and punitive damages but do not specify exact amounts. We are taking proper actions to defend against them. Governmental Inquiries and Investigations |
Taxation
Taxation | 12 Months Ended |
Nov. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Taxation | Taxation A summary of our principal taxes and exemptions in the jurisdictions where our significant operations are located is as follows: U.S. Income Tax We are primarily foreign corporations engaged in the business of operating cruise ships in international transportation. We also own and operate, among other businesses, the U.S. hotel and transportation business of Holland America Princess Alaska Tours through U.S. corporations. Our North American cruise ship businesses and certain ship-owning subsidiaries are engaged in a trade or business within the U.S. Depending on its itinerary, any particular ship may generate income from sources within the U.S. We believe that our U.S. source income and the income of our ship-owning subsidiaries, to the extent derived from, or incidental to, the international operation of a ship or ships, is currently exempt from U.S. federal income and branch profit taxes. Our domestic U.S. operations, principally the hotel and transportation business of Holland America Princess Alaska Tours, are subject to federal and state income taxation in the U.S. In general, under Section 883 of the Internal Revenue Code, certain non-U.S. corporations (such as our North American cruise ship businesses) are not subject to U.S. federal income tax or branch profits tax on U.S. source income derived from, or incidental to, the international operation of a ship or ships. Applicable U.S. Treasury regulations provide in general that a foreign corporation will qualify for the benefits of Section 883 if, in relevant part, (i) the foreign country in which the foreign corporation is organized grants an equivalent exemption to corporations organized in the U.S. in respect of each category of shipping income for which an exemption is being claimed under Section 883 (an “equivalent exemption jurisdiction”) and (ii) the foreign corporation meets a defined publicly-traded corporation stock ownership test (the “publicly-traded test”). Subsidiaries of foreign corporations that are organized in an equivalent exemption jurisdiction and meet the publicly-traded test also benefit from Section 883. We believe that Panama is an equivalent exemption jurisdiction and that Carnival Corporation currently satisfies the publicly-traded test under the regulations. Accordingly, substantially all of Carnival Corporation’s income is exempt from U.S. federal income and branch profit taxes. Regulations under Section 883 list certain activities that the IRS does not consider to be incidental to the international operation of ships and, therefore, the income attributable to such activities, to the extent such income is U.S. source, does not qualify for the Section 883 exemption. Among the activities identified as not incidental are income from the sale of air transportation, transfers, shore excursions and pre- and post-cruise land packages to the extent earned from sources within the U.S. We believe that the U.S. source transportation income earned by Carnival plc and its subsidiaries currently qualifies for exemption from U.S. federal income tax under applicable bilateral U.S. income tax treaties. Carnival Corporation and Carnival plc and certain of their subsidiaries are subject to various U.S. state income taxes generally imposed on each state’s portion of the U.S. source income subject to U.S. federal income taxes. However, the state of Alaska imposes an income tax on its allocated portion of the total income of our companies doing business in Alaska and certain of their subsidiaries. UK and Australian Income Tax Cunard, P&O Cruises (UK) and P&O Cruises (Australia) are divisions of Carnival plc and have elected to enter the UK tonnage tax under a rolling ten-year term and, accordingly, reapply every year. Companies to which the tonnage tax regime applies pay corporation taxes on profits calculated by reference to the net tonnage of qualifying ships. UK corporation tax is not chargeable under the normal UK tax rules on these brands’ relevant shipping income. Relevant shipping income includes income from the operation of qualifying ships and from shipping related activities. For a company to be eligible for the regime, it must be subject to UK corporation tax and, among other matters, operate qualifying ships that are strategically and commercially managed in the UK. Companies within UK tonnage tax are also subject to a seafarer training requirement. Our UK non-shipping activities that do not qualify under the UK tonnage tax regime remain subject to normal UK corporation tax. P&O Cruises (Australia) and all of the other cruise ships operated internationally by Carnival plc for the cruise segment of the Australian vacation region are exempt from Australian corporation tax by virtue of the UK/Australian income tax treaty. Italian and German Income Tax In 2015, Costa and AIDA re-elected to enter the Italian tonnage tax regime through 2024 and can reapply for an additional ten Most of Costa’s and AIDA’s earnings that are not eligible for taxation under the Italian tonnage tax regime will be taxed at an effective tax rate of 4.8% in 2020 and 2019. Substantially all of AIDA’s earnings are exempt from German income taxes by virtue of the Germany/Italy income tax treaty. Asian Countries Income Taxes Substantially all of our brands’ income from their international operations in Asian countries is exempt from income tax by virtue of relevant income tax treaties. Other We recognize income tax provisions for uncertain tax positions, based solely on their technical merits, when it is more likely than not to be sustained upon examination by the relevant tax authority. The tax benefit to be recognized is measured as the largest amount of benefit that is greater than 50% likely of being realized upon ultimate resolution. Based on all known facts and circumstances and current tax law, we believe that the total amount of our uncertain income tax position liabilities and related accrued interest are not material to our financial position. All interest expense related to income tax liabilities is included in income tax expense. |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Nov. 30, 2020 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders’ Equity Share Repurchase Program Under a share repurchase program effective 2004, we had been authorized to repurchase Carnival Corporation common stock and Carnival plc ordinary shares (the “Repurchase Program”). On June 15, 2020, to enhance our liquidity and comply with restrictions in our recent financing transactions, the Boards of Directors terminated the Repurchase Program. Carnival Corporation Carnival plc (in millions) Number of Shares Repurchased Dollar Amount Paid for Shares Repurchased Number of Shares Repurchased Dollar Amount Paid for Shares Repurchased 2020 — $ — 0.2 $ 10 2019 0.6 $ 26 12.2 $ 569 2018 7.8 $ 476 16.3 $ 985 Accumulated Other Comprehensive Income (Loss) AOCI November 30, (in millions) 2020 2019 Cumulative foreign currency translation adjustments, net $ (1,382) $ (1,961) Unrecognized pension expenses (95) (88) Net losses on cash flow derivative hedges 41 (18) $ (1,436) $ (2,066) During 2020, 2019 and 2018, there were $3 million, $5 million and $5 million of unrecognized pension expenses that were reclassified out of accumulated other comprehensive loss and were included within payroll and related expenses and selling and administrative expenses. Dividends To enhance our liquidity, as well as comply with the dividend restrictions contained in our debt agreements, we suspended the payment of dividends on the common stock of Carnival Corporation and the ordinary shares of Carnival plc. We declared quarterly cash dividends on all of our common stock and ordinary shares as follows: Quarters Ended (in millions, except per share data) February 28 May 31 August 31 November 30 2020 Dividends declared per share $ 0.50 $ — $ — $ — Dividends declared $ 342 $ — $ — $ — 2019 Dividends declared per share $ 0.50 $ 0.50 $ 0.50 $ 0.50 Dividends declared $ 345 $ 346 $ 342 $ 346 2018 Dividends declared per share $ 0.45 $ 0.50 $ 0.50 $ 0.50 Dividends declared $ 322 $ 357 $ 350 $ 349 Carnival Corporation’s Articles of Incorporation authorize its Board of Directors, at its discretion, to issue up to 40 million shares of preferred stock. At November 30, 2020 and 2019, no Carnival Corporation preferred stock or Carnival plc preference shares had been issued. Public Equity Offerings In April 2020, we completed a public offering of 71.9 million shares of Carnival Corporation’s common stock at a price per share of $8.00, resulting in net proceeds of $556 million. In October 2020, we completed our $1.0 billion “at-the-market” (“ATM”) equity offering program that was announced on September 15, 2020, pursuant to which we sold 67.1 million shares of Carnival Corporation common stock. In November 2020, we completed our $1.5 billion ATM equity offering program that was announced on November 10, 2020, pursuant to which we sold 94.5 million shares of Carnival Corporation common stock. |
Fair Value Measurements, Deriva
Fair Value Measurements, Derivative Instruments and Hedging Activities and Financial Risk | 12 Months Ended |
Nov. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements, Derivative Instruments and Hedging Activities and Financial Risk | Fair Value Measurements, Derivative Instruments and Hedging Activities and Financial RisksFair Value Measurements Fair value is defined as the amount that would be received for selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and is measured using inputs in one of the following three categories: • Level 1 measurements are based on unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access. Valuation of these items does not entail a significant amount of judgment. • 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. Financial Instruments that are not Measured at Fair Value on a Recurring Basis November 30, 2020 November 30, 2019 Carrying Fair Value Carrying Fair Value (in millions) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Assets Long-term other assets (a) $ 45 $ — $ 17 $ 18 $ 181 $ — $ 31 $ 149 Total $ 45 $ — $ 17 $ 18 $ 181 $ — $ 31 $ 149 Liabilities Fixed rate debt (b) $ 15,547 $ — $ 16,258 $ — $ 7,438 $ — $ 7,782 $ — Floating rate debt (b) 12,034 — 11,412 — 4,195 — 4,248 — Total $ 27,581 $ — $ 27,670 $ — $ 11,634 $ — $ 12,030 $ — (a) Long-term other assets are comprised of notes receivable, which at November 30, 2019, included loans on ship sales. The fair values of our Level 2 notes receivable were based on estimated future cash flows discounted at appropriate market interest rates. The fair values of our Level 3 notes receivable were estimated using risk-adjusted discount rates. Financial Instruments that are Measured at Fair Value on a Recurring Basis November 30, 2020 November 30, 2019 (in millions) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Assets Cash and cash equivalents $ 9,513 $ — $ — $ 518 $ — $ — Restricted cash 179 — — 13 — — Derivative financial instruments — — — — 58 — Total $ 9,692 $ — $ — $ 530 $ 58 $ — Liabilities Derivative financial instruments $ — $ 10 $ — $ — $ 25 $ — Total $ — $ 10 $ — $ — $ 25 $ — Nonfinancial Instruments that are Measured at Fair Value on a Nonrecurring Basis Valuation of Goodwill and Trademarks As a result of the effect of COVID-19 on our expected future operating cash flows, we performed interim discounted cash flow analyses for certain reporting units with goodwill as of February 29, 2020 and for all reporting units with goodwill or trademarks as of May 31, 2020 (i.e. prior to our annual test date of July 31, 2020). Consequently, we determined that the estimated fair values of two of our North America & Australia (“NAA”) segment reporting units and two of our Europe & Asia (“EA”) segment reporting units no longer exceeded their carrying values. We recognized goodwill impairment charges of $2.1 billion and have no remaining goodwill for those reporting units. As of July 31, 2020, we performed our annual goodwill and trademark impairment reviews and we determined there was no incremental impairment for goodwill or trademarks at our annual test date. As a result of the extended pause in operations, we performed an additional quantitative goodwill impairment review for all remaining reporting units as of November 30, 2020 and we determined there was no incremental impairment for goodwill. As of July 31, 2019 and 2018, we performed our annual goodwill and trademark impairment reviews and we determined there was no impairment for goodwill or trademarks. As of November 30, 2019, we performed an additional goodwill impairment review for our Costa reporting unit, $435 million of goodwill recorded, and we determined there was no impairment for goodwill. The determination of the fair value of our reporting units’ and trademarks includes numerous assumptions that are subject to various risks and uncertainties. Our pause in guest cruise operations and the possibility of further extensions created some uncertainty in forecasting the operating results and future cash flows used in our impairment analyses. The principal assumptions, all of which are considered Level 3 inputs, used in our cash flow analyses consisted of: • The timing of our return to service, changes in market conditions and port or other restrictions • Forecasted revenues net of our most significant variable costs, which are travel agent commissions, costs of air and other transportation, and certain other costs that are directly associated with onboard and other revenues including credit and debit card fees • The allocation of new ships and the timing of the transfer or sale of ships amongst brands, as well as the estimated proceeds from ship sales • Weighted-average cost of capital of market participants, adjusted for the risk attributable to the geographic regions in which these cruise brands operate We believe that we have made reasonable estimates and judgments. A change in the principal assumptions, which influences the determination of fair value, may result in a need to recognize an additional impairment charge. Refer to Note 2 - “Summary of Significant Accounting Policies, Preparation of Financial Statements” for additional discussion. Goodwill (in millions) NAA Segment EA Segment Total At November 30, 2018 $ 1,898 $ 1,027 $ 2,925 Foreign currency translation adjustment — (13) (13) At November 30, 2019 1,898 1,014 2,912 Impairment charges (1,319) (777) (2,096) Foreign currency translation adjustment — (9) (9) At November 30, 2020 $ 579 $ 228 $ 807 Trademarks (in millions) NAA Segment EA Segment Total At November 30, 2018 $ 927 $ 242 $ 1,169 Foreign currency translation adjustment — (2) (2) At November 30, 2019 927 240 1,167 Foreign currency translation adjustment — 13 13 At November 30, 2020 $ 927 $ 253 $ 1,180 Impairments of Ships We review our long-lived assets for impairment whenever events or circumstances indicate potential impairment. As a result of the effect of COVID-19 on our expected future operating cash flows and our decisions to dispose of certain ships, we determined certain impairment triggers had occurred. Accordingly, we performed undiscounted cash flow analyses on certain ships in our fleet throughout 2020. Based on these undiscounted cash flow analyses, we determined that certain ships, specifically those being disposed of, had net carrying values that exceeded their estimated undiscounted future cash flows. We determined the fair values of these ships based on their estimated selling value. We then compared these estimated fair values to the net carrying values and, as a result, we recognized ship impairment charges of $1.5 billion and $0.3 billion in our NAA and EA segments, respectively, during 2020. We did not recognize ship impairment charges during 2019 and 2018. The principal assumptions, all of which are considered level 3 inputs, used in our cash flow analyses consisted of: • Timing of the respective ship’s return to service, changes in market conditions and port or other restrictions • Forecasted ship revenues net of our most significant variable costs, which are travel agent commissions, costs of air and other transportation and certain other costs that are directly associated with onboard and other revenues, including credit and debit card fees • Timing of the sale of ships and estimated proceeds Refer to Note 2 - “Summary of Significant Accounting Policies, Preparation of Financial Statements” for additional discussion. Derivative Instruments and Hedging Activities November 30, (in millions) Balance Sheet Location 2020 2019 Derivative assets Derivatives designated as hedging instruments Cross currency swaps (a) Prepaid expenses and other $ — $ 32 Other assets — 25 Total derivative assets $ — $ 58 Derivative liabilities Derivatives designated as hedging instruments Cross currency swaps (a) Accrued liabilities and other $ — $ 1 Other long-term liabilities — 9 Foreign currency zero cost collars (b) Accrued liabilities and other — 1 Interest rate swaps (c) Accrued liabilities and other 5 6 Other long-term liabilities 5 9 Total derivative liabilities $ 10 $ 25 (a) At November 30, 2020, we had no cross currency swaps. At November 30, 2019, we had cross currency swaps totaling $1.9 billion that are designated as hedges of our net investments in foreign operations with a euro-denominated functional currency. (b) At November 30, 2020, we had foreign currency derivatives consisting of foreign currency zero cost collars that are designated as foreign currency cash flow hedges for a portion of our euro-denominated shipbuilding payments. See “Newbuild Currency Risks” below for additional information regarding these derivatives. (c) We have interest rate swaps designated as cash flow hedges whereby we receive floating interest rate payments in exchange for making fixed interest rate payments. These interest rate swap agreements effectively changed $248 million at November 30, 2020 and $300 million at November 30, 2019 of EURIBOR-based floating rate euro debt to fixed rate euro debt. At November 30, 2020, these interest rate swaps settle through 2025. Our derivative contracts include rights of offset with our counterparties. We have elected to net certain of our derivative assets and liabilities within counterparties. November 30, 2020 (in millions) Gross Amounts Gross Amounts Offset in the Balance Sheet Total Net Amounts Presented in the Balance Sheet Gross Amounts not Offset in the Balance Sheet Net Amounts Assets $ — $ — $ — $ — $ — Liabilities $ 10 $ — $ 10 $ — $ 10 November 30, 2019 (in millions) Gross Amounts Gross Amounts Offset in the Balance Sheet Total Net Amounts Presented in the Balance Sheet Gross Amounts not Offset in the Balance Sheet Net Amounts Assets $ 58 $ — $ 58 $ (4) $ 54 Liabilities $ 25 $ — $ 25 $ (4) $ 21 The effect of our derivatives qualifying and designated as hedging instruments recognized in other comprehensive income (loss) and in income was as follows: November 30, (in millions) 2020 2019 2018 Gains (losses) recognized in AOCI: Cross currency swaps – net investment hedges - included component $ 131 $ 43 $ 18 Cross currency swaps – net investment hedges - excluded component $ (1) $ 1 $ — Foreign currency zero cost collars – cash flow hedges $ 1 $ (1) $ (12) Foreign currency forwards - cash flow hedges $ 53 $ — $ — Interest rate swaps – cash flow hedges $ 6 $ 3 $ 6 Gains (losses) reclassified from AOCI – cash flow hedges: Interest rate swaps – Interest expense, net of capitalized interest $ (6) $ (7) $ (10) Foreign currency zero cost collars - Depreciation and amortization $ 1 $ 1 $ 1 Gains (losses) recognized on derivative instruments (amount excluded from effectiveness testing – net investment hedges) Cross currency swaps – Interest expense, net of capitalized interest $ 12 $ 23 $ — Financial Risk Fuel Price Risks We manage our exposure to fuel price risk by managing our consumption of fuel. Substantially all of our exposure to market risk for changes in fuel prices relates to the consumption of fuel on our ships. We manage fuel consumption through ship maintenance practices, modifying our itineraries and implementing innovative technologies. (in millions) November 30, 2018 Unrealized gains on fuel derivatives, net $ 94 Realized losses on fuel derivatives, net (35) Gains (losses) on fuel derivatives, net $ 59 Foreign Currency Exchange Rate Risks Overall Strategy We manage our exposure to fluctuations in foreign currency exchange rates through our normal operating and financing activities, including netting certain exposures to take advantage of any natural offsets and, when considered appropriate, through the use of derivative and non-derivative financial instruments. Our primary focus is to monitor our exposure to, and manage, the economic foreign currency exchange risks faced by our operations and realized if we exchange one currency for another. We currently only hedge certain of our ship commitments and net investments in foreign operations. The financial impacts of the hedging instruments we do employ generally offset the changes in the underlying exposures being hedged. Operational Currency Risks Our operations primarily utilize the U.S. dollar, Australian dollar, euro or sterling as their functional currencies. Our operations also have revenue and expenses denominated in non-functional currencies. Movements in foreign currency exchange rates will affect our financial statements. Investment Currency Risks We consider our investments in foreign operations to be denominated in stable currencies and of a long-term nature. We partially mitigate the currency exposure of our investments in foreign operations by designating a portion of our foreign currency debt and derivatives as hedges of these investments. As of November 30, 2020, we have designated $881 million of our sterling-denominated debt as non-derivative hedges of our net investments in foreign operations. In 2020, we recognized $27 million of losses on these non-derivative net investment hedges in the cumulative translation adjustment section of other comprehensive income (loss). We also have $9.0 billion of euro-denominated debt, which provides an economic offset for our operations with euro functional currency. Newbuild Currency Risks Our shipbuilding contracts are typically denominated in euros. Our decision to hedge a non-functional currency ship commitment for our cruise brands is made on a case-by-case basis, considering the amount and duration of the exposure, market volatility, economic trends, our overall expected net cash flows by currency and other offsetting risks. We use foreign currency derivative contracts to manage foreign currency exchange rate risk for some of our ship construction payments. At November 30, 2020, for the following newbuild, we had foreign currency contracts for a portion of our euro-denominated shipyard payments. These contracts are designated as cash flow hedges. Foreign currency zero cost collars Entered Into Matures In Weighted-Average Floor Rate Weighted- Average Ceiling Rate Mardi Gras 2020 December 2020 $ 1.12 $ 1.28 If the spot rate is between the ceiling and floor rates on the date of maturity, then we would not owe or receive any payments under the zero cost collars. At November 30, 2020, our remaining newbuild currency exchange rate risk primarily relates to euro-denominated newbuild contract payments to non-euro functional currency brands, which represent a total unhedged commitment of $6.9 billion for newbuilds scheduled to be delivered from 2020 through 2025. The cost of shipbuilding orders that we may place in the future that is denominated in a different currency than our cruise brands’ will be affected by foreign currency exchange rate fluctuations. These foreign currency exchange rate fluctuations may affect our decision to order new cruise ships. Interest Rate Risks As part of our ongoing control procedures, we monitor concentrations of credit risk associated with financial and other institutions with which we conduct significant business. We seek to manage these credit risk exposures, including counterparty nonperformance primarily associated with our cash equivalents, investments, notes receivables, future financing facilities, contingent obligations, derivative instruments, insurance contracts, long-term ship charters and new ship progress payment guarantees, by: • Conducting business with well-established financial institutions, insurance companies and export credit agencies • Diversifying our counterparties • Having guidelines regarding credit ratings and investment maturities that we follow to help safeguard liquidity and minimize risk • Generally requiring collateral and/or guarantees to support notes receivable on significant asset sales, long-term ship charters and new ship progress payments to shipyards At November 30, 2020, our exposures under derivative instruments were not material. We also monitor the creditworthiness of travel agencies and tour operators in Asia, Australia and Europe, which includes charter-hire agreements in Asia and credit and debit card providers to which we extend credit in the normal course of our business. Concentrations of credit risk associated with trade receivables and other receivables, charter-hire agreements and contingent obligations are not considered to be material, principally due to the large number of unrelated accounts, the nature of these contingent obligations and their short maturities. Normally, we have not required collateral or other security to support normal credit sales. Historically, we have not experienced significant credit losses, including counterparty nonperformance, however, because of the impact COVID-19 is having on economies, we have experienced, and expect to continue to experience, an increase in credit losses. |
Leases
Leases | 12 Months Ended |
Nov. 30, 2020 | |
Leases [Abstract] | |
Leases | Leases Substantially all of our leases for which we are the lessee are operating leases of port facilities and real estate and are included within operating lease right-of-use assets, long-term operating lease liabilities and current portion of operating lease liabilities in our Consolidated Balance Sheet as of November 30, 2020. We have port facilities and real estate lease agreements with lease and non-lease components, and in such cases, we account for the components as a single lease component. We do not recognize lease assets and lease liabilities for any leases with an original term of less than one year. For some of our port facilities and real estate lease agreements, we have the option to extend our current lease term by 1 to 10 years. Generally, we do not include renewal options as a component of our present value calculation as we are not reasonably certain that we will exercise the options. As most of our leases do not have a readily determinable implicit rate, we estimate the incremental borrowing rate ("IBR") to determine the present value of lease payments. We apply judgment in estimating the IBR including considering the term of the lease, the currency in which the lease is denominated, and the impact of collateral and our credit risk on the rate. For leases that were in place upon adoption of Leases , we used the remaining lease term as of December 1, 2019 in determining the IBR. For the initial measurement of the lease liabilities for leases commencing after the adoption, the IBR at the lease commencement date was applied. We amortize our lease assets on a straight-line basis over the lease term. The components of expense were as follows: (in millions) Year Ended November 30, 2020 Operating lease expense $ 203 Variable lease expense (a) (b) $ (61) (a) Variable lease expense represents costs associated with our multi-year preferential berthing agreements which vary based on the number of passengers. These costs are recorded within commission, transportation and other in our Consolidated Statements of Income (Loss). Variable and short-term lease costs related to operating leases, other than the port facilities, were not material to our consolidated financial statements. (b) Several of our preferential berthing agreements have force majeure provisions. We have treated the concessions granted under such provisions as variable payment adjustments. If our interpretation of the force majeure provisions is disputed, we could be required to record and make additional guarantee payments. We have multiple agreements, with a total undiscounted minimum commitment of approximately $439 million, that have been executed but the lease term has not commenced as of November 30, 2020. These are substantially all related to our rights to use certain port facilities. The leases are expected to commence between 2021 and 2022. During 2020, we obtained $144 million of right-of-use assets in exchange for new operating lease liabilities. The cash outflow for leases was materially consistent with the lease expense recognized during 2020. Weighted average of the remaining lease terms and weighted average discount rates are as follows: November 30, 2020 Weighted average remaining lease term - operating leases (in years) 13 Weighted average discount rate - operating leases 3.4 % As of November 30, 2020, maturities of operating lease liabilities were as follows: (in millions) Year 2021 $ 204 2022 176 2023 159 2024 147 2025 143 Thereafter 936 Total lease payments 1,765 Less: Present value discount (341) Present value of lease liabilities $ 1,424 Under ASC 840, Leases , future minimum lease payments under non-cancelable operating leases of port facilities and other assets as of November 30, 2019 were as follows: (in millions) Year 2020 $ 219 2021 196 2022 161 2023 173 2024 167 Thereafter 1,408 $ 2,324 |
Segment Information
Segment Information | 12 Months Ended |
Nov. 30, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Our operating segments are reported on the same basis as the internally reported information that is provided to our chief operating decision maker (“CODM”), who is the President and Chief Executive Officer of Carnival Corporation and Carnival plc. The CODM assesses performance and makes decisions to allocate resources for Carnival Corporation & plc based upon review of the results across all of our segments. Our four reportable segments are comprised of (1) NAA cruise operations, (2) EA cruise operations, (3) Cruise Support and (4) Tour and Other. The operating segments within each of our NAA and EA reportable segments have been aggregated based on the similarity of their economic and other characteristics. Our Cruise Support segment includes our portfolio of leading port destinations and other services, all of which are operated for the benefit of our cruise brands. Our Tour and Other segment represents the hotel and transportation operations of Holland America Princess Alaska Tours and other operations. As of and for the years ended November 30, (in millions) Revenues Operating costs and expenses Selling and administrative Depreciation and amortization Operating income (loss) Capital expenditures Total assets 2020 NAA $ 3,627 $ 5,623 $ 1,066 $ 1,413 $ (5,794) (a) $ 1,430 $ 25,257 EA 1,790 2,548 523 672 (2,729) (b) 2,036 16,505 Cruise Support 68 (10) 262 128 (313) 144 11,135 Tour and Other 110 84 27 28 (29) 11 696 $ 5,595 $ 8,245 $ 1,878 $ 2,241 $ (8,865) $ 3,620 $ 53,593 2019 NAA $ 13,612 $ 8,370 $ 1,427 $ 1,364 $ 2,451 $ 2,781 $ 27,102 EA 6,650 4,146 744 645 1,115 2,462 15,473 Cruise Support 173 125 281 115 (347) 143 1,861 Tour and Other 390 268 28 36 56 43 623 $ 20,825 $ 12,909 $ 2,480 $ 2,160 $ 3,276 $ 5,429 $ 45,058 2018 NAA $ 12,236 $ 7,180 $ 1,403 $ 1,264 $ 2,389 $ 2,614 $ 25,613 EA 6,243 3,676 751 611 1,205 945 13,825 Cruise Support 129 53 268 103 (296) 38 2,303 Tour and Other 272 180 28 39 26 152 660 $ 18,881 $ 11,089 $ 2,450 $ 2,017 $ 3,325 $ 3,749 $ 42,401 (a) Includes $1.3 billion of goodwill impairment charges. (b) Includes $777 million of goodwill impairment charges. Revenues by geographic areas, which are based on where our guests are sourced, were as follows: Years Ended November 30, (in millions) 2020 2019 2018 North America $ 3,084 $ 11,502 $ 10,066 Europe 1,643 6,318 5,957 Australia and Asia 687 2,632 2,530 Other 180 373 327 $ 5,595 $ 20,825 $ 18,881 |
Compensation Plans and Post-Emp
Compensation Plans and Post-Employment Benefits | 12 Months Ended |
Nov. 30, 2020 | |
Retirement Benefits [Abstract] | |
Compensation Plans and Post-Employment Benefits | Compensation Plans and Post-Employment Benefits Equity Plans We issue our share-based compensation awards, which at November 30, 2020 included time-based share awards (restricted stock awards and restricted stock units), performance-based share awards and market-based share awards (collectively “equity awards”), under the Carnival Corporation and Carnival plc stock plans. Equity awards are principally granted to management level employees and members of our Boards of Directors. The plans are administered by the Compensation Committee which is made up of independent directors who determine 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. We had an aggregate of 11.1 million shares available for future grant at November 30, 2020. We fulfill our equity award obligations using shares purchased in the open market or with unissued or treasury shares. Our equity awards generally vest over a three Shares Weighted-Average Outstanding at November 30, 2017 2,949,968 $ 51.82 Granted 951,906 $ 66.68 Vested (1,419,218) $ 45.45 Forfeited (202,139) $ 56.57 Outstanding at November 30, 2018 2,280,517 $ 61.57 Granted 1,357,177 $ 52.17 Vested (960,693) $ 53.49 Forfeited (185,625) $ 56.13 Outstanding at November 30, 2019 2,491,376 $ 59.97 Granted 9,971,331 $ 20.72 Vested (1,641,570) $ 30.68 Forfeited (480,361) $ 50.96 Outstanding at November 30, 2020 10,340,776 $ 26.61 As of November 30, 2020, there was $129 million of total unrecognized compensation cost related to equity awards, which is expected to be recognized over a weighted-average period of 1.4 years. Single-employer Defined Benefit Pension Plans We maintain several single-employer defined benefit pension plans, which cover certain of our shipboard and shoreside employees. The U.S. and UK shoreside employee plans are closed to new membership and are funded at or above the level required by U.S. or UK regulations. The remaining defined benefit plans are primarily unfunded. These plans provide pension benefits primarily based on employee compensation and years of service. UK Plan (a) All Other Plans (in millions) 2020 2019 2020 2019 Change in projected benefit obligation: Projected benefit obligation as of December 1 $ 299 $ 267 $ 259 $ 213 Past service cost — — 20 17 Interest cost 5 7 6 8 Benefits paid (16) (10) (14) (18) Actuarial (gain) loss on plans’ liabilities 14 35 13 34 Plan curtailments, settlements and other — — (4) — Projected benefit obligation as of November 30 303 299 280 254 Change in plan assets: Fair value of plan assets as of December 1 312 278 18 18 Return on plans’ assets 23 43 1 1 Employer contributions 6 2 14 18 Benefits paid (16) (10) (14) (19) Plan settlements — — (2) — Administrative expenses (1) — — — Fair value of plan assets as of November 30 325 312 17 18 Funded status as of November 30 $ 22 $ 13 $ (263) $ (236) (a) The P&O Princess Cruises (UK) Pension Scheme (“UK Plan”) The amounts recognized the Consolidated Balance Sheets for these plans were as follows: UK Plan All Other Plans November 30, November 30, (in millions) 2020 2019 2020 2019 Other assets $ 22 $ 13 $ — $ — Accrued liabilities and other $ — $ — $ 32 $ 25 Other long-term liabilities $ — $ — $ 231 $ 210 The accumulated benefit obligation for all defined benefit pension plans was $584 million and $531 million at November 30, 2020 and 2019, respectively. Amounts for pension plans with accumulated benefit obligations in excess of fair value of plan assets are as follows: November 30, (in millions) 2020 2019 Projected benefit obligation $ 280 $ 254 Accumulated benefit obligation $ 272 $ 247 Fair value of plan assets $ 17 $ 18 The net benefit cost recognized in the Consolidated Statements of Income (Loss) were as follows: UK Plan All Other Plans November 30, November 30, (in millions) 2020 2019 2018 2020 2019 2018 Service cost $ — $ — $ — $ 20 $ 17 $ 16 Interest cost 5 7 7 6 8 6 Expected return on plan assets (8) (11) (12) (1) (1) — Amortization of prior service cost — — — — — — Amortization of net loss (gain) — — 1 4 3 3 Settlement loss recognized — — — 1 — 4 Net periodic benefit cost $ (3) $ (3) $ (2) $ 32 $ 28 $ 29 The components of net periodic benefit cost other than the service cost component are included in other income (expense), net in the Consolidated Statements of Income (Loss). Weighted average assumptions used to determine the projected benefit obligation are as follows: UK Plan All Other Plans 2020 2019 2020 2019 Discount rate 1.6 % 1.9 % 2.2 % 2.9 % Rate of compensation increase 2.3 % 2.9 % 2.8 % 3.0 % Weighted average assumptions used to determine net pension income are as follows: UK Plan All Other Plans 2020 2019 2018 2020 2019 2018 Discount rate 1.9 % 3.0 % 2.6 % 2.9 % 3.5 % 3.3 % Expected return on assets 3.0 % 4.2 % 4.0 % 3.0 % 3.0 % 3.0 % Rate of compensation increase 2.9 % 3.4 % 3.2 % 2.7 % 3.0 % 3.0 % The discount rate used to determine the UK Plan’s projected benefit obligation was determined as the single equivalent rate based on applying a yield curve determined from AA credit rated bonds at the balance sheet date to the cash flows making up the pension plan’s obligations. The discount rate used to determine the UK Plan’s future net periodic benefit cost was determined as the equivalent rate based on applying each individual spot rate from a yield curve determined from AA credit rated bonds at the balance sheet date for each year’s cash flow. The UK Plan’s expected long-term return on plan assets is consistent with the long-term investment return target provided to the UK Plan’s fiduciary manager (U.K. government fixed interest bonds (gilts) plus 1.0% to 1.8% per annum as of November 30, 2020). Amounts recognized in AOCI are as follows: UK Plan All Other Plans November 30, November 30, 2020 2019 2020 2019 Actuarial losses (gains) recognized in the current year $ 1 $ 3 $ 13 $ 33 Amortization and settlements included in net periodic benefit cost $ — $ — $ (8) $ (3) We anticipate making contributions of $27 million to the plans during 2021. Estimated future benefit payments to be made during each of the next five fiscal years and in the aggregate during the succeeding five fiscal years are as follows: (in millions) UK Plan All Other Plans 2021 $ 6 $ 27 2022 6 25 2023 7 26 2024 7 27 2025 7 29 2026-2030 38 143 $ 71 $ 277 Our investment strategy for our pension plan assets is to maintain a diversified portfolio of asset classes to produce a sufficient level of diversification and investment return over the long term. The investment policy for each plan specifies the type of investment vehicles appropriate for the plan, asset allocation guidelines, criteria for selection of investment managers and procedures to monitor overall investment performance, as well as investment manager performance. As of November 30, 2020 and 2019, respectively, the All Other Plans were all unfunded. The fair values of the plan assets of the UK Plan by investment class are as follows: As of November 30, 2020 2019 Equities $ 55 $ 153 U.K. government fixed interest bonds (gilts) 270 159 Multiemployer Defined Benefit Pension Plans We participate in two multiemployer defined benefit pension plans in the UK, the British Merchant Navy Officers Pension Fund (registration number 10005645) (“MNOPF”), which is divided into two sections, the “New Section” and the “Old Section” and the British Merchant Navy Ratings Pension Fund (registration number 10005646) (“MNRPF”). Collectively, we refer to these as “the multiemployer plans.” The multiemployer plans are maintained for the benefit of the employees of the participating employers who make contributions to the plans. The risks of participating in these multiemployer plans are different from single-employer plans, including: • Contributions made by employers, including us, may be used to provide benefits to employees of other participating employers • If any of the participating employers were to withdraw from the multiemployer plans or fail to make their required contributions, any unfunded obligations would be the responsibility of the remaining participating employers. We are contractually obligated to make all required contributions as determined by the plans’ trustees. All of our multiemployer plans are closed to new membership and future benefit accrual. The MNOPF Old Section is fully funded. We expense our portion of the MNOPF New Section deficit as amounts are invoiced by, and become due and payable to, the trustees. We accrue and expense our portion of the MNRPF deficit based on our estimated probable obligation from the most recent actuarial review. Total expense for the multiemployer plans, was $2 million in 2020, $6 million in 2019 and $8 million in 2018. Based on the most recent valuation at March 31, 2018 of the MNOPF New Section, it was determined that this plan was 98% funded. In 2020, 2019 and 2018, our contributions to the MNOPF New Section did not exceed 5% of total contributions to the fund. Based on the most recent valuation at March 31, 2017 of the MNRPF, it was determined that this plan was 84% funded. In 2020, 2019 and 2018 our contributions to the MNRPF did not exceed 5% of total contributions to the fund. It is possible that we will be required to fund and expense additional amounts for the multiemployer plans in the future; however, such amounts are not expected to be material to our consolidated financial statements. Defined Contribution Plans We have several defined contribution plans available to most of our employees. We contribute to these plans based on employee contributions, salary levels and length of service. Total expense for these plans was $24 million in 2020, $41 million in 2019 and $39 million in 2018. