Strategic Report and IFRS Financial Statements Year Ended November 30, 2014 The Annual Report of Carnival plc comprises the Strategic Report and Carnival plc consolidated and company IFRS Financial Statements contained herein, together with certain parts of the Proxy Statement (including its Annexes), dated February 20, 2015. The Carnival plc consolidated IFRS Financial Statements, which are required to satisfy reporting requirements of the Companies Act 2006, incorporate the results of Carnival plc and its subsidiaries and, accordingly, do not include the IFRS consolidated results and financial position of Carnival Corporation and its subsidiaries. However, the Directors consider that, within the Carnival Corporation and Carnival plc dual listed company (“DLC”) arrangement, the most appropriate presentation of Carnival plc’s results and financial position is by reference to the Carnival Corporation & plc U.S. GAAP consolidated financial statements (“DLC Financial Statements”). The DLC Financial Statements are included in the Carnival Corporation & plc 2014 Annual Report (“DLC Annual Report”), which is prepared to satisfy U.S. reporting requirements. Accordingly, the DLC Annual Report (containing the DLC Financial Statements) is included in Annex 1 to the Carnival plc Annual Report. In order to obtain a better understanding of the Carnival Corporation & plc business, financial condition and results of operations, the Carnival plc stakeholders should read the items referenced below included in the Proxy Statement, Annex 1 and Carnival Corporation & plc joint Annual Report on Form 10-K (“Form 10-K”), in addition to the Carnival plc Strategic Report and IFRS Financial Statements contained herein. The locations where the Carnival plc Annual Report Documents and Other Information can be found are as follows: CARNIVAL PLC ANNUAL REPORT DOCUMENTS LOCATIONS PAGE NO. Strategic Report Chief Executive Officer’s Letter to Shareholders .................................. Strategic Report 2 – 4 Overview-Summary .............................................................. Strategic Report 5 Vision, Goals and Related Strategies .............................................. Strategic Report 5 – 8 Global Cruise Industry-Overview ................................................. Strategic Report 8 Favorable Characteristics of the Global Cruise Industry ........................... Strategic Report 9 – 10 Passenger Capacity and Cruise Guests Carried .................................... Strategic Report 11 Our Global Cruise Business-Cruise Programs ..................................... Strategic Report 12 Segment Information ............................................................. Strategic Report 12 North America Cruise Brands .................................................... Strategic Report 13 – 16 Europe, Australia & Asia Cruise Brands .......................................... Strategic Report 16 – 22 Ships Under Contract for Construction ............................................ Strategic Report 22 Cruise Ports and Destination Developments ....................................... Strategic Report 23 Cruise Ship Repair Facility ....................................................... Strategic Report 23 Cruise Pricing and Payment Terms, Onboard and Other Revenues, Sales Relationships, Marketing Activities, Seasonality and Competition .............. Strategic Report 23 – 27 Government Regulations (including Greenhouse Gas Emissions and Human Rights) ........................................................................ Strategic Report 27 – 35 Training, Employees (including diversity), Supply Chain, Communities in Which We Operate, Information Technology, Insurance, Trademarks and Other Intellectual Property, Taxation and Industry and Market Data Strategic Report 35 – 40 Business Review ................................................................. Strategic Report 40 – 56 Principal Risks and Uncertainties ................................................. Strategic Report 57 – 63 Repurchase Authorizations and Stock Swap Programs ............................ Strategic Report 63 – 64 Carnival plc IFRS Financial Statements for the year ended November 30, 2014 Carnival plc IFRS Financial Statements ........................................... Carnival plc Financial Statements 65 – 110 PricewaterhouseCoopers LLP Independent Auditor’s Report ...................... Carnival plc Financial Statements 111 – 117 Additional Documents Certain Relationships and Related Party Transactions ............................. Proxy Statement 81 – 82 Carnival plc Directors’ Report .................................................... Proxy Statement – Annex A A-1 – A-8 Carnival plc Directors’ Remuneration Report – Part I ............................. Proxy Statement 43 – 62 Carnival plc Directors’ Remuneration Report – Part II ............................ Proxy Statement – Annex B B-1 – B-13 Carnival plc Corporate Governance Report ....................................... Proxy Statement – Annex C C-1 – C-13 OTHER INFORMATION DLC Annual Report DLC Financial Statements ........................................................ Annex 1 6 – 36 Selected Financial Data ........................................................... Annex 1 61 – 62 Market Price for Common Stock and Ordinary Shares ............................ Annex 1 62 Stock Performance Graphs ....................................................... Annex 1 63 – 64 Selected Quarterly Financial Data (Unaudited) .................................... Annex 1 65 – 66 Corporate and Other Information ................................................. Annex 1 67 Other Other Risk Factors ............................................................... Form 10-K 37 – 47 Properties, Legal Proceedings, Executive Officers and Dividends ................. Form 10-K 47 – 50 The Notice of Annual Meetings and Proxy Statement, dated February 20, 2015 (“Proxy Statement”) and Form 10-K are not set forth within this document, but are available for viewing at www.carnivalcorp.com or www.carnivalplc.com. The Carnival plc IFRS Financial Statements have been submitted to the National Storage Mechanism and are available for inspection at www.morningstar.co.uk/uk/NSM and will be included in the Annual Meeting materials available to the Carnival plc shareholders. Strategic Report The Directors consider that, within the DLC arrangement, the most appropriate presentation of Carnival plc’s business strategy is by reference to the consolidated strategy of Carnival Corporation & plc. Accordingly, this Strategic Report presents the required strategy and business review for the combined group in order to satisfy reporting requirements of the Companies Act 2006. 1. Chief Executive Officer’s Letter to Shareholders. Strategic Report Dear Shareholders, Achieving positive revenue yields and earnings growth of nearly 25 percent over 2013, we reached a significant inflection point for our company. Looking ahead, we are working hard to enable growth to accelerate in the years to come as we aggressively work toward delivering double-digit return on invested capital (“ROIC”). In 2014, we achieved non-GAAP net income exceeding $1.5 billion and cash from operations of nearly $3.5 billion, while containing costs and overcoming our share of obstacles, including the loss of higher yielding itineraries due to geopolitical concerns and historically high industry capacity increases in the Caribbean. These strong results were well above our 2014 guidance and a credit to the outstanding efforts of our 120,000 shipboard and shoreside team members who create exceptional vacation experiences each and every day for our more than 10.5 million guests across the globe. Our earnings growth in 2014 was driven by improved performance at our Costa Cruises and Carnival Cruise Line brands. Costa experienced a further improvement in perception with an almost doubling of trust and confidence in Italy. Significantly, the brand experienced continued yield growth as well as improved profitability through collaboration across our Continental European brands. Carnival Cruise Line was recognized as