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Nov. 30, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Years Ended November 30, (in millions, except per share data) 2020 2019 2018 Net income (loss) for basic and diluted earnings per share $ (10,236) $ 2,990 $ 3,152 Weighted-average shares outstanding 775 690 709 Dilutive effect of equity plans — 2 2 Diluted weighted-average shares outstanding 775 692 710 Basic earnings per share $ (13.20) $ 4.34 $ 4.45 Diluted earnings per share $ (13.20) $ 4.32 $ 4.44 Antidilutive shares excluded from diluted earnings per share computations were as follows: (in millions) November 30, 2020 Equity awards 1 Convertible Notes 103 Total antidilutive securities 104 There were no antidilutive shares excluded from our 2019 and 2018 diluted earnings per share computations. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Nov. 30, 2020 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Supplemental Cash Flow Information November 30, (in millions) 2020 2019 Cash and cash equivalents (Consolidated Balance Sheets) $ 9,513 $ 518 Restricted cash included in prepaid expenses and other and other assets 179 13 Total cash, cash equivalents and restricted cash (Consolidated Statements of Cash Flows) $ 9,692 $ 530 Cash paid for interest, net of capitalized interest, was $610 million in 2020, $171 million in 2019 and $182 million in 2018. In addition, cash paid for income taxes, net was not material in 2020, $46 million in 2019 and $58 million in 2018. In connection with the repurchase of the Convertible Notes as part of the August and November Registered Direct Offerings, as an administrative convenience, we permitted the purchasers of 151.2 million of Carnival Corporation common stock to offset the purchase price payable to us against our obligation to pay the purchase price for $1.3 billion aggregate principal amount of the Convertible Notes held by them, which is reflected as a non-cash transaction for the year ended November 30, 2020. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Nov. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of PresentationWe consolidate entities over which we have control, as typically evidenced by a voting control of greater than 50% or for which we are the primary beneficiary, whereby we have the power to direct the most significant activities and the obligation to absorb significant losses or receive significant benefits from the entity. We do not separately present our noncontrolling interests in the consolidated financial statements since the amounts are immaterial. For affiliates we do not control but where significant influence over financial and operating policies exists, as typically evidenced by a voting control of 20% to 50%, the investment is accounted for using the equity method. |
Preparation of Financial Statements | Preparation of Financial StatementsThe preparation of our consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the amounts reported and disclosed in our consolidated financial statements. The full extent to which the effects of COVID-19 will directly or indirectly impact our business, operations, results of operations and financial condition, including our valuation of goodwill and trademarks, impairment of ships, collectability of trade and notes receivables as well as provisions for pending litigation, will depend on future developments that are highly uncertain. We believe that we have made reasonable estimates and judgments within our financial statements and there may be changes to those estimates in future periods. Actual results may differ from the estimates used in preparing our consolidated financial statements. All material intercompany balances and transactions are eliminated in consolidation. |
Cash and Cash Equivalents | Cash and Cash EquivalentsCash and cash equivalents include investments with maturities of three months or less at acquisition, which are stated at cost and present insignificant risk of changes in value. |
Inventories | InventoriesInventories consist substantially of food, beverages, hotel supplies, fuel and retail merchandise, which are all carried at the lower of cost or net realizable value. Cost is determined using the weighted-average or first-in, first-out methods. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost less accumulated depreciation and any impairment charges. Depreciation is computed using the straight-line method over our estimates of useful lives and residual values, as a percentage of original cost, as follows: Years Residual Ships 30 15% Ship improvements 3-30 0% Buildings and improvements 10-40 0% or 10% Computer hardware and software 2-12 0% or 10% Transportation equipment and other 3-20 0% or 10% Leasehold improvements, including port facilities Shorter of the remaining lease term or related asset life (3-30) 0% The cost of 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. We account for ship improvement costs, including replacements of certain significant components and parts, by capitalizing those costs we believe add value to our ships and have a useful life greater than one year and depreciating those improvements over their estimated remaining useful life. We have a capital program for the improvement of our ships and for asset replacements in order to enhance the effectiveness and efficiency of our operations; to comply with, or exceed, all relevant legal and statutory requirements related to health, environment, safety, security and sustainability; and to gain strategic benefits or provide improved product innovations to our guests. We capitalize interest as part of the cost of 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, which may result in a loss on disposal that is also included in other operating expenses. Liquidated damages received from shipyards as a result of late ship delivery are recorded as reductions to the cost basis of the ship. The costs of repairs and maintenance, including minor improvement costs and expenses related to dry-docks, are charged to expense as incurred and included in other operating expenses. Dry-dock expenses primarily represent planned major maintenance activities that are incurred when a ship is taken out-of-service for scheduled maintenance. |
Goodwill and Other Intangibles | Goodwill and Other Intangibles Goodwill represents the excess of the purchase price over the fair value of identifiable net assets acquired in a business acquisition. We review our goodwill for impairment as of July 31 every year, or more frequently if events or circumstances dictate. All of our goodwill has been allocated to our reporting units. The impairment review for goodwill allows us to first assess qualitative factors to determine whether it is necessary to perform the more detailed quantitative goodwill impairment test. We would perform the quantitative test if our qualitative assessment determined it is more-likely-than-not that a reporting unit’s estimated fair value is less than its carrying amount. We may also elect to bypass the qualitative assessment and proceed directly to the quantitative test for any reporting unit. When performing the quantitative test, if the estimated fair value of the reporting unit exceeds its carrying value, no further analysis is required. However, if the estimated fair value of the reporting unit is less than the carrying value, goodwill is written down based on the difference between the reporting unit’s carrying amount and its fair value, limited to the amount of goodwill allocated to the reporting unit. Trademarks represent substantially all of our other intangibles. Trademarks are estimated to have an indefinite useful life and are not amortizable but are reviewed for impairment at least annually and as events or circumstances dictate. The impairment review for trademarks also allows us to first assess qualitative factors to determine whether it is necessary to perform a more detailed quantitative trademark impairment test. We would perform the quantitative test if our qualitative assessment determined it was more-likely-than-not that the trademarks are impaired. We may also elect to bypass the qualitative assessment and proceed directly to the quantitative test. Our trademarks would be considered impaired if their carrying value exceeds their estimated fair value. |
Derivatives and Other Financial Instruments | Derivatives and Other Financial Instruments We utilize derivative and non-derivative financial instruments, such as foreign currency forwards, options and swaps, foreign currency debt obligations and foreign currency cash balances, to manage our exposure to fluctuations in certain foreign currency exchange rates. We use interest rate swaps primarily to manage our interest rate exposure to achieve a desired proportion of fixed and floating rate debt. Our policy is to not use financial instruments for trading or other speculative purposes. All derivatives are recorded at fair value. If a derivative is designated as a cash flow hedge, then the change in the fair value of the derivative is recognized as a component of AOCI until the underlying hedged item is recognized in earnings or the forecasted transaction is no longer probable. If a derivative or a non-derivative financial instrument is designated as a hedge of our net investment in a foreign operation, then changes in the effective portion of the fair value of the financial instrument are recognized as a component of AOCI to offset the change in the translated value of the designated portion of net investment being hedged until the investment is sold or substantially liquidated, while the impact attributable to components excluded from the assessment of hedge effectiveness is recorded in interest expense, net of capitalized interest, on a systematic and rational basis. For derivatives that do not qualify for hedge accounting treatment, the change in fair value is recognized in earnings. We classify the fair value of all our derivative contracts as either current or long-term, depending on the maturity date of the derivative contract. The cash flows from derivatives treated as cash flow hedges are classified in our Consolidated Statements of Cash Flows in the same category as the item being hedged. Our cash flows related to fuel derivatives are classified within investing activities. |
Foreign Currency Translation and Transactions | Foreign Currency Translation and Transactions Each foreign entity determines its functional currency by reference to its primary economic environment. We translate the assets and liabilities of our foreign entities that have functional currencies other than the U.S. dollar at exchange rates in effect at the balance sheet date. Revenues and expenses of these foreign entities are translated at weighted-average exchange rates for the period. Equity is translated at historical rates and the resulting foreign currency translation adjustments are included as a component of AOCI, which is a separate component of shareholders’ equity. Therefore, the U.S. dollar value of the non-equity translated items in our consolidated financial statements will fluctuate from period to period, depending on the changing value of the U.S. dollar versus these currencies. We execute transactions in a number of different currencies. At the date that the transaction is recognized, each asset, liability, revenue, expense, gain or loss arising from the transaction is measured and recorded in the functional currency of the recording entity using the exchange rate in effect at that date. At each balance sheet date, recorded monetary balances denominated in a currency other than the functional currency are adjusted using the exchange rate at the balance sheet date, with gains or losses recorded in other income or other expense, unless such monetary balances have been designated as hedges of net investments in our foreign entities. The net gains or losses resulting from foreign currency transactions were not material in 2020, 2019 and |
Revenue and Expense Recognition | Revenue and Expense Recognition Guest cruise deposits are initially included in customer deposit liabilities when received. Customer deposits are subsequently recognized as cruise revenues, together with revenues from onboard and other activities, and all associated direct costs and expenses of a voyage are recognized as cruise costs and expenses, upon completion of voyages, with durations of ten nights or less and on a pro rata basis for voyages in excess of ten nights. The impact of recognizing these shorter duration cruise revenues and costs and expenses on a completed voyage basis versus on a pro rata basis is not material. Certain of our product offerings are bundled and we allocate the value of the bundled services and goods between passenger ticket revenues and onboard and other revenues based upon the estimated standalone selling prices of those goods and services. Guest cancellation fees, when applicable, are recognized in passenger ticket revenues at the time of cancellation. Our sales to guests of air and other transportation to and from airports near the home ports of our ships are included in passenger ticket revenues, and the related costs of purchasing these services are included in transportation costs. The proceeds that we collect from the sales of third-party shore excursions are included in onboard and other revenues and the related costs are included in onboard and other costs. The amounts collected on behalf of our onboard concessionaires, net of the amounts remitted to them, are included in onboard and other revenues as concession revenues. All of these amounts are recognized on a completed voyage or pro rata basis as discussed above. Passenger ticket revenues include fees, taxes and charges collected by us from our guests. A portion of these fees, taxes and charges vary with guest head counts and are directly imposed on a revenue-producing arrangement. This portion of the fees, taxes and charges is expensed in commissions, transportation and other costs when the corresponding revenues are recognized. These fees, taxes and charges included in commissions, transportation and other costs were $215 million in 2020, $659 million in 2019 and $615 million in 2018. The remaining portion of fees, taxes and charges are expensed in other operating expenses when the corresponding revenues are recognized. Revenues and expenses from our hotel and transportation operations, which are included in our Tour and Other segment, are recognized at the time the services are performed. Customer Deposits Our payment terms generally require an initial deposit to confirm a reservation, with the balance due prior to the voyage. Cash received from guests in advance of the cruise is recorded in customer deposits and in other long-term liabilities on our Consolidated Balance Sheets. These amounts include refundable deposits. We have provided, and expect to continue to provide, flexibility to guests with bookings on sailings cancelled due to the pause in cruise operations by allowing guests to receive enhanced future cruise credits ("FCC") or to elect to receive refunds in cash. We have paid and expect to continue to pay cash refunds of customer deposits with respect to a portion of these cancelled cruises. The amount of cash refunds to be paid may depend on the level of guest acceptance of FCCs and future cruise cancellations. We record a liability for these FCCs only to the extent we have received cash from guests with bookings on cancelled sailings. We had customer deposits of $2.2 billion and $4.9 billion as of November 30, 2020 and 2019. The current portion of our customer deposits was $1.9 billion and $4.7 billion as of November 30, 2020 and 2019. These amounts include deposits related to cancelled cruises prior to the election of a cash refund by guests. Refunds payable to guests who have elected cash refunds are recorded in accounts payable. Due to the uncertainty associated with the duration and extent of COVID-19, we are unable to estimate the amount of the November 30, 2020 customer deposits that will be recognized in earnings compared to amounts that will be refunded to customers or issued as a credit for future travel. During 2020 and 2019, we recognized revenues of $3.2 billion and $4.3 billion related to our customer deposits as of November 30, 2019 and December 1, 2018. Historically, our customer deposits balance changes due to the seasonal nature of cash collections, the recognition of revenue, refunds of customer deposits and foreign currency translation. Contract Receivables Although we generally require full payment from our customers prior to or concurrently with their cruise, we grant credit terms to a relatively small portion of our revenue source. We also have receivables from credit card merchants for cruise ticket purchases and onboard revenue. These receivables are included within trade and other receivables, net. Contract Assets Contract assets are amounts paid prior to the start of a voyage, which we record as an asset within prepaid expenses and other |
Insurance | Insurance We use a combination of insurance and self-insurance to cover a number of risks including illness and injury to crew, guest injuries, pollution, other third-party claims in connection with our cruise activities, damage to hull and machinery for each of our ships, war risks, workers’ compensation, directors’ and officers’ liability, property damage and general liability for shoreside third-party claims. We recognize insurance recoverables from third-party insurers up to the amount of recorded losses at the time the recovery is probable and upon settlement for amounts in excess of the recorded losses. All of our insurance policies are subject to coverage limits, exclusions and deductible levels. The liabilities associated with crew illnesses and crew and guest injury claims, including all legal costs, are estimated based on the specific merits of the individual claims or actuarially estimated based on historical claims experience, loss development factors and other assumptions. |
Selling and Administrative Expenses | Selling and Administrative ExpensesSelling expenses include a broad range of advertising, marketing and promotional expenses. Advertising is charged to expense as incurred, except for media production costs, which are expensed upon the first airing of the advertisement. Selling expenses totaled $348 million in 2020, $728 million in 2019 and $673 million in 2018. Administrative expenses represent the costs of our shoreside support, reservations and other administrative functions, and include salaries and related benefits, professional fees and building occupancy costs, which are typically expensed as incurred. |
Share-Based Compensation | Share-Based CompensationWe recognize compensation expense for all share-based compensation awards using the fair value method. For time-based share awards, we recognize compensation cost ratably using the straight-line attribution method over the expected vesting period or to the retirement eligibility date, if earlier than the vesting period. For performance-based share awards, we estimate compensation cost based on the probability of the performance condition being achieved and recognize expense ratably using the straight-line attribution method over the expected vesting period. If all or a portion of the performance condition is not expected to be met, the appropriate amount of previously recognized compensation expense is reversed and future compensation expense is adjusted accordingly. For market-based share awards, we recognize compensation cost ratably using the straight-line attribution method over the expected vesting period. If the target market conditions are not expected to be met, compensation expense will still be recognized. We account for forfeitures as they occur. |
Earnings Per Share | Earnings Per ShareBasic earnings per share is computed by dividing net income (loss) by the weighted-average number of shares outstanding during each period. Diluted earnings per share is computed by dividing net income (loss) by the weighted-average number of shares and common stock equivalents outstanding during each period. For earnings per share purposes, Carnival Corporation common stock and Carnival plc ordinary shares are considered a single class of shares since they have equivalent rights. |
Accounting Pronouncements | Accounting Pronouncements On December 1, 2019, we adopted the Financial Accounting Standards Board (the “FASB”) issued guidance, Leases , using the modified retrospective approach, which allows entities to either apply the new lease standard to the beginning of the earliest period presented or only to the consolidated financial statements in the period of adoption without restating prior periods. We have elected to apply the new guidance at the date of adoption without restating prior periods. We have implemented changes to our internal controls to address the collection, recording, and accounting for leases in accordance with the new guidance. Upon adoption of the new guidance, the most material impact was the recognition of $1.4 billion of right-of-use assets and lease liabilities relating to operating leases, reported within operating lease right-of-use assets and long-term operating lease liabilities, with the current portion of the liability reported within current portion of operating lease liabilities, in our Consolidated Balance Sheet as of December 1, 2019. There was no cumulative effect of applying the new standard and accordingly there was no adjustment to our retained earnings upon adoption. This guidance had an immaterial impact on our Consolidated Statements of Income (Loss), Consolidated Statements of Comprehensive Income (Loss), Consolidated Statements of Cash Flows and the compliance with debt-covenants under our current agreements. The FASB issued amended guidance, Compensation - Retirement Benefits - Defined Benefit Plans - General , which clarifies disclosure requirements for entities that sponsor defined benefit pension or other postretirement plans. This guidance eliminates requirements for certain disclosures that are no longer considered cost beneficial. Additionally, this guidance requires explanations of the reasons for material gains and losses related to changes in the defined benefit obligation for the period and any other material change in the benefit obligation or plan assets not otherwise apparent in disclosures. On November 30, 2020, we adopted this guidance using the retrospective method for each period presented. As a result, we are not required to present the amount in accumulated other comprehensive income that is expected to be recognized as components of net periodic benefit cost over the next fiscal year. The FASB issued amended guidance, Intangibles - Goodwill and Other - Internal-Use Software , which requires a customer in a cloud computing arrangement that is a service contract to follow the internal-use software guidance to determine which implementation costs to capitalize as assets or expense as incurred. The expense related to deferred implementation costs is required to be presented in the same line item within the Consolidated Statements of Income (Loss) as the related hosting fees. Additionally, the payments for deferred implementation costs are required to be presented in the same line item in the Consolidated Statements of Cash Flows as payments for the related hosting fees. This guidance is required to be adopted by us in the first quarter of 2021 and we have elected to apply the guidance using a prospective approach. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements. The FASB issued amended guidance, Financial Instruments - Credit Losses , which requires an entity to present the net amount expected to be collected for certain financial assets, including trade receivables. On initial recognition and at each reporting period, this guidance will require an entity to recognize an allowance that reflects the entity's current estimate of credit losses expected to be incurred over the life of the financial instrument. This guidance is required to be adopted by us in the first quarter of 2021 and will be applied prospectively with a cumulative-effect adjustment to retained earnings. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements. The FASB issued guidance, Debt - Debt with Conversion and Other Option s and Derivative and Hedging - Contracts in Entity's Own Equity , which simplifies the accounting for convertible instruments. This guidance eliminates certain models that require separate accounting for embedded conversion features, in certain cases. Additionally, among other changes, the guidance eliminates certain of the conditions for equity classification for contracts in an entity’s own equity. The guidance also requires entities to use the if-converted method for all convertible instruments in the diluted earnings per share calculation and include the effect of share settlement for instruments that may be settled in cash or shares, except for certain liability-classified share-based payment awards. This guidance is required to be adopted by us in the first quarter of 2023 and must be applied using either a modified or full retrospective approach. We are currently evaluating the impact this guidance will have on our consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Nov. 30, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Depreciation and Amortization Expense Computation | Property and equipment are stated at cost less accumulated depreciation and any impairment charges. Depreciation is computed using the straight-line method over our estimates of useful lives and residual values, as a percentage of original cost, as follows: Years Residual Ships 30 15% Ship improvements 3-30 0% Buildings and improvements 10-40 0% or 10% Computer hardware and software 2-12 0% or 10% Transportation equipment and other 3-20 0% or 10% Leasehold improvements, including port facilities Shorter of the remaining lease term or related asset life (3-30) 0% |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Nov. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | November 30, (in millions) 2020 2019 Ships and ship improvements $ 49,803 $ 50,446 Ships under construction 1,354 2,492 Other property and equipment 3,992 3,843 Total property and equipment 55,148 56,781 Less accumulated depreciation (17,075) (18,650) $ 38,073 $ 38,131 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Nov. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | November 30, (in millions) Maturity Rate (a) 2020 2019 Secured Debt Notes Notes Apr 2023 11.5% $ 4,000 $ — Notes Feb 2026 10.5% 775 — EUR Notes Feb 2026 10.1% 508 — Notes (c) Jun 2027 7.9% 192 192 Notes Aug 2027 9.9% 900 — Bank Loans EUR fixed rate (c) Jul 2024 - May 2025 5.5 - 6.2% 136 154 Floating rate Jun 2025 LIBOR + 7.5% 1,855 — EUR floating rate (c) Jun 2025 - Oct 2026 EURIBOR + 2.7 - 7.5% 1,026 77 Total Secured Debt 9,393 423 Unsecured Debt Revolver Facility (expires Aug 2024) (b) LIBOR + 0.6% 3,083 — Notes Notes Oct 2020 4.0% — 700 EUR Notes Feb 2021 1.6% 429 550 EUR Notes Nov 2022 1.9% 658 605 Convertible Notes Apr 2023 5.8% 537 — Notes Oct 2023 7.2% 125 125 Notes Mar 2026 7.6% 1,450 — EUR Notes Mar 2026 7.6% 598 — Notes Jan 2028 6.7% 200 200 EUR Notes Oct 2029 1.0% 718 660 Bank Loans EUR fixed rate Mar 2021 - Sep 2021 0.3 - 3.9% 32 221 EUR floating rate Mar 2021 - Apr 2023 EURIBOR + 0.3 - 4.8% 1,860 1,596 Floating rate Jul 2024 - Sep 2024 LIBOR + 3.8% 300 300 GBP floating rate Aug 2021 - Feb 2025 GBP LIBOR + 0.8 - 0.9% 881 854 Export Credit Facilities EUR floating rate Mar 2021 - Oct 2032 EURIBOR + 0.2 - 1.5% 1,891 963 EUR fixed rate Feb 2031 - Sep 2032 1.1% 1,159 545 Fixed rate Aug 2027 - Oct 2031 2.4 - 3.4% 3,131 3,485 Floating rate Feb 2022 - Dec 2031 LIBOR + 0.5 - 1.5% 1,138 174 Commercial Paper EUR floating rate commercial paper — —% — 231 Total Unsecured Debt 18,188 11,211 Total Debt 27,581 11,634 Less: unamortized debt issuance costs (624) (131) Total Debt, net of unamortized debt issuance costs 26,957 11,503 Less: short-term borrowings (3,084) (231) Less: current portion of long-term debt (1,742) (1,596) Long-Term Debt $ 22,130 $ 9,675 The net carrying value of the liability component of the Convertible Notes was as follows: (in millions) November 30, 2020 Principal $ 537 Less: Unamortized debt discount and transaction costs (76) $ 461 The interest expense recognized related to the Convertible Notes was as follows: (in millions) Year Ended Contractual interest expense $ 58 Amortization of debt discount and transaction costs $ 50 $ 109 |
Schedule of Annual Maturities of Debt | The scheduled maturities of our debt are as follows: November 30, 2020 2021 (in millions) Rate (a) 1Q 2Q 3Q 4Q 2022 2023 2024 2025 Thereafter Secured Debt Notes Notes 11.5% $ — $ — $ — $ — $ — $ 4,000 $ — $ — $ — Notes 10.5% — — — — — — — — 775 EUR Notes 10.1% — — — — — — — — 508 Notes (c) 7.9% — — — — — — — — 192 Notes 9.9% — — — — — — — — 900 Bank Loans EUR fixed rate (c) 5.5 - 6.2% 8 8 8 8 32 32 32 8 — Floating rate LIBOR + 7.5% 5 5 5 5 19 19 19 1,781 — EUR floating rate (c) EURIBOR + 2.7 - 7.5% 2 8 2 8 22 22 22 928 12 Total Secured Debt 15 21 15 21 72 4,072 72 2,717 2,387 Unsecured Debt Revolver Facility (expires Aug 2024) LIBOR + 0.6% — — — — — — 3,083 — — Notes EUR Notes 1.6% 429 — — — — — — — — EUR Notes 1.9% — — — — 658 — — — — Convertible Notes 5.8% — — — — — 537 — — — Notes 7.2% — — — — — 125 — — — Notes 7.6% — — — — — — — — 1,450 EUR Notes 7.6% — — — — — — — — 598 Notes 6.7% — — — — — — — — 200 EUR Notes 1.0% — — — — — — — — 718 Bank Loans EUR fixed rate 0.3 - 3.9% — 17 — 15 — — — — — EUR floating rate EURIBOR + 0.3 - 4.8% — 179 — — 1,053 628 — — — Floating rate LIBOR + 3.8% — — — — — — 300 — — GBP floating rate GBP LIBOR + 0.8 - 0.9% 40 — 375 — — — 93 373 — Export Credit Facilities EUR floating rate EURIBOR + 0.2 - 1.5% — 24 49 124 333 306 277 200 629 EUR fixed rate 1.1% — — 26 26 103 103 103 103 644 Fixed rate 2.4 - 3.4% — 74 36 98 291 332 332 332 1,576 Floating rate LIBOR + 0.5 - 1.5% 16 35 68 41 194 152 152 92 446 Total Unsecured Debt 485 330 553 304 2,631 2,183 4,340 1,100 6,261 Total Debt $ 500 $ 351 $ 568 $ 325 $ 2,703 $ 6,255 $ 4,412 $ 3,818 $ 8,648 (a) Certain of the EURIBOR and LIBOR based loans have 0% or 1% floors, respectively. (b) As of November 30, 2020, we had a $3.1 billion ($1.7 billion, €1.0 billion and £150 million) multi-currency revolving credit facility (the “Revolving Facility”) that was drawn in March 2020 for an initial term of six months. The maturities for these borrowings were extended in September 2020 for an additional six months through March 2021. We may re-borrow such amounts through August 2024 subject to satisfaction of the conditions in the facility. The Revolving Facility also includes an emissions linked margin adjustment whereby, after the initial applicable margin is set per the margin pricing grid, the margin may be adjusted based on performance in achieving certain agreed annual carbon emissions goals. We are required to pay a commitment fee on any undrawn portion. |
Commitments (Tables)
Commitments (Tables) | 12 Months Ended |
Nov. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Shipbuilding, Operating Leases, and Port Facilities and Other Commitments | Fiscal (in millions) 2021 2022 2023 2024 2025 Thereafter Total New ship growth capital $ 3,201 $ 4,692 $ 3,273 $ 793 $ 1,076 $ — $ 13,036 Other long-term commitments 219 98 54 52 37 18 478 $ 3,421 $ 4,790 $ 3,327 $ 845 $ 1,113 $ 18 $ 13,515 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 12 Months Ended |
Nov. 30, 2020 | |
Equity [Abstract] | |
Schedule of Shares Repurchased | Carnival Corporation Carnival plc (in millions) Number of Shares Repurchased Dollar Amount Paid for Shares Repurchased Number of Shares Repurchased Dollar Amount Paid for Shares Repurchased 2020 — $ — 0.2 $ 10 2019 0.6 $ 26 12.2 $ 569 2018 7.8 $ 476 16.3 $ 985 |
Accumulated Other Comprehensive Loss | AOCI November 30, (in millions) 2020 2019 Cumulative foreign currency translation adjustments, net $ (1,382) $ (1,961) Unrecognized pension expenses (95) (88) Net losses on cash flow derivative hedges 41 (18) $ (1,436) $ (2,066) |
Schedule of Quarterly Cash Dividends Declared | We declared quarterly cash dividends on all of our common stock and ordinary shares as follows: Quarters Ended (in millions, except per share data) February 28 May 31 August 31 November 30 2020 Dividends declared per share $ 0.50 $ — $ — $ — Dividends declared $ 342 $ — $ — $ — 2019 Dividends declared per share $ 0.50 $ 0.50 $ 0.50 $ 0.50 Dividends declared $ 345 $ 346 $ 342 $ 346 2018 Dividends declared per share $ 0.45 $ 0.50 $ 0.50 $ 0.50 Dividends declared $ 322 $ 357 $ 350 $ 349 |
Fair Value Measurements, Deri_2
Fair Value Measurements, Derivative Instruments and Hedging Activities and Financial Risk (Tables) | 12 Months Ended |
Nov. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments that are Not Measured at Fair Value on a Recurring Basis | Financial Instruments that are not Measured at Fair Value on a Recurring Basis November 30, 2020 November 30, 2019 Carrying Fair Value Carrying Fair Value (in millions) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Assets Long-term other assets (a) $ 45 $ — $ 17 $ 18 $ 181 $ — $ 31 $ 149 Total $ 45 $ — $ 17 $ 18 $ 181 $ — $ 31 $ 149 Liabilities Fixed rate debt (b) $ 15,547 $ — $ 16,258 $ — $ 7,438 $ — $ 7,782 $ — Floating rate debt (b) 12,034 — 11,412 — 4,195 — 4,248 — Total $ 27,581 $ — $ 27,670 $ — $ 11,634 $ — $ 12,030 $ — (a) Long-term other assets are comprised of notes receivable, which at November 30, 2019, included loans on ship sales. The fair values of our Level 2 notes receivable were based on estimated future cash flows discounted at appropriate market interest rates. The fair values of our Level 3 notes receivable were estimated using risk-adjusted discount rates. |
Financial Instruments that are Measured at Fair Value on a Recurring Basis | Financial Instruments that are Measured at Fair Value on a Recurring Basis November 30, 2020 November 30, 2019 (in millions) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Assets Cash and cash equivalents $ 9,513 $ — $ — $ 518 $ — $ — Restricted cash 179 — — 13 — — Derivative financial instruments — — — — 58 — Total $ 9,692 $ — $ — $ 530 $ 58 $ — Liabilities Derivative financial instruments $ — $ 10 $ — $ — $ 25 $ — Total $ — $ 10 $ — $ — $ 25 $ — |
Reconciliation of Changes in Carrying Amounts of Goodwill | Goodwill (in millions) NAA Segment EA Segment Total At November 30, 2018 $ 1,898 $ 1,027 $ 2,925 Foreign currency translation adjustment — (13) (13) At November 30, 2019 1,898 1,014 2,912 Impairment charges (1,319) (777) (2,096) Foreign currency translation adjustment — (9) (9) At November 30, 2020 $ 579 $ 228 $ 807 |
Reconciliation of Changes in Carrying Amounts of Trademarks | Trademarks (in millions) NAA Segment EA Segment Total At November 30, 2018 $ 927 $ 242 $ 1,169 Foreign currency translation adjustment — (2) (2) At November 30, 2019 927 240 1,167 Foreign currency translation adjustment — 13 13 At November 30, 2020 $ 927 $ 253 $ 1,180 |
Estimated Fair Values of Derivative Financial Instruments and Location on Consolidated Balance Sheets | November 30, (in millions) Balance Sheet Location 2020 2019 Derivative assets Derivatives designated as hedging instruments Cross currency swaps (a) Prepaid expenses and other $ — $ 32 Other assets — 25 Total derivative assets $ — $ 58 Derivative liabilities Derivatives designated as hedging instruments Cross currency swaps (a) Accrued liabilities and other $ — $ 1 Other long-term liabilities — 9 Foreign currency zero cost collars (b) Accrued liabilities and other — 1 Interest rate swaps (c) Accrued liabilities and other 5 6 Other long-term liabilities 5 9 Total derivative liabilities $ 10 $ 25 (a) At November 30, 2020, we had no cross currency swaps. At November 30, 2019, we had cross currency swaps totaling $1.9 billion that are designated as hedges of our net investments in foreign operations with a euro-denominated functional currency. (b) At November 30, 2020, we had foreign currency derivatives consisting of foreign currency zero cost collars that are designated as foreign currency cash flow hedges for a portion of our euro-denominated shipbuilding payments. See “Newbuild Currency Risks” below for additional information regarding these derivatives. |
Offsetting Derivative Instruments | Our derivative contracts include rights of offset with our counterparties. We have elected to net certain of our derivative assets and liabilities within counterparties. November 30, 2020 (in millions) Gross Amounts Gross Amounts Offset in the Balance Sheet Total Net Amounts Presented in the Balance Sheet Gross Amounts not Offset in the Balance Sheet Net Amounts Assets $ — $ — $ — $ — $ — Liabilities $ 10 $ — $ 10 $ — $ 10 November 30, 2019 (in millions) Gross Amounts Gross Amounts Offset in the Balance Sheet Total Net Amounts Presented in the Balance Sheet Gross Amounts not Offset in the Balance Sheet Net Amounts Assets $ 58 $ — $ 58 $ (4) $ 54 Liabilities $ 25 $ — $ 25 $ (4) $ 21 |
Schedule of Amounts Recognized in Other Comprehensive Income (Loss) | The effect of our derivatives qualifying and designated as hedging instruments recognized in other comprehensive income (loss) and in income was as follows: November 30, (in millions) 2020 2019 2018 Gains (losses) recognized in AOCI: Cross currency swaps – net investment hedges - included component $ 131 $ 43 $ 18 Cross currency swaps – net investment hedges - excluded component $ (1) $ 1 $ — Foreign currency zero cost collars – cash flow hedges $ 1 $ (1) $ (12) Foreign currency forwards - cash flow hedges $ 53 $ — $ — Interest rate swaps – cash flow hedges $ 6 $ 3 $ 6 Gains (losses) reclassified from AOCI – cash flow hedges: Interest rate swaps – Interest expense, net of capitalized interest $ (6) $ (7) $ (10) Foreign currency zero cost collars - Depreciation and amortization $ 1 $ 1 $ 1 Gains (losses) recognized on derivative instruments (amount excluded from effectiveness testing – net investment hedges) Cross currency swaps – Interest expense, net of capitalized interest $ 12 $ 23 $ — |
(Losses) Gains on Fuel Derivatives, Net | (in millions) November 30, 2018 Unrealized gains on fuel derivatives, net $ 94 Realized losses on fuel derivatives, net (35) Gains (losses) on fuel derivatives, net $ 59 |
Schedule of Newbuild Currency | Foreign currency zero cost collars Entered Into Matures In Weighted-Average Floor Rate Weighted- Average Ceiling Rate Mardi Gras 2020 December 2020 $ 1.12 $ 1.28 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Nov. 30, 2020 | |
Leases [Abstract] | |
Schedule of Components of Lease Expenses | We amortize our lease assets on a straight-line basis over the lease term. The components of expense were as follows: (in millions) Year Ended November 30, 2020 Operating lease expense $ 203 Variable lease expense (a) (b) $ (61) (a) Variable lease expense represents costs associated with our multi-year preferential berthing agreements which vary based on the number of passengers. These costs are recorded within commission, transportation and other in our Consolidated Statements of Income (Loss). Variable and short-term lease costs related to operating leases, other than the port facilities, were not material to our consolidated financial statements. (b) Several of our preferential berthing agreements have force majeure provisions. We have treated the concessions granted under such provisions as variable payment adjustments. If our interpretation of the force majeure provisions is disputed, we could be required to record and make additional guarantee payments. Weighted average of the remaining lease terms and weighted average discount rates are as follows: November 30, 2020 Weighted average remaining lease term - operating leases (in years) 13 Weighted average discount rate - operating leases 3.4 % |
Schedule of Maturities of Operating Lease Liabilities | As of November 30, 2020, maturities of operating lease liabilities were as follows: (in millions) Year 2021 $ 204 2022 176 2023 159 2024 147 2025 143 Thereafter 936 Total lease payments 1,765 Less: Present value discount (341) Present value of lease liabilities $ 1,424 |
Schedule of Future Minimum Lease Payments | Under ASC 840, Leases , future minimum lease payments under non-cancelable operating leases of port facilities and other assets as of November 30, 2019 were as follows: (in millions) Year 2020 $ 219 2021 196 2022 161 2023 173 2024 167 Thereafter 1,408 $ 2,324 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Nov. 30, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The operating segments within each of our NAA and EA reportable segments have been aggregated based on the similarity of their economic and other characteristics. Our Cruise Support segment includes our portfolio of leading port destinations and other services, all of which are operated for the benefit of our cruise brands. Our Tour and Other segment represents the hotel and transportation operations of Holland America Princess Alaska Tours and other operations. As of and for the years ended November 30, (in millions) Revenues Operating costs and expenses Selling and administrative Depreciation and amortization Operating income (loss) Capital expenditures Total assets 2020 NAA $ 3,627 $ 5,623 $ 1,066 $ 1,413 $ (5,794) (a) $ 1,430 $ 25,257 EA 1,790 2,548 523 672 (2,729) (b) 2,036 16,505 Cruise Support 68 (10) 262 128 (313) 144 11,135 Tour and Other 110 84 27 28 (29) 11 696 $ 5,595 $ 8,245 $ 1,878 $ 2,241 $ (8,865) $ 3,620 $ 53,593 2019 NAA $ 13,612 $ 8,370 $ 1,427 $ 1,364 $ 2,451 $ 2,781 $ 27,102 EA 6,650 4,146 744 645 1,115 2,462 15,473 Cruise Support 173 125 281 115 (347) 143 1,861 Tour and Other 390 268 28 36 56 43 623 $ 20,825 $ 12,909 $ 2,480 $ 2,160 $ 3,276 $ 5,429 $ 45,058 2018 NAA $ 12,236 $ 7,180 $ 1,403 $ 1,264 $ 2,389 $ 2,614 $ 25,613 EA 6,243 3,676 751 611 1,205 945 13,825 Cruise Support 129 53 268 103 (296) 38 2,303 Tour and Other 272 180 28 39 26 152 660 $ 18,881 $ 11,089 $ 2,450 $ 2,017 $ 3,325 $ 3,749 $ 42,401 (a) Includes $1.3 billion of goodwill impairment charges. (b) Includes $777 million of goodwill impairment charges. |
Revenue by Geographic Area, Based on Where Guests are Sourced | Revenues by geographic areas, which are based on where our guests are sourced, were as follows: Years Ended November 30, (in millions) 2020 2019 2018 North America $ 3,084 $ 11,502 $ 10,066 Europe 1,643 6,318 5,957 Australia and Asia 687 2,632 2,530 Other 180 373 327 $ 5,595 $ 20,825 $ 18,881 |
Compensation Plans and Post-E_2
Compensation Plans and Post-Employment Benefits (Tables) | 12 Months Ended |
Nov. 30, 2020 | |
Retirement Benefits [Abstract] | |
Share Based Compensation Awards Activity | Shares Weighted-Average Outstanding at November 30, 2017 2,949,968 $ 51.82 Granted 951,906 $ 66.68 Vested (1,419,218) $ 45.45 Forfeited (202,139) $ 56.57 Outstanding at November 30, 2018 2,280,517 $ 61.57 Granted 1,357,177 $ 52.17 Vested (960,693) $ 53.49 Forfeited (185,625) $ 56.13 Outstanding at November 30, 2019 2,491,376 $ 59.97 Granted 9,971,331 $ 20.72 Vested (1,641,570) $ 30.68 Forfeited (480,361) $ 50.96 Outstanding at November 30, 2020 10,340,776 $ 26.61 |
Schedule of Benefit Obligations in Excess of Fair Value of Plan Assets | UK Plan (a) All Other Plans (in millions) 2020 2019 2020 2019 Change in projected benefit obligation: Projected benefit obligation as of December 1 $ 299 $ 267 $ 259 $ 213 Past service cost — — 20 17 Interest cost 5 7 6 8 Benefits paid (16) (10) (14) (18) Actuarial (gain) loss on plans’ liabilities 14 35 13 34 Plan curtailments, settlements and other — — (4) — Projected benefit obligation as of November 30 303 299 280 254 Change in plan assets: Fair value of plan assets as of December 1 312 278 18 18 Return on plans’ assets 23 43 1 1 Employer contributions 6 2 14 18 Benefits paid (16) (10) (14) (19) Plan settlements — — (2) — Administrative expenses (1) — — — Fair value of plan assets as of November 30 325 312 17 18 Funded status as of November 30 $ 22 $ 13 $ (263) $ (236) (a) The P&O Princess Cruises (UK) Pension Scheme (“UK Plan”) |
Schedule of Defined Benefit Plan Amounts Recognized in Balance Sheets | The amounts recognized the Consolidated Balance Sheets for these plans were as follows: UK Plan All Other Plans November 30, November 30, (in millions) 2020 2019 2020 2019 Other assets $ 22 $ 13 $ — $ — Accrued liabilities and other $ — $ — $ 32 $ 25 Other long-term liabilities $ — $ — $ 231 $ 210 |
Schedule of Accumulated Benefit Obligations in Excess of Fair Value of Plan Assets | Amounts for pension plans with accumulated benefit obligations in excess of fair value of plan assets are as follows: November 30, (in millions) 2020 2019 Projected benefit obligation $ 280 $ 254 Accumulated benefit obligation $ 272 $ 247 Fair value of plan assets $ 17 $ 18 |
Schedule of Net Benefit Costs | The net benefit cost recognized in the Consolidated Statements of Income (Loss) were as follows: UK Plan All Other Plans November 30, November 30, (in millions) 2020 2019 2018 2020 2019 2018 Service cost $ — $ — $ — $ 20 $ 17 $ 16 Interest cost 5 7 7 6 8 6 Expected return on plan assets (8) (11) (12) (1) (1) — Amortization of prior service cost — — — — — — Amortization of net loss (gain) — — 1 4 3 3 Settlement loss recognized — — — 1 — 4 Net periodic benefit cost $ (3) $ (3) $ (2) $ 32 $ 28 $ 29 The components of net periodic benefit cost other than the service cost component are included in other income (expense), net in the Consolidated Statements of Income (Loss). Weighted average assumptions used to determine the projected benefit obligation are as follows: UK Plan All Other Plans 2020 2019 2020 2019 Discount rate 1.6 % 1.9 % 2.2 % 2.9 % Rate of compensation increase 2.3 % 2.9 % 2.8 % 3.0 % Weighted average assumptions used to determine net pension income are as follows: UK Plan All Other Plans 2020 2019 2018 2020 2019 2018 Discount rate 1.9 % 3.0 % 2.6 % 2.9 % 3.5 % 3.3 % Expected return on assets 3.0 % 4.2 % 4.0 % 3.0 % 3.0 % 3.0 % Rate of compensation increase 2.9 % 3.4 % 3.2 % 2.7 % 3.0 % 3.0 % |
Schedule of Defined Benefit Plan AOCI | Amounts recognized in AOCI are as follows: UK Plan All Other Plans November 30, November 30, 2020 2019 2020 2019 Actuarial losses (gains) recognized in the current year $ 1 $ 3 $ 13 $ 33 Amortization and settlements included in net periodic benefit cost $ — $ — $ (8) $ (3) |
Schedule of Expected Future Benefit Payments | Estimated future benefit payments to be made during each of the next five fiscal years and in the aggregate during the succeeding five fiscal years are as follows: (in millions) UK Plan All Other Plans 2021 $ 6 $ 27 2022 6 25 2023 7 26 2024 7 27 2025 7 29 2026-2030 38 143 $ 71 $ 277 |
Schedule of Fair Values of Plan Assets | The fair values of the plan assets of the UK Plan by investment class are as follows: As of November 30, 2020 2019 Equities $ 55 $ 153 U.K. government fixed interest bonds (gilts) 270 159 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Nov. 30, 2020 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Earnings Per Share Computation | Years Ended November 30, (in millions, except per share data) 2020 2019 2018 Net income (loss) for basic and diluted earnings per share $ (10,236) $ 2,990 $ 3,152 Weighted-average shares outstanding 775 690 709 Dilutive effect of equity plans — 2 2 Diluted weighted-average shares outstanding 775 692 710 Basic earnings per share $ (13.20) $ 4.34 $ 4.45 Diluted earnings per share $ (13.20) $ 4.32 $ 4.44 |
Antidilutive Shares Excluded from Diluted Earnings Per Share Computations | Antidilutive shares excluded from diluted earnings per share computations were as follows: (in millions) November 30, 2020 Equity awards 1 Convertible Notes 103 Total antidilutive securities 104 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Nov. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Supplemental Cash Flow Information | November 30, (in millions) 2020 2019 Cash and cash equivalents (Consolidated Balance Sheets) $ 9,513 $ 518 Restricted cash included in prepaid expenses and other and other assets 179 13 Total cash, cash equivalents and restricted cash (Consolidated Statements of Cash Flows) $ 9,692 $ 530 |
General (Details)
General (Details) $ in Millions | 12 Months Ended | ||
Nov. 30, 2020USD ($)cruiseLinecompany | Jan. 14, 2021cruise_ship | Nov. 30, 2019USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||
Number of world's leading cruise lines | cruiseLine | 9 | ||
Number of companies operating as a single economic enterprise | company | 2 | ||
DLC arrangement current equalization ratio | 1 | ||
Cash and cash equivalents | $ | $ 9,513 | $ 518 | |
Carnival PLC | |||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||
DLC arrangement current equalization ratio | 1 | ||
Subsequent Event | |||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||
Number of cruise ships with guests onboard | cruise_ship | 0 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||||
Nov. 30, 2020 | Nov. 30, 2019 | Nov. 30, 2018 | Dec. 01, 2019 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Revenues | $ 5,595 | $ 20,825 | $ 18,881 | ||
Fees, taxes, and charges | 215 | 659 | 615 | ||
Customer deposits, current portion | 1,940 | 4,735 | |||
Contract assets | 154 | ||||
Selling expenses | 348 | 728 | 673 | ||
Operating lease right-of-use assets | [1] | 1,370 | |||
Operating lease liabilities | 1,424 | ||||
Cruise | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Other operating | 1,518 | 3,167 | 2,971 | ||
Customer deposits | 2,200 | 4,900 | |||
Customer deposits, current portion | 1,900 | 4,700 | |||
Revenues recognized related to customer deposits | 3,200 | 4,300 | |||
Cruise | Adjustment | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Other operating | 268 | 180 | |||
Cruise onboard and other | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Revenues | $ 1,910 | 6,721 | 4,950 | ||
Cruise onboard and other | Adjustment | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Revenues | $ 390 | $ 272 | |||
ASU 2016-02 | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Operating lease right-of-use assets | $ 1,400 | ||||
Operating lease liabilities | $ 1,400 | ||||
[1] | We adopted the provisions of Leases on December 1, 2019. |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Estimates of Average Useful Lives and Residual Values of Property and Equipment (Detail) | 12 Months Ended |
Nov. 30, 2020 | |
Ships | |
Property, Plant and Equipment [Line Items] | |
Average useful lives of property and equipment | 30 years |
Residual value as a percentage of original cost | 15.00% |
Ship improvements | |
Property, Plant and Equipment [Line Items] | |
Residual value as a percentage of original cost | 0.00% |
Ship improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Average useful lives of property and equipment | 3 years |
Ship improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Average useful lives of property and equipment | 30 years |
Buildings and improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Average useful lives of property and equipment | 10 years |
Residual value as a percentage of original cost | 0.00% |
Buildings and improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Average useful lives of property and equipment | 40 years |
Residual value as a percentage of original cost | 10.00% |
Computer hardware and software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Average useful lives of property and equipment | 2 years |
Residual value as a percentage of original cost | 0.00% |
Computer hardware and software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Average useful lives of property and equipment | 12 years |
Residual value as a percentage of original cost | 10.00% |
Transportation equipment and other | Minimum | |
Property, Plant and Equipment [Line Items] | |
Average useful lives of property and equipment | 3 years |
Residual value as a percentage of original cost | 0.00% |
Transportation equipment and other | Maximum | |
Property, Plant and Equipment [Line Items] | |
Average useful lives of property and equipment | 20 years |
Residual value as a percentage of original cost | 10.00% |
Leasehold improvements, including port facilities | |
Property, Plant and Equipment [Line Items] | |
Residual value as a percentage of original cost | 0.00% |
Leasehold improvements, including port facilities | Minimum | |
Property, Plant and Equipment [Line Items] | |
Average useful lives of property and equipment | 3 years |
Leasehold improvements, including port facilities | Maximum | |
Property, Plant and Equipment [Line Items] | |
Average useful lives of property and equipment | 30 years |
Property and Equipment (Details
Property and Equipment (Details) $ in Millions | 12 Months Ended | ||
Nov. 30, 2020USD ($)passengercruise_ship | Nov. 30, 2019USD ($) | Nov. 30, 2018USD ($) | |
Property, Plant and Equipment [Line Items] | |||
Ships and ship improvements | $ 49,803 | $ 50,446 | |
Ships under construction | 1,354 | 2,492 | |
Other property and equipment | 3,992 | 3,843 | |
Total property and equipment | 55,148 | 56,781 | |
Less accumulated depreciation | (17,075) | (18,650) | |
Property and Equipment, Net | 38,073 | 38,131 | |
Capitalized interest | $ 66 | $ 39 | $ 36 |
NAA Segment | |||
Property, Plant and Equipment [Line Items] | |||
Number of ships sold | cruise_ship | 12 | ||
Capacity of ships sold | passenger | 20,510 | ||
Number of ships, agreements to sell | cruise_ship | 2 | ||
Capacity of ships, agreements to sell | passenger | 2,100 | ||
EA Segment | |||
Property, Plant and Equipment [Line Items] | |||
Number of ships sold | cruise_ship | 5 | ||
Capacity of ships sold | passenger | 9,740 |
Other Assets (Details)
Other Assets (Details) | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2019USD ($)cruise_ship | Nov. 30, 2020USD ($) | Nov. 30, 2019USD ($) | Nov. 30, 2018USD ($) | |
Grand Bahama Shipyard Ltd. | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Services provided | $ 38,000,000 | $ 62,000,000 | $ 89,000,000 | |
Investment, amount | 55,000,000 | 54,000,000 | ||
Investment equity | 13,000,000 | 15,000,000 | ||
Investment loan | 42,000,000 | 39,000,000 | ||
White Pass and Yukon Route | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Services provided | 0 | 22,000,000 | ||
Investment, amount | 94,000,000 | 102,000,000 | ||
Investment equity | 75,000,000 | 84,000,000 | ||
Investment loan | 19,000,000 | 18,000,000 | ||
CSSC-Carnival | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Investment, amount | 140,000,000 | $ 48,000,000 | ||
EA Segment | CSSC-Carnival | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Investment, amount | $ 283,000,000 | |||
Number of cruise ships | cruise_ship | 2 | |||
Investment amount sold, gain | $ 107,000,000 |
Debt - Narrative (Details)
Debt - Narrative (Details) | 1 Months Ended | 12 Months Ended | |||||||||
Nov. 30, 2020USD ($)trancheoffering$ / sharesshares | Aug. 31, 2020USD ($)$ / sharesshares | Jun. 30, 2020USD ($)tranche | Apr. 30, 2020USD ($)shares$ / shares | Nov. 30, 2020USD ($)daysharesofferingtranche$ / shares | Nov. 30, 2019USD ($) | Nov. 30, 2018USD ($) | Nov. 30, 2020EUR (€)trancheoffering | Jul. 31, 2020USD ($)tranche | Jul. 31, 2020EUR (€)tranche | Jun. 30, 2020EUR (€)tranche | |
Debt Instrument [Line Items] | |||||||||||
Proceeds from short term debt | $ 525,000,000 | $ 0 | $ 2,000,000 | ||||||||
Repayments of short term debt | $ 526,000,000 | 0 | 2,000,000 | ||||||||
Debt instrument, convertible, conversion ratio | 3 | ||||||||||
Debt instrument, convertible, equity component minimum threshold | $ 5,000,000,000 | ||||||||||
Debt instrument, convertible, debt to capital ratio maximum threshold | 65.00% | ||||||||||
Line of credit, maturity period | 12 years | ||||||||||
Loss on extinguishment of debt | $ (464,000,000) | $ 0 | $ 0 | ||||||||
November Registered Direct Offering | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Number of registered direct offerings | offering | 2 | 2 | 2 | ||||||||
Common stock | August Registered Direct Offering | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Shares issued (in shares) | shares | 99,200,000 | ||||||||||
Price per share (in dollars per share) | $ / shares | $ 14.02 | ||||||||||
Common stock | November Registered Direct Offering, Sale One | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Shares issued (in shares) | shares | 57,400,000 | ||||||||||
Price per share (in dollars per share) | $ / shares | $ 18.05 | $ 18.05 | |||||||||
Common stock | November Registered Direct Offering, Sale Two | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Shares issued (in shares) | shares | 10,400,000 | ||||||||||
Price per share (in dollars per share) | $ / shares | $ 17.59 | $ 17.59 | |||||||||
Senior Notes 3.95% due in 2020 and Senior Notes 1.625% due in 2021 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Loss on extinguishment of debt | $ 5,000,000 | ||||||||||
Export credit facilities with financial covenant waivers | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term debt | $ 7,300,000,000 | 7,300,000,000 | |||||||||
Bank loans with financial covenant waivers | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term debt | 2,100,000,000 | 2,100,000,000 | |||||||||
Bank loans remaining with financial covenant waivers | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term debt | 479,000,000 | 479,000,000 | |||||||||
Secured Debt | Senior Secured Notes due 2023 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | $ 4,000,000,000 | ||||||||||
Debt instrument, interest rate (percent) | 11.50% | ||||||||||
Debt Instrument, collateral | 27,800,000,000 | $ 27,800,000,000 | |||||||||
Secured Debt | Senior Secured Notes due 2023 | Maximum | On or After January 1, 2023 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, redemption price, percentage (less than 98%) | 101.00% | ||||||||||
Secured Debt | Senior Secured Term Loan Facility due 2025 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | $ 2,800,000,000 | ||||||||||
Number of tranches | tranche | 2 | 2 | |||||||||
Secured Debt | Senior Secured Term Loan Facility due 2025, Tranche One | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | $ 1,900,000,000 | ||||||||||
Secured Debt | Senior Secured Term Loan Facility due 2025, Tranche One | LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, floor rate on variable rate (percentage) | 1.00% | ||||||||||
Debt instrument, variable rate (percent) | 7.50% | ||||||||||
Secured Debt | Senior Secured Term Loan Facility due 2025, Tranche Two | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | € | € 800,000,000 | ||||||||||
Secured Debt | Senior Secured Term Loan Facility due 2025, Tranche Two | Eurodollar | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, floor rate on variable rate (percentage) | 0.00% | ||||||||||
Debt instrument, variable rate (percent) | 7.50% | ||||||||||
Secured Debt | Senior Secured Term Loan Facility due 2026 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | $ 1,300,000,000 | ||||||||||
Number of tranches | tranche | 2 | 2 | |||||||||
Secured Debt | Senior Secured Term Loan Facility due 2026, Tranche One | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | $ 775,000,000 | ||||||||||
Debt instrument, interest rate (percent) | 10.50% | 10.50% | |||||||||
Secured Debt | Senior Secured Term Loan Facility due 2026, Tranche Two | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | € | € 425,000,000 | ||||||||||
Debt instrument, interest rate (percent) | 10.10% | 10.10% | |||||||||
Secured Debt | Senior Secured Term Loan Facility due 2027 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | $ 900,000,000 | ||||||||||
Debt instrument, interest rate (percent) | 9.90% | ||||||||||
Unsecured Debt | Senior Unsecured Term Loan Facility due 2026 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | $ 2,000,000,000 | $ 2,000,000,000 | |||||||||
Number of tranches | tranche | 2 | 2 | 2 | ||||||||
Unsecured Debt | Senior Unsecured Term Loan Facility due 2026, Tranche One | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | $ 1,500,000,000 | $ 1,500,000,000 | |||||||||
Debt instrument, interest rate (percent) | 7.60% | 7.60% | 7.60% | ||||||||
Unsecured Debt | Senior Unsecured Term Loan Facility due 2026, Tranche Two | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | € | € 500,000,000 | ||||||||||
Debt instrument, interest rate (percent) | 7.60% | 7.60% | 7.60% | ||||||||
Convertible | Senior Convertible Notes due 2023 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term debt | $ 461,000,000 | $ 461,000,000 | |||||||||
Debt instrument, face amount | $ 2,000,000,000 | ||||||||||
Debt instrument, interest rate (percent) | 5.75% | ||||||||||
Debt instrument, convertible, number of shares | shares | 100 | ||||||||||
Conversion rate, amount | $ 1,000 | ||||||||||
Debt instrument, conversion price (in dollars per share) | $ / shares | $ 10 | ||||||||||
Repurchase amount | 590,000,000 | $ 886,000,000 | 590,000,000 | ||||||||
Loss on extinguishment of debt | 464,000,000 | ||||||||||
Debt instrument, convertible, carrying amount | $ 286,000,000 | $ 286,000,000 | |||||||||
Debt instrument, effective interest rate (percentage) | 12.90% | 12.90% | 12.90% | ||||||||
Debt instrument, convertible, carrying amount, after partial repurchase | $ 0 | $ 0 | |||||||||
Convertible | Senior Convertible Notes due 2023 | Measurement Period | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Conversion rate, amount | $ 1,000 | ||||||||||
Convertible threshold trading days | day | 5 | ||||||||||
Convertible threshold consecutive trading days | day | 5 | ||||||||||
Convertible | Senior Convertible Notes due 2023 | On or After January 1, 2023 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, redemption price, percentage (less than 98%) | 100.00% | ||||||||||
Debt instrument, convertible, number of shares | shares | 100 | ||||||||||
Conversion rate, amount | $ 1,000 | ||||||||||
Convertible | Senior Convertible Notes due 2023 | Minimum | Before January 1, 2023 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, redemption price, percentage (less than 98%) | 130.00% | ||||||||||
Convertible threshold trading days | day | 20 | ||||||||||
Convertible threshold consecutive trading days | day | 30 | ||||||||||
Convertible | Senior Convertible Notes due 2023 | Minimum | Measurement Period | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, redemption price, percentage (less than 98%) | 98.00% |
Debt - Long-Term and Short-Term
Debt - Long-Term and Short-Term Borrowings (Details) - USD ($) $ in Millions | 12 Months Ended | |
Nov. 30, 2020 | Nov. 30, 2019 | |
Debt Instrument [Line Items] | ||
Total Debt | $ 27,581 | $ 11,634 |
Less: unamortized debt issuance costs | (624) | (131) |
Total Debt, net of unamortized debt issuance costs | 26,957 | 11,503 |
Less: short-term borrowings | (3,084) | (231) |
Less: current portion of long-term debt | (1,742) | (1,596) |
Long-Term Debt | 22,130 | 9,675 |
Secured Debt | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 9,393 | 423 |
Secured Debt | Notes due Apr 2023 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 11.50% | |
Long-term debt | $ 4,000 | 0 |
Secured Debt | Notes due Feb 2026 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 10.50% | |
Long-term debt | $ 775 | 0 |
Secured Debt | Euro-denominated notes due Feb 2026 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 10.10% | |
Long-term debt | $ 508 | 0 |
Secured Debt | Notes due Jun 2027 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 7.90% | |
Long-term debt | $ 192 | 192 |
Secured Debt | Notes due Aug 2027 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 9.90% | |
Long-term debt | $ 900 | 0 |
Secured Debt | Euro-denominated fixed rate bank loan due May 2025 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 136 | 154 |
Secured Debt | Euro-denominated fixed rate bank loan due May 2025 | Minimum | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 5.50% | |
Secured Debt | Euro-denominated fixed rate bank loan due May 2025 | Maximum | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 6.20% | |
Secured Debt | Floating rate bank loan due Jun 2025 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 1,855 | 0 |
Secured Debt | Floating rate bank loan due Jun 2025 | LIBOR | ||
Debt Instrument [Line Items] | ||
Debt instrument, variable rate (percent) | 7.50% | |
Secured Debt | Euro-denominated floating rate bank loan due Oct 2026 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 1,026 | 77 |
Secured Debt | Euro-denominated floating rate bank loan due Oct 2026 | Eurodollar | Minimum | ||
Debt Instrument [Line Items] | ||
Debt instrument, variable rate (percent) | 2.70% | |
Secured Debt | Euro-denominated floating rate bank loan due Oct 2026 | Eurodollar | Maximum | ||
Debt Instrument [Line Items] | ||
Debt instrument, variable rate (percent) | 7.50% | |
Unsecured Debt | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 18,188 | 11,211 |
Unsecured Debt | Revolver Facility Expires Aug 2024 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 3,083 | 0 |
Unsecured Debt | Revolver Facility Expires Aug 2024 | LIBOR | ||
Debt Instrument [Line Items] | ||
Debt instrument, variable rate (percent) | 0.60% | |
Unsecured Debt | Notes due Oct 2020 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 4.00% | |
Short-term debt | $ 0 | 700 |
Unsecured Debt | Euro-denominated notes due Feb 2021 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 1.60% | |
Short-term debt | $ 429 | 550 |
Unsecured Debt | Euro-denominated notes due Nov 2022 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 1.90% | |
Short-term debt | $ 658 | 605 |
Unsecured Debt | Convertible notes due Apr 2023 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 5.80% | |
Long-term debt | $ 537 | 0 |
Unsecured Debt | Notes due Oct 2023 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 7.20% | |
Long-term debt | $ 125 | 125 |
Unsecured Debt | Notes due Mar 2026 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 7.60% | |
Long-term debt | $ 1,450 | 0 |
Unsecured Debt | Euro-denominated notes due Mar 2026 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 7.60% | |
Long-term debt | $ 598 | 0 |
Unsecured Debt | Notes due Jan 2028 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 6.70% | |
Long-term debt | $ 200 | 200 |
Unsecured Debt | Euro-denominated notes due Oct 2029 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 1.00% | |
Long-term debt | $ 718 | 660 |
Unsecured Debt | Euro-denominated fixed rate bank loan due Sept 2021 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 32 | 221 |
Unsecured Debt | Euro-denominated fixed rate bank loan due Sept 2021 | Minimum | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 0.30% | |
Unsecured Debt | Euro-denominated fixed rate bank loan due Sept 2021 | Maximum | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 3.90% | |
Unsecured Debt | Euro-denominated floating rate bank loan due Apr 2023 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 1,860 | 1,596 |
Unsecured Debt | Euro-denominated floating rate bank loan due Apr 2023 | Eurodollar | Minimum | ||
Debt Instrument [Line Items] | ||
Debt instrument, variable rate (percent) | 0.30% | |
Unsecured Debt | Euro-denominated floating rate bank loan due Apr 2023 | Eurodollar | Maximum | ||
Debt Instrument [Line Items] | ||
Debt instrument, variable rate (percent) | 4.80% | |
Unsecured Debt | Floating rate bank loan due Sep 2024 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 300 | 300 |
Unsecured Debt | Floating rate bank loan due Sep 2024 | LIBOR | ||
Debt Instrument [Line Items] | ||
Debt instrument, variable rate (percent) | 3.80% | |
Unsecured Debt | Sterling-denominated floating rate bank loan due Feb 2025 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 881 | 854 |
Unsecured Debt | Sterling-denominated floating rate bank loan due Feb 2025 | LIBOR | Minimum | ||
Debt Instrument [Line Items] | ||
Debt instrument, variable rate (percent) | 0.80% | |
Unsecured Debt | Sterling-denominated floating rate bank loan due Feb 2025 | LIBOR | Maximum | ||
Debt Instrument [Line Items] | ||
Debt instrument, variable rate (percent) | 0.90% | |
Unsecured Debt | Euro-denominated export credit facility floating rate due Oct 2032 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 1,891 | 963 |
Unsecured Debt | Euro-denominated export credit facility floating rate due Oct 2032 | Eurodollar | Minimum | ||
Debt Instrument [Line Items] | ||
Debt instrument, variable rate (percent) | 0.20% | |
Unsecured Debt | Euro-denominated export credit facility floating rate due Oct 2032 | Eurodollar | Maximum | ||
Debt Instrument [Line Items] | ||
Debt instrument, variable rate (percent) | 1.50% | |
Unsecured Debt | Euro-denominated export credit facility fixed rate due Sep 2032 | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 1.10% | |
Long-term debt | $ 1,159 | 545 |
Unsecured Debt | Export credit facility fixed rate due Oct 2031 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 3,131 | 3,485 |
Unsecured Debt | Export credit facility fixed rate due Oct 2031 | Minimum | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 2.40% | |
Unsecured Debt | Export credit facility fixed rate due Oct 2031 | Maximum | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 3.40% | |
Unsecured Debt | Export credit facility floating rate due Dec 2031 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 1,138 | 174 |
Unsecured Debt | Export credit facility floating rate due Dec 2031 | LIBOR | Minimum | ||
Debt Instrument [Line Items] | ||
Debt instrument, variable rate (percent) | 0.50% | |
Unsecured Debt | Export credit facility floating rate due Dec 2031 | LIBOR | Maximum | ||
Debt Instrument [Line Items] | ||
Debt instrument, variable rate (percent) | 1.50% | |
Unsecured Debt | Euro-denominated floating rate commercial paper loan | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate (percent) | 0.00% | |
Long-term debt | $ 0 | $ 231 |
Debt - Schedule of Annual Matur
Debt - Schedule of Annual Maturities of Debt (Details) £ in Millions, $ in Millions, € in Billions | 12 Months Ended | ||
Nov. 30, 2020USD ($) | Nov. 30, 2020EUR (€) | Nov. 30, 2020GBP (£) | |
Debt Instrument [Line Items] | |||
2021 Q1 | $ 500 | ||
2021 Q2 | 351 | ||
2021 Q3 | 568 | ||
2021 Q4 | 325 | ||
2022 | 2,703 | ||
2023 | 6,255 | ||
2024 | 4,412 | ||
2025 | 3,818 | ||
Thereafter | $ 8,648 | ||
Eurodollar | Minimum | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate floor (percentage) | 0.00% | ||
Eurodollar | Maximum | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate floor (percentage) | 1.00% | ||
Secured Debt | |||
Debt Instrument [Line Items] | |||
2021 Q1 | $ 15 | ||
2021 Q2 | 21 | ||
2021 Q3 | 15 | ||
2021 Q4 | 21 | ||
2022 | 72 | ||
2023 | 4,072 | ||
2024 | 72 | ||
2025 | 2,717 | ||
Thereafter | $ 2,387 | ||
Secured Debt | Notes due Apr 2023 | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 11.50% | 11.50% | 11.50% |
2021 Q1 | $ 0 | ||
2021 Q2 | 0 | ||
2021 Q3 | 0 | ||
2021 Q4 | 0 | ||
2022 | 0 | ||
2023 | 4,000 | ||
2024 | 0 | ||
2025 | 0 | ||
Thereafter | $ 0 | ||
Secured Debt | Notes due Feb 2026 | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 10.50% | 10.50% | 10.50% |
2021 Q1 | $ 0 | ||
2021 Q2 | 0 | ||
2021 Q3 | 0 | ||
2021 Q4 | 0 | ||
2022 | 0 | ||
2023 | 0 | ||
2024 | 0 | ||
2025 | 0 | ||
Thereafter | $ 775 | ||
Secured Debt | Euro-denominated notes due Feb 2026 | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 10.10% | 10.10% | 10.10% |
2021 Q1 | $ 0 | ||
2021 Q2 | 0 | ||
2021 Q3 | 0 | ||
2021 Q4 | 0 | ||
2022 | 0 | ||
2023 | 0 | ||
2024 | 0 | ||
2025 | 0 | ||
Thereafter | $ 508 | ||
Secured Debt | Notes due Jun 2027 | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 7.90% | 7.90% | 7.90% |
2021 Q1 | $ 0 | ||
2021 Q2 | 0 | ||
2021 Q3 | 0 | ||
2021 Q4 | 0 | ||
2022 | 0 | ||
2023 | 0 | ||
2024 | 0 | ||
2025 | 0 | ||
Thereafter | $ 192 | ||
Secured Debt | Notes due Aug 2027 | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 9.90% | 9.90% | 9.90% |
2021 Q1 | $ 0 | ||
2021 Q2 | 0 | ||
2021 Q3 | 0 | ||
2021 Q4 | 0 | ||
2022 | 0 | ||
2023 | 0 | ||
2024 | 0 | ||
2025 | 0 | ||
Thereafter | 900 | ||
Secured Debt | Euro-denominated fixed rate bank loan due May 2025 | |||
Debt Instrument [Line Items] | |||
2021 Q1 | 8 | ||
2021 Q2 | 8 | ||
2021 Q3 | 8 | ||
2021 Q4 | 8 | ||
2022 | 32 | ||
2023 | 32 | ||
2024 | 32 | ||
2025 | 8 | ||
Thereafter | $ 0 | ||
Secured Debt | Euro-denominated fixed rate bank loan due May 2025 | Minimum | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 5.50% | 5.50% | 5.50% |
Secured Debt | Euro-denominated fixed rate bank loan due May 2025 | Maximum | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 6.20% | 6.20% | 6.20% |
Secured Debt | Floating rate bank loan due Jun 2025 | |||
Debt Instrument [Line Items] | |||
2021 Q1 | $ 5 | ||
2021 Q2 | 5 | ||
2021 Q3 | 5 | ||
2021 Q4 | 5 | ||
2022 | 19 | ||
2023 | 19 | ||
2024 | 19 | ||
2025 | 1,781 | ||
Thereafter | $ 0 | ||
Secured Debt | Floating rate bank loan due Jun 2025 | LIBOR | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate (percent) | 7.50% | ||
Secured Debt | Euro-denominated floating rate bank loan due Oct 2026 | |||
Debt Instrument [Line Items] | |||
2021 Q1 | $ 2 | ||
2021 Q2 | 8 | ||
2021 Q3 | 2 | ||
2021 Q4 | 8 | ||
2022 | 22 | ||
2023 | 22 | ||
2024 | 22 | ||
2025 | 928 | ||
Thereafter | $ 12 | ||
Secured Debt | Euro-denominated floating rate bank loan due Oct 2026 | Eurodollar | Minimum | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate (percent) | 2.70% | ||
Secured Debt | Euro-denominated floating rate bank loan due Oct 2026 | Eurodollar | Maximum | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate (percent) | 7.50% | ||
Unsecured Debt | |||
Debt Instrument [Line Items] | |||
2021 Q1 | $ 485 | ||
2021 Q2 | 330 | ||
2021 Q3 | 553 | ||
2021 Q4 | 304 | ||
2022 | 2,631 | ||
2023 | 2,183 | ||
2024 | 4,340 | ||
2025 | 1,100 | ||
Thereafter | 6,261 | ||
Unsecured Debt | Revolver Facility Expires Aug 2024 | |||
Debt Instrument [Line Items] | |||
2021 Q1 | 0 | ||
2021 Q2 | 0 | ||
2021 Q3 | 0 | ||
2021 Q4 | 0 | ||
2022 | 0 | ||
2023 | 0 | ||
2024 | 3,083 | ||
2025 | 0 | ||
Thereafter | 0 | ||
Line of credit, current | $ 3,100 | ||
Unsecured Debt | Revolver Facility Expires Aug 2024 | LIBOR | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate (percent) | 0.60% | ||
Unsecured Debt | U.S. Dollar-denominated revolving credit facility | |||
Debt Instrument [Line Items] | |||
Line of credit, current | $ 1,700 | ||
Unsecured Debt | Euro-denominated revolving credit facility | |||
Debt Instrument [Line Items] | |||
Line of credit, current | € | € 1 | ||
Unsecured Debt | Sterling-denominated revolving credit facility | |||
Debt Instrument [Line Items] | |||
Line of credit, current | £ | £ 150 | ||
Unsecured Debt | Euro-denominated notes due Feb 2021 | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 1.60% | 1.60% | 1.60% |
2021 Q1 | $ 429 | ||
2021 Q2 | 0 | ||
2021 Q3 | 0 | ||
2021 Q4 | 0 | ||
2022 | 0 | ||
2023 | 0 | ||
2024 | 0 | ||
2025 | 0 | ||
Thereafter | $ 0 | ||
Unsecured Debt | Euro-denominated notes due Nov 2022 | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 1.90% | 1.90% | 1.90% |
2021 Q1 | $ 0 | ||
2021 Q2 | 0 | ||
2021 Q3 | 0 | ||
2021 Q4 | 0 | ||
2022 | 658 | ||
2023 | 0 | ||
2024 | 0 | ||
2025 | 0 | ||
Thereafter | $ 0 | ||
Unsecured Debt | Convertible notes due Apr 2023 | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 5.80% | 5.80% | 5.80% |
2021 Q1 | $ 0 | ||
2021 Q2 | 0 | ||
2021 Q3 | 0 | ||
2021 Q4 | 0 | ||
2022 | 0 | ||
2023 | 537 | ||
2024 | 0 | ||
2025 | 0 | ||
Thereafter | $ 0 | ||
Unsecured Debt | Notes due Oct 2023 | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 7.20% | 7.20% | 7.20% |
2021 Q1 | $ 0 | ||
2021 Q2 | 0 | ||
2021 Q3 | 0 | ||
2021 Q4 | 0 | ||
2022 | 0 | ||
2023 | 125 | ||
2024 | 0 | ||
2025 | 0 | ||
Thereafter | $ 0 | ||
Unsecured Debt | Notes due Mar 2026 | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 7.60% | 7.60% | 7.60% |
2021 Q1 | $ 0 | ||
2021 Q2 | 0 | ||
2021 Q3 | 0 | ||
2021 Q4 | 0 | ||
2022 | 0 | ||
2023 | 0 | ||
2024 | 0 | ||
2025 | 0 | ||
Thereafter | $ 1,450 | ||
Unsecured Debt | Euro-denominated notes due Mar 2026 | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 7.60% | 7.60% | 7.60% |
2021 Q1 | $ 0 | ||
2021 Q2 | 0 | ||
2021 Q3 | 0 | ||
2021 Q4 | 0 | ||
2022 | 0 | ||
2023 | 0 | ||
2024 | 0 | ||
2025 | 0 | ||
Thereafter | $ 598 | ||
Unsecured Debt | Notes due Jan 2028 | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 6.70% | 6.70% | 6.70% |
2021 Q1 | $ 0 | ||
2021 Q2 | 0 | ||
2021 Q3 | 0 | ||
2021 Q4 | 0 | ||
2022 | 0 | ||
2023 | 0 | ||
2024 | 0 | ||
2025 | 0 | ||
Thereafter | $ 200 | ||
Unsecured Debt | Euro-denominated notes due Oct 2029 | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 1.00% | 1.00% | 1.00% |
2021 Q1 | $ 0 | ||
2021 Q2 | 0 | ||
2021 Q3 | 0 | ||
2021 Q4 | 0 | ||
2022 | 0 | ||
2023 | 0 | ||
2024 | 0 | ||
2025 | 0 | ||
Thereafter | 718 | ||
Unsecured Debt | Euro-denominated fixed rate bank loan due Sept 2021 | |||
Debt Instrument [Line Items] | |||
2021 Q1 | 0 | ||
2021 Q2 | 17 | ||
2021 Q3 | 0 | ||
2021 Q4 | 15 | ||
2022 | 0 | ||
2023 | 0 | ||
2024 | 0 | ||
2025 | 0 | ||
Thereafter | $ 0 | ||
Unsecured Debt | Euro-denominated fixed rate bank loan due Sept 2021 | Minimum | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 0.30% | 0.30% | 0.30% |
Unsecured Debt | Euro-denominated fixed rate bank loan due Sept 2021 | Maximum | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 3.90% | 3.90% | 3.90% |
Unsecured Debt | Euro-denominated floating rate bank loan due Apr 2023 | |||
Debt Instrument [Line Items] | |||
2021 Q1 | $ 0 | ||
2021 Q2 | 179 | ||
2021 Q3 | 0 | ||
2021 Q4 | 0 | ||
2022 | 1,053 | ||
2023 | 628 | ||
2024 | 0 | ||
2025 | 0 | ||
Thereafter | $ 0 | ||
Unsecured Debt | Euro-denominated floating rate bank loan due Apr 2023 | Eurodollar | Minimum | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate (percent) | 0.30% | ||
Unsecured Debt | Euro-denominated floating rate bank loan due Apr 2023 | Eurodollar | Maximum | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate (percent) | 4.80% | ||
Unsecured Debt | Floating rate bank loan due Sep 2024 | |||
Debt Instrument [Line Items] | |||
2021 Q1 | $ 0 | ||
2021 Q2 | 0 | ||
2021 Q3 | 0 | ||
2021 Q4 | 0 | ||
2022 | 0 | ||
2023 | 0 | ||
2024 | 300 | ||
2025 | 0 | ||
Thereafter | $ 0 | ||
Unsecured Debt | Floating rate bank loan due Sep 2024 | LIBOR | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate (percent) | 3.80% | ||
Unsecured Debt | Sterling-denominated floating rate bank loan due Feb 2025 | |||
Debt Instrument [Line Items] | |||
2021 Q1 | $ 40 | ||
2021 Q2 | 0 | ||
2021 Q3 | 375 | ||
2021 Q4 | 0 | ||
2022 | 0 | ||
2023 | 0 | ||
2024 | 93 | ||
2025 | 373 | ||
Thereafter | $ 0 | ||
Unsecured Debt | Sterling-denominated floating rate bank loan due Feb 2025 | LIBOR | Minimum | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate (percent) | 0.80% | ||
Unsecured Debt | Sterling-denominated floating rate bank loan due Feb 2025 | LIBOR | Maximum | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate (percent) | 0.90% | ||
Unsecured Debt | Euro-denominated export credit facility floating rate due Oct 2032 | |||
Debt Instrument [Line Items] | |||
2021 Q1 | $ 0 | ||
2021 Q2 | 24 | ||
2021 Q3 | 49 | ||
2021 Q4 | 124 | ||
2022 | 333 | ||
2023 | 306 | ||
2024 | 277 | ||
2025 | 200 | ||
Thereafter | $ 629 | ||
Unsecured Debt | Euro-denominated export credit facility floating rate due Oct 2032 | Eurodollar | Minimum | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate (percent) | 0.20% | ||
Unsecured Debt | Euro-denominated export credit facility floating rate due Oct 2032 | Eurodollar | Maximum | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate (percent) | 1.50% | ||
Unsecured Debt | Euro-denominated export credit facility fixed rate due Sep 2032 | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 1.10% | 1.10% | 1.10% |
2021 Q1 | $ 0 | ||
2021 Q2 | 0 | ||
2021 Q3 | 26 | ||
2021 Q4 | 26 | ||
2022 | 103 | ||
2023 | 103 | ||
2024 | 103 | ||
2025 | 103 | ||
Thereafter | 644 | ||
Unsecured Debt | Export credit facility fixed rate due Oct 2031 | |||
Debt Instrument [Line Items] | |||
2021 Q1 | 0 | ||
2021 Q2 | 74 | ||
2021 Q3 | 36 | ||
2021 Q4 | 98 | ||
2022 | 291 | ||
2023 | 332 | ||
2024 | 332 | ||
2025 | 332 | ||
Thereafter | $ 1,576 | ||
Unsecured Debt | Export credit facility fixed rate due Oct 2031 | Minimum | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 2.40% | 2.40% | 2.40% |
Unsecured Debt | Export credit facility fixed rate due Oct 2031 | Maximum | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate (percent) | 3.40% | 3.40% | 3.40% |
Unsecured Debt | Export credit facility floating rate due Dec 2031 | |||
Debt Instrument [Line Items] | |||
2021 Q1 | $ 16 | ||
2021 Q2 | 35 | ||
2021 Q3 | 68 | ||
2021 Q4 | 41 | ||
2022 | 194 | ||
2023 | 152 | ||
2024 | 152 | ||
2025 | 92 | ||
Thereafter | $ 446 | ||
Unsecured Debt | Export credit facility floating rate due Dec 2031 | LIBOR | Minimum | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate (percent) | 0.50% | ||
Unsecured Debt | Export credit facility floating rate due Dec 2031 | LIBOR | Maximum | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate (percent) | 1.50% |
Debt - Debt Instrument (Details
Debt - Debt Instrument (Details) - Convertible - Senior Convertible Notes due 2023 $ in Millions | Nov. 30, 2020USD ($) |
Debt Instrument [Line Items] | |
Principal | $ 537 |
Less: Unamortized debt discount and transaction costs | (76) |
Total | $ 461 |
Debt - Interest Expense, Debt (
Debt - Interest Expense, Debt (Details) - Convertible - Senior Convertible Notes due 2023 $ in Millions | 12 Months Ended |
Nov. 30, 2020USD ($) | |
Debt Instrument [Line Items] | |
Contractual interest expense | $ 58 |
Amortization of debt discount and transaction costs | 50 |
Interest expense total | $ 109 |
Commitments (Details)
Commitments (Details) $ in Millions | Nov. 30, 2020USD ($) |
New ship growth capital | |
2021 | $ 3,201 |
2022 | 4,692 |
2023 | 3,273 |
2024 | 793 |
2025 | 1,076 |
Thereafter | 0 |
Total | 13,036 |
Other long-term commitments | |
2021 | 219 |
2022 | 98 |
2023 | 54 |
2024 | 52 |
2025 | 37 |
Thereafter | 18 |
Total | 478 |
Future minimum payments | |
2021 | 3,421 |
2022 | 4,790 |
2023 | 3,327 |
2024 | 845 |
2025 | 1,113 |
Thereafter | 18 |
Total | $ 13,515 |
Contingencies (Details)
Contingencies (Details) $ in Millions | May 02, 2019lawsuit | Nov. 30, 2020USD ($)plaintiff | Nov. 30, 2020USD ($) | Jun. 04, 2020passenger | May 27, 2020numberOfCases | Apr. 08, 2020subsidiary |
Loss Contingencies [Line Items] | ||||||
Number of lawsuits | lawsuit | 2 | |||||
Customer deposits | $ 377 | |||||
Estimate of reserve funds, per month | 60 | |||||
Estimate of reserve funds, maximum | 600 | |||||
Escrow deposit | $ 166 | 166 | ||||
Reserve funds | $ 46 | |||||
Number of subsidiaries | subsidiary | 2 | |||||
Number of cases consolidated with a new lead plaintiff | numberOfCases | 3 | |||||
Number of passengers, COVID-19 contracted allegations | passenger | 2 | |||||
Minimum | ||||||
Loss Contingencies [Line Items] | ||||||
Number of plaintiffs | plaintiff | 100 |
Taxation (Details)
Taxation (Details) - ITALY | 12 Months Ended | ||
Nov. 30, 2020 | Nov. 30, 2019 | Nov. 30, 2015 | |
Income Tax [Line Items] | |||
Additional tax rate election period beginning 2025 | 10 years | ||
Effective tax rate | 4.80% | 4.80% |
Shareholders' Equity - Addition
Shareholders' Equity - Additional Information (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
Nov. 30, 2020 | Oct. 31, 2020 | Apr. 30, 2020 | Nov. 30, 2020 | Nov. 30, 2019 | Nov. 30, 2018 | |
Stockholders Equity Note [Line Items] | ||||||
Unrecognized pension expenses reclassified out of accumulated other comprehensive (loss) income | $ 3,000,000 | $ 5,000,000 | $ 5,000,000 | |||
Preferred stock, authorized (in shares) | 40,000,000 | 40,000,000 | ||||
Public Offering | ||||||
Stockholders Equity Note [Line Items] | ||||||
Shares issued (in shares) | 71,900,000 | |||||
Price per share (in dollars per share) | $ 8 | |||||
Consideration received | $ 556,000,000 | |||||
ATM Offering | ||||||
Stockholders Equity Note [Line Items] | ||||||
Shares issued (in shares) | 94,500,000 | 67,100,000 | ||||
Stock value, authorized | $ 1,500,000,000 | $ 1,000,000,000 | $ 1,500,000,000 | |||
Carnival Corp | ||||||
Stockholders Equity Note [Line Items] | ||||||
Preferred stock, shares issued (in shares) | 0 | 0 | 0 | |||
Carnival PLC | ||||||
Stockholders Equity Note [Line Items] | ||||||
Preferred stock, shares issued (in shares) | 0 | 0 | 0 |
Shareholders' Equity - Shares R
Shareholders' Equity - Shares Repurchased (Details) - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Nov. 30, 2020 | Nov. 30, 2019 | Nov. 30, 2018 | |
Stockholders Equity Note [Line Items] | |||
Dollar Amount Paid for Shares Repurchased | $ 12 | $ 603 | $ 1,468 |
Repurchase Agreements | Carnival Corp | |||
Stockholders Equity Note [Line Items] | |||
Number of Shares Repurchased | 0 | 0.6 | 7.8 |
Dollar Amount Paid for Shares Repurchased | $ 0 | $ 26 | $ 476 |
Repurchase Agreements | Carnival PLC | |||
Stockholders Equity Note [Line Items] | |||
Number of Shares Repurchased | 0.2 | 12.2 | 16.3 |
Dollar Amount Paid for Shares Repurchased | $ 10 | $ 569 | $ 985 |
Shareholders' Equity - Accumula
Shareholders' Equity - Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions | Nov. 30, 2020 | Nov. 30, 2019 |
Equity [Abstract] | ||
Cumulative foreign currency translation adjustments, net | $ (1,382) | $ (1,961) |
Unrecognized pension expenses | (95) | (88) |
Net losses on cash flow derivative hedges | 41 | (18) |
Accumulated other comprehensive (loss) income | $ (1,436) | $ (2,066) |
Shareholders' Equity - Dividend
Shareholders' Equity - Dividends Declared (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |||||||||||
Nov. 30, 2020 | Aug. 31, 2020 | May 31, 2020 | Feb. 29, 2020 | Nov. 30, 2019 | Aug. 31, 2019 | May 31, 2019 | Feb. 28, 2019 | Nov. 30, 2018 | Aug. 31, 2018 | May 31, 2018 | Feb. 28, 2018 | |
Equity [Abstract] | ||||||||||||
Dividends declared per share (USD per share) | $ 0 | $ 0 | $ 0 | $ 0.50 | $ 0.50 | $ 0.50 | $ 0.50 | $ 0.50 | $ 0.50 | $ 0.50 | $ 0.50 | $ 0.45 |
Dividends declared | $ 0 | $ 0 | $ 0 | $ 342 | $ 346 | $ 342 | $ 346 | $ 345 | $ 349 | $ 350 | $ 357 | $ 322 |
Fair Value Measurements, Deri_3
Fair Value Measurements, Derivative Instruments and Hedging Activities and Financial Risk - Financial Instruments that are not Measured at Fair Value on a Recurring Basis (Details) - Financial Instruments Not Measured at Fair Value on a Recurring Basis - USD ($) $ in Millions | Nov. 30, 2020 | Nov. 30, 2019 |
Carrying Value | ||
Assets | ||
Long-term other assets | $ 45 | $ 181 |
Total | 45 | 181 |
Liabilities | ||
Total | 27,581 | 11,634 |
Carrying Value | Fixed Rate | ||
Liabilities | ||
Debt | 15,547 | 7,438 |
Carrying Value | Floating Rate | ||
Liabilities | ||
Debt | 12,034 | 4,195 |
Fair Value | Level 1 | ||
Assets | ||
Long-term other assets | 0 | 0 |
Total | 0 | 0 |
Liabilities | ||
Total | 0 | 0 |
Fair Value | Level 1 | Fixed Rate | ||
Liabilities | ||
Debt | 0 | 0 |
Fair Value | Level 1 | Floating Rate | ||
Liabilities | ||
Debt | 0 | 0 |
Fair Value | Level 2 | ||
Assets | ||
Long-term other assets | 17 | 31 |
Total | 17 | 31 |
Liabilities | ||
Total | 27,670 | 12,030 |
Fair Value | Level 2 | Fixed Rate | ||
Liabilities | ||
Debt | 16,258 | 7,782 |
Fair Value | Level 2 | Floating Rate | ||
Liabilities | ||
Debt | 11,412 | 4,248 |
Fair Value | Level 3 | ||
Assets | ||
Long-term other assets | 18 | 149 |
Total | 18 | 149 |
Liabilities | ||
Total | 0 | 0 |
Fair Value | Level 3 | Fixed Rate | ||
Liabilities | ||
Debt | 0 | 0 |
Fair Value | Level 3 | Floating Rate | ||
Liabilities | ||
Debt | $ 0 | $ 0 |
Fair Value Measurements, Deri_4
Fair Value Measurements, Derivative Instruments and Hedging Activities and Financial Risk - Financial Instruments that are Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Millions | Nov. 30, 2020 | Nov. 30, 2019 |
Assets | ||
Derivative financial instruments | $ 0 | $ 58 |
Liabilities | ||
Derivative financial instruments | 10 | 25 |
Financial Instruments Measured at Fair Value on a Recurring Basis | Level 1 | ||
Assets | ||
Cash and cash equivalents | 9,513 | 518 |
Restricted cash | 179 | 13 |
Total | 9,692 | 530 |
Financial Instruments Measured at Fair Value on a Recurring Basis | Level 1 | Derivative financial instruments | ||
Assets | ||
Derivative financial instruments | 0 | |
Financial Instruments Measured at Fair Value on a Recurring Basis | Level 2 | ||
Assets | ||
Cash and cash equivalents | 0 | |
Restricted cash | 0 | |
Total | 58 | |
Liabilities | ||
Total | 10 | 25 |
Financial Instruments Measured at Fair Value on a Recurring Basis | Level 2 | Derivative financial instruments | ||
Assets | ||
Derivative financial instruments | 58 | |
Financial Instruments Measured at Fair Value on a Recurring Basis | Level 2 | Derivative financial instruments | ||
Liabilities | ||
Derivative financial instruments | 10 | 25 |
Financial Instruments Measured at Fair Value on a Recurring Basis | Level 3 | ||
Liabilities | ||
Total | 0 | $ 0 |
Financial Instruments Measured at Fair Value on a Recurring Basis | Level 3 | Derivative financial instruments | ||
Assets | ||
Derivative financial instruments | $ 0 |
Fair Value Measurements, Deri_5
Fair Value Measurements, Derivative Instruments and Hedging Activities and Financial Risk - Reconciliation of Changes in Carrying Amounts of Goodwill (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Jul. 31, 2019USD ($) | Jul. 31, 2018USD ($) | May 31, 2020USD ($)segment | Nov. 30, 2020USD ($) | Nov. 30, 2019USD ($) | Nov. 30, 2018USD ($) | |
Goodwill [Line Items] | ||||||
Goodwill impairments | $ 0 | $ 0 | $ 2,096,000,000 | $ 0 | $ 0 | |
Goodwill | 807,000,000 | 2,912,000,000 | 2,925,000,000 | |||
Goodwill [Roll Forward] | ||||||
Beginning Balance | 2,912,000,000 | 2,925,000,000 | ||||
Impairment charges | (2,096,000,000) | |||||
Foreign currency translation adjustment | (9,000,000) | (13,000,000) | ||||
Ending Balance | 807,000,000 | 2,912,000,000 | 2,925,000,000 | |||
Costa | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 435,000,000 | 435,000,000 | ||||
Goodwill [Roll Forward] | ||||||
Beginning Balance | 435,000,000 | |||||
Ending Balance | 435,000,000 | |||||
NAA Segment | ||||||
Goodwill [Line Items] | ||||||
Number of reporting units impaired | segment | 2 | |||||
Goodwill | 579,000,000 | 1,898,000,000 | 1,898,000,000 | |||
Goodwill [Roll Forward] | ||||||
Beginning Balance | 1,898,000,000 | 1,898,000,000 | ||||
Impairment charges | $ (2,100,000,000) | (1,319,000,000) | ||||
Foreign currency translation adjustment | 0 | 0 | ||||
Ending Balance | 579,000,000 | 1,898,000,000 | 1,898,000,000 | |||
EA Segment | ||||||
Goodwill [Line Items] | ||||||
Number of reporting units impaired | segment | 2 | |||||
Goodwill | 228,000,000 | 1,014,000,000 | 1,027,000,000 | |||
Goodwill [Roll Forward] | ||||||
Beginning Balance | 1,014,000,000 | 1,027,000,000 | ||||
Impairment charges | (777,000,000) | |||||
Foreign currency translation adjustment | (9,000,000) | (13,000,000) | ||||
Ending Balance | $ 228,000,000 | 1,014,000,000 | $ 1,027,000,000 | |||
EA Segment | Costa | ||||||
Goodwill [Roll Forward] | ||||||
Impairment charges | $ 0 |
Fair Value Measurements, Deri_6
Fair Value Measurements, Derivative Instruments and Hedging Activities and Financial Risk - Reconciliation of Changes in Carrying Amounts of Intangible Assets Not Subject to Amortization, Which Represents Trademarks (Details) - USD ($) $ in Millions | 12 Months Ended | |
Nov. 30, 2020 | Nov. 30, 2019 | |
Indefinite-lived Intangible Assets [Roll Forward] | ||
Beginning Balance | $ 1,167 | $ 1,169 |
Foreign currency translation adjustment | 13 | (2) |
Ending Balance | 1,180 | 1,167 |
NAA Segment | ||
Indefinite-lived Intangible Assets [Roll Forward] | ||
Beginning Balance | 927 | 927 |
Foreign currency translation adjustment | 0 | |
Ending Balance | 927 | 927 |
EA Segment | ||
Indefinite-lived Intangible Assets [Roll Forward] | ||
Beginning Balance | 240 | 242 |
Foreign currency translation adjustment | 13 | (2) |
Ending Balance | $ 253 | $ 240 |
Fair Value Measurements, Deri_7
Fair Value Measurements, Derivative Instruments and Hedging Activities and Financial Risk - Impairments of Ships (Details) $ in Billions | 12 Months Ended |
Nov. 30, 2020USD ($) | |
NAA Segment | |
Property, Plant and Equipment [Line Items] | |
Ship impairment charges | $ 1.5 |
EA Segment | |
Property, Plant and Equipment [Line Items] | |
Ship impairment charges | $ 0.3 |
Fair Value Measurements, Deri_8
Fair Value Measurements, Derivative Instruments and Hedging Activities and Financial Risk - Estimated Fair Values of Derivative Financial Instruments and Location on Consolidated Balance Sheets (Details) - USD ($) | Nov. 30, 2020 | Nov. 30, 2019 |
Derivatives, Fair Value [Line Items] | ||
Derivative assets | $ 0 | $ 58,000,000 |
Derivative liabilities | 10,000,000 | 25,000,000 |
Interest rate swaps | Cash flow hedging | ||
Derivatives, Fair Value [Line Items] | ||
Amount of interest rate swap agreements change, of EURIBOR-based floating rate debt to fixed rate debt, for euro interest rate swaps designated as cash flow hedges | 248,000,000 | 300,000,000 |
Designated as hedging instruments | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 58,000,000 | |
Interest rate swaps | Designated as hedging instruments | Accrued liabilities and other | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | 5,000,000 | 6,000,000 |
Interest rate swaps | Designated as hedging instruments | Other long-term liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | 5,000,000 | 9,000,000 |
Foreign currency zero cost collars | Designated as hedging instruments | Accrued liabilities and other | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | 0 | 1,000,000 |
Cross currency swaps | Designated as hedging instruments | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | 0 | 1,900,000,000 |
Cross currency swaps | Designated as hedging instruments | Prepaid expenses and other | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 0 | 32,000,000 |
Cross currency swaps | Designated as hedging instruments | Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 0 | 25,000,000 |
Cross currency swaps | Designated as hedging instruments | Accrued liabilities and other | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | $ 0 | 1,000,000 |
Cross currency swaps | Designated as hedging instruments | Other long-term liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | $ 9,000,000 |
Fair Value Measurements, Deri_9
Fair Value Measurements, Derivative Instruments and Hedging Activities and Financial Risk - Offsetting Derivative Instruments (Details) - USD ($) $ in Millions | Nov. 30, 2020 | Nov. 30, 2019 |
Assets | ||
Gross Amounts | $ 0 | $ 58 |
Gross Amounts Offset in the Balance Sheet | 0 | 0 |
Total Net Amounts Presented in the Balance Sheet | 0 | 58 |
Gross Amounts not Offset in the Balance Sheet | 0 | (4) |
Net Amounts | 0 | 54 |
Liabilities | ||
Gross Amounts | 10 | 25 |
Gross Amounts Offset in the Balance Sheet | 0 | 0 |
Total Net Amounts Presented in the Balance Sheet | 10 | 25 |
Gross Amounts not Offset in the Balance Sheet | 0 | (4) |
Net Amounts | $ 10 | $ 21 |
Fair Value Measurements, Der_10
Fair Value Measurements, Derivative Instruments and Hedging Activities and Financial Risk - Derivatives Qualifying and Designated as Hedging Instruments Recognized in Other Comprehensive Income (Details) - Designated as hedging instruments - USD ($) $ in Millions | 12 Months Ended | ||
Nov. 30, 2020 | Nov. 30, 2019 | Nov. 30, 2018 | |
Cross currency swaps, included component | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gains (losses) recognized in AOCI, net investment hedges | $ 131 | $ 43 | $ 18 |
Cross currency swaps, excluded component | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gains (losses) recognized in AOCI, net investment hedges | (1) | 1 | 0 |
Foreign currency zero cost collars | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gains (losses) recognized in AOCI, cash flow hedges | 1 | (1) | (12) |
Gains (losses) reclassified from AOCI, cash flow hedges | 1 | 1 | 1 |
Foreign currency forwards | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gains (losses) recognized in AOCI, cash flow hedges | 53 | 0 | 0 |
Interest rate swaps | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gains (losses) recognized in AOCI, cash flow hedges | 6 | 3 | 6 |
Gains (losses) reclassified from AOCI, cash flow hedges | (6) | (7) | (10) |
Cross currency swaps, interest expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gains (losses) recognized on derivative instruments (amount excluded from effectiveness testing – net investment hedges) | $ 12 | $ 23 | $ 0 |
Fair Value Measurements, Der_11
Fair Value Measurements, Derivative Instruments and Hedging Activities and Financial Risk - Fuel Derivatives Outstanding (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Nov. 30, 2020 | Nov. 30, 2019 | Nov. 30, 2018 | |
Derivative [Line Items] | |||
Unrealized gains on fuel derivatives, net | $ 0 | $ 0 | |
Realized losses on fuel derivatives, net | 0 | 0 | |
Gains (losses) on fuel derivatives, net | $ 0 | $ 0 | $ 59 |
Fuel | |||
Derivative [Line Items] | |||
Unrealized gains on fuel derivatives, net | 94 | ||
Realized losses on fuel derivatives, net | (35) | ||
Gains (losses) on fuel derivatives, net | $ 59 |
Fair Value Measurements, Der_12
Fair Value Measurements, Derivative Instruments and Hedging Activities and Financial Risk - Foreign Currency Exchange Risks (Details) | 12 Months Ended | ||
Nov. 30, 2020USD ($) | Nov. 30, 2019USD ($) | Nov. 30, 2018USD ($) | |
Fair Value, Measurement Inputs, Disclosure [Line Items] | |||
Foreign currency translation adjustment losses | $ (578,000,000) | $ 86,000,000 | $ 199,000,000 |
Foreign currency contract commitments | $ 6,900,000,000 | ||
Foreign currency zero cost collars | Mardi Gras | Cash flow hedging | |||
Fair Value, Measurement Inputs, Disclosure [Line Items] | |||
Weighted-Average Floor Rate | 1.12 | ||
Weighted- Average Ceiling Rate | 1.28 | ||
Euro-denominated | |||
Fair Value, Measurement Inputs, Disclosure [Line Items] | |||
Debt | $ 9,000,000,000 | ||
Sterling-denominated | |||
Fair Value, Measurement Inputs, Disclosure [Line Items] | |||
Debt | 881,000,000 | ||
Foreign currency translation adjustment losses | $ 27,000,000 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Millions | 12 Months Ended |
Nov. 30, 2020USD ($) | |
Lessee, Lease, Description [Line Items] | |
Operating lease minimum commitment | $ 439 |
Right-of-use assets obtained in exchange for operating lease liabilities | $ 144 |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Lease term (in years) | 1 year |
Lease renewal term (in years) | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Lease renewal term (in years) | 10 years |
Leases - Lease Terms (Details)
Leases - Lease Terms (Details) $ in Millions | 12 Months Ended |
Nov. 30, 2020USD ($) | |
Leases [Abstract] | |
Operating lease expense | $ 203 |
Variable lease expense | $ (61) |
Weighted average remaining lease term - operating leases (in years) | 13 years |
Weighted average discount rate - operating leases (percent) | 3.40% |
Leases - Maturities of Operatin
Leases - Maturities of Operating Lease Liabilities (Details) $ in Millions | Nov. 30, 2020USD ($) |
Leases [Abstract] | |
2021 | $ 204 |
2022 | 176 |
2023 | 159 |
2024 | 147 |
2025 | 143 |
Thereafter | 936 |
Total lease payments | 1,765 |
Less: Present value discount | (341) |
Operating lease liabilities | $ 1,424 |
Leases - Future Minimum Lease P
Leases - Future Minimum Lease Payments (Details) $ in Millions | Nov. 30, 2019USD ($) |
Leases [Abstract] | |
2020 | $ 219 |
2021 | 196 |
2022 | 161 |
2023 | 173 |
2024 | 167 |
Thereafter | 1,408 |
Total | $ 2,324 |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 12 Months Ended |
Nov. 30, 2020segment | |
Segment Reporting [Abstract] | |
Reportable cruise segments | 4 |
Segment Information - Segment R
Segment Information - Segment Reporting Information, by Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
May 31, 2020 | Nov. 30, 2020 | Nov. 30, 2019 | Nov. 30, 2018 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 5,595 | $ 20,825 | $ 18,881 | |
Operating costs and expenses | 14,460 | 17,549 | 15,556 | |
Selling and administrative | 1,878 | 2,480 | 2,450 | |
Depreciation and amortization | 2,241 | 2,160 | 2,017 | |
Operating Income (Loss) | (8,865) | 3,276 | 3,325 | |
Capital expenditures | 3,620 | 5,429 | 3,749 | |
Assets | 53,593 | 45,058 | 42,401 | |
Goodwill impairment | 2,096 | |||
Cruise Support | ||||
Segment Reporting Information [Line Items] | ||||
Operating costs and expenses | 8,245 | 12,909 | 11,089 | |
NAA | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 3,627 | 13,612 | 12,236 | |
Selling and administrative | 1,066 | 1,427 | 1,403 | |
Depreciation and amortization | 1,413 | 1,364 | 1,264 | |
Operating Income (Loss) | (5,794) | 2,451 | 2,389 | |
Capital expenditures | 1,430 | 2,781 | 2,614 | |
Assets | 25,257 | 27,102 | 25,613 | |
Goodwill impairment | $ 2,100 | 1,319 | ||
NAA | Cruise Support | ||||
Segment Reporting Information [Line Items] | ||||
Operating costs and expenses | 5,623 | 8,370 | 7,180 | |
EA | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 1,790 | 6,650 | 6,243 | |
Selling and administrative | 523 | 744 | 751 | |
Depreciation and amortization | 672 | 645 | 611 | |
Operating Income (Loss) | (2,729) | 1,115 | 1,205 | |
Capital expenditures | 2,036 | 2,462 | 945 | |
Assets | 16,505 | 15,473 | 13,825 | |
Goodwill impairment | 777 | |||
EA | Cruise Support | ||||
Segment Reporting Information [Line Items] | ||||
Operating costs and expenses | 2,548 | 4,146 | 3,676 | |
Cruise Support | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 68 | 173 | 129 | |
Selling and administrative | 262 | 281 | 268 | |
Depreciation and amortization | 128 | 115 | 103 | |
Operating Income (Loss) | (313) | (347) | (296) | |
Capital expenditures | 144 | 143 | 38 | |
Assets | 11,135 | 1,861 | 2,303 | |
Cruise Support | Cruise Support | ||||
Segment Reporting Information [Line Items] | ||||
Operating costs and expenses | (10) | 125 | 53 | |
Tour and Other | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 110 | 390 | 272 | |
Selling and administrative | 27 | 28 | 28 | |
Depreciation and amortization | 28 | 36 | 39 | |
Operating Income (Loss) | (29) | 56 | 26 | |
Capital expenditures | 11 | 43 | 152 | |
Assets | 696 | 623 | 660 | |
Tour and Other | Cruise Support | ||||
Segment Reporting Information [Line Items] | ||||
Operating costs and expenses | $ 84 | $ 268 | $ 180 |
Segment Information - Revenue b
Segment Information - Revenue by Geographic Area, Based on Where Guests are Sourced (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Nov. 30, 2020 | Nov. 30, 2019 | Nov. 30, 2018 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Revenues | $ 5,595 | $ 20,825 | $ 18,881 |
North America | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Revenues | 3,084 | 11,502 | 10,066 |
Europe | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Revenues | 1,643 | 6,318 | 5,957 |
Australia and Asia | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Revenues | 687 | 2,632 | 2,530 |
Other | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Revenues | $ 180 | $ 373 | $ 327 |
Compensation Plans and Post-E_3
Compensation Plans and Post-Employment Benefits - Additional Information (Details) shares in Millions, $ in Millions | 12 Months Ended | ||||
Nov. 30, 2020USD ($)plansectionshares | Nov. 30, 2019USD ($) | Nov. 30, 2018USD ($) | Mar. 31, 2019 | Mar. 31, 2018 | |
Defined Benefit Plan Disclosure [Line Items] | |||||
Shares available for future grant (in shares) | shares | 11.1 | ||||
Award vesting period (in years) | 3 years | ||||
Unrecognized compensation cost | $ 129 | ||||
Weighted-average period over which cost is expected to be recognized (in years) | 1 year 4 months 24 days | ||||
Defined contribution plans, total expense | $ 24 | $ 41 | $ 39 | ||
Pension Plan | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Accumulated benefit obligation | $ 584 | 531 | |||
Number of multiemployer plans | plan | 2 | ||||
Number of multiemployer plan sections | section | 2 | ||||
Multiemployer plans expense | $ 2 | $ 6 | $ 8 | ||
Pension Plan | UK Plan | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Anticipated contributions | $ 6 | ||||
Pension Plan | UK Plan | Minimum | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fixed interest bonds rate (percent) | 1.00% | ||||
Pension Plan | UK Plan | Maximum | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fixed interest bonds rate (percent) | 1.80% | ||||
Pension Plan | All Other Plans | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Anticipated contributions | $ 27 | ||||
Pension Plan | MNOPF | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Funded (percentage) | 98.00% | ||||
Employer contribution of total contributions made by all plan participants (percentage) | 5.00% | 5.00% | 5.00% | ||
Pension Plan | MNRPF | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Funded (percentage) | 84.00% | ||||
Employer contribution of total contributions made by all plan participants (percentage) | 5.00% | 5.00% | 5.00% |
Compensation Plans and Post-E_4
Compensation Plans and Post-Employment Benefits - Awards Activity (Details) - Equity Awards - $ / shares | 12 Months Ended | ||
Nov. 30, 2020 | Nov. 30, 2019 | Nov. 30, 2018 | |
Shares | |||
Outstanding beginning balance (in shares) | 2,491,376 | 2,280,517 | 2,949,968 |
Granted (in shares) | 9,971,331 | 1,357,177 | 951,906 |
Vested (in shares) | (1,641,570) | (960,693) | (1,419,218) |
Forfeited (in shares) | (480,361) | (185,625) | (202,139) |
Outstanding ending balance (in shares) | 10,340,776 | 2,491,376 | 2,280,517 |
Weighted-Average Grant Date Fair Value | |||
Weighted-average grant date fair value, outstanding beginning balance (in dollars per share) | $ 59.97 | $ 61.57 | $ 51.82 |
Weighted-average grant date fair value, granted (in dollars per share) | 20.72 | 52.17 | 66.68 |
Weighted-average grant date fair value, vested (in dollars per share) | 30.68 | 53.49 | 45.45 |
Weighted-average grant date fair value, forfeited (in dollars per share) | 50.96 | 56.13 | 56.57 |
Weighted-average grant date fair value, outstanding ending balance (in dollars per share) | $ 26.61 | $ 59.97 | $ 61.57 |
Compensation Plans and Post-E_5
Compensation Plans and Post-Employment Benefits - Obligation and Funded Status (Details) - Pension Plan - USD ($) $ in Millions | 12 Months Ended | ||
Nov. 30, 2020 | Nov. 30, 2019 | Nov. 30, 2018 | |
UK Plan | |||
Change in projected benefit obligation: | |||
Projected benefit obligation as of December 1 | $ 299 | $ 267 | |
Past service cost | 0 | 0 | $ 0 |
Interest cost | 5 | 7 | 7 |
Benefits paid | (16) | (10) | |
Actuarial (gain) loss on plans’ liabilities | 14 | 35 | |
Plan curtailments, settlements and other | 0 | 0 | |
Projected benefit obligation as of November 30 | 303 | 299 | 267 |
Change in plan assets: | |||
Fair value of plan assets as of December 1 | 312 | 278 | |
Return on plans’ assets | 23 | 43 | |
Employer contributions | 6 | 2 | |
Benefits paid | (16) | (10) | |
Plan settlements | 0 | 0 | |
Administrative expenses | (1) | 0 | |
Fair value of plan assets as of November 30 | 325 | 312 | 278 |
Funded status as of November 30 | 22 | 13 | |
All Other Plans | |||
Change in projected benefit obligation: | |||
Projected benefit obligation as of December 1 | 254 | 213 | |
Past service cost | 20 | 17 | 16 |
Interest cost | 6 | 8 | 6 |
Benefits paid | (14) | (18) | |
Actuarial (gain) loss on plans’ liabilities | 13 | 34 | |
Plan curtailments, settlements and other | (4) | 0 | |
Projected benefit obligation as of November 30 | 280 | 254 | 213 |
Change in plan assets: | |||
Fair value of plan assets as of December 1 | 18 | 18 | |
Return on plans’ assets | 1 | 1 | |
Employer contributions | 14 | 18 | |
Benefits paid | (14) | (19) | |
Plan settlements | (2) | 0 | |
Administrative expenses | 0 | 0 | |
Fair value of plan assets as of November 30 | 17 | 18 | $ 18 |
Funded status as of November 30 | $ (263) | $ (236) |
Compensation Plans and Post-E_6
Compensation Plans and Post-Employment Benefits - Amounts Recognized in Balance Sheets (Details) - USD ($) $ in Millions | Nov. 30, 2020 | Nov. 30, 2019 |
Defined Benefit Plan Disclosure [Line Items] | ||
Other assets | $ 1,594 | $ 783 |
Accrued liabilities and other | 1,144 | 1,809 |
Other long-term liabilities | 949 | 890 |
Pension Plan | UK Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Other assets | 22 | 13 |
Accrued liabilities and other | 0 | 0 |
Other long-term liabilities | 0 | 0 |
Pension Plan | All Other Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Other assets | 0 | 0 |
Accrued liabilities and other | 32 | 25 |
Other long-term liabilities | $ 231 | $ 210 |
Compensation Plans and Post-E_7
Compensation Plans and Post-Employment Benefits - Accumulated Benefit Obligations in Excess of Fair Value of Plan Assets (Details) - Pension Plan - USD ($) $ in Millions | Nov. 30, 2020 | Nov. 30, 2019 |
Defined Benefit Plan Disclosure [Line Items] | ||
Projected benefit obligation | $ 280 | |
Accumulated benefit obligation | 272 | $ 247 |
Fair value of plan assets | $ 17 | $ 18 |
Compensation Plans and Post-E_8
Compensation Plans and Post-Employment Benefits - Net Periodic Benefit Costs (Details) - Pension Plan - USD ($) $ in Millions | 12 Months Ended | ||
Nov. 30, 2020 | Nov. 30, 2019 | Nov. 30, 2018 | |
UK Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | $ 0 | $ 0 | $ 0 |
Interest cost | 5 | 7 | 7 |
Expected return on plan assets | (8) | (11) | (12) |
Amortization of prior service cost | 0 | 0 | 0 |
Amortization of net loss (gain) | 0 | 0 | 1 |
Settlement loss recognized | 0 | 0 | 0 |
Net periodic benefit cost | $ (3) | $ (3) | $ (2) |
Benefit obligations weighted average assumptions | |||
Discount rate (percentage) | 1.60% | 1.90% | |
Rate of compensation increase (percentage) | 2.30% | 2.90% | |
Net pension income weighted average assumptions | |||
Discount rate (percentage) | 1.90% | 3.00% | 2.60% |
Expected return on assets (percentage) | 3.00% | 4.20% | 4.00% |
Rate of compensation increase (percentage) | 2.90% | 3.40% | 3.20% |
All Other Plans | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | $ 20 | $ 17 | $ 16 |
Interest cost | 6 | 8 | 6 |
Expected return on plan assets | (1) | (1) | 0 |
Amortization of prior service cost | 0 | 0 | 0 |
Amortization of net loss (gain) | 4 | 3 | 3 |
Settlement loss recognized | 1 | 0 | 4 |
Net periodic benefit cost | $ 32 | $ 28 | $ 29 |
Benefit obligations weighted average assumptions | |||
Discount rate (percentage) | 2.20% | 2.90% | |
Rate of compensation increase (percentage) | 2.80% | 3.00% | |
Net pension income weighted average assumptions | |||
Discount rate (percentage) | 2.90% | 3.50% | 3.30% |
Expected return on assets (percentage) | 3.00% | 3.00% | 3.00% |
Rate of compensation increase (percentage) | 2.70% | 3.00% | 3.00% |
Compensation Plans and Post-E_9
Compensation Plans and Post-Employment Benefits - AOCI (Details) - Pension Plan - USD ($) $ in Millions | 12 Months Ended | |
Nov. 30, 2020 | Nov. 30, 2019 | |
UK Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Actuarial losses (gains) recognized in the current year | $ 1 | $ 3 |
Amortization and settlements included in net periodic benefit cost | 0 | 0 |
All Other Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Actuarial losses (gains) recognized in the current year | 13 | 33 |
Amortization and settlements included in net periodic benefit cost | $ (8) | $ (3) |
Compensation Plans and Post-_10
Compensation Plans and Post-Employment Benefits - Expected Benefit Costs (Details) - Pension Plan $ in Millions | Nov. 30, 2020USD ($) |
UK Plan | |
Defined Benefit Plan, Expected Future Benefit Payment [Abstract] | |
2021 | $ 6 |
2022 | 6 |
2023 | 7 |
2024 | 7 |
2025 | 7 |
2026-2030 | 38 |
Estimated future benefit total | 71 |
All Other Plans | |
Defined Benefit Plan, Expected Future Benefit Payment [Abstract] | |
2021 | 27 |
2022 | 25 |
2023 | 26 |
2024 | 27 |
2025 | 29 |
2026-2030 | 143 |
Estimated future benefit total | $ 277 |
Compensation Plans and Post-_11
Compensation Plans and Post-Employment Benefits - Fair Value of Plan Assets (Details) - USD ($) $ in Millions | Nov. 30, 2020 | Nov. 30, 2019 |
Equities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan investment assets, at fair value | $ 55 | $ 153 |
U.K. government fixed interest bonds (gilts) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan investment assets, at fair value | $ 270 | $ 159 |
Earnings Per Share - Basic and
Earnings Per Share - Basic and Diluted Earnings Per Share Computation (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Nov. 30, 2020 | Nov. 30, 2019 | Nov. 30, 2018 | |
Earnings Per Share [Abstract] | |||
Net income (loss) for basic and diluted earnings per share | $ (10,236) | $ 2,990 | $ 3,152 |
Weighted-average shares outstanding (in shares) | 775 | 690 | 709 |
Dilutive effect of equity plans (in shares) | 0 | 2 | 2 |
Diluted weighted-average shares outstanding (in shares) | 775 | 692 | 710 |
Basic earnings per share (in dollars per share) | $ (13.20) | $ 4.34 | $ 4.45 |
Diluted earnings per share (in dollars per share) | $ (13.20) | $ 4.32 | $ 4.44 |
Earnings Per Share - Antidiluti
Earnings Per Share - Antidilutive Shares Excluded from Diluted Earnings Per Share Computations (Details) shares in Millions | 12 Months Ended |
Nov. 30, 2020shares | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive equity awards excluded from diluted earnings per share computations (in shares) | 104 |
Equity awards | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive equity awards excluded from diluted earnings per share computations (in shares) | 1 |
Convertible Notes | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive equity awards excluded from diluted earnings per share computations (in shares) | 103 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information (Details) - USD ($) shares in Millions, $ in Millions | 12 Months Ended | |||
Nov. 30, 2020 | Nov. 30, 2019 | Nov. 30, 2018 | Nov. 30, 2017 | |
Conversion of Stock [Line Items] | ||||
Cash and cash equivalents (Consolidated Balance Sheets) | $ 9,513 | $ 518 | ||
Restricted cash included in prepaid expenses and other and other assets | 179 | 13 | ||
Total cash, cash equivalents and restricted cash (Consolidated Statements of Cash Flows) | 9,692 | 530 | $ 996 | $ 422 |
Cash paid for interest, net of capitalized interest | $ 610 | 171 | 182 | |
Cash paid for income taxes, net of recoveries | $ 46 | $ 58 | ||
Convertible | Common stock | ||||
Conversion of Stock [Line Items] | ||||
Shares issued (in shares) | 151.2 | |||
Repurchase amount | $ 1,300 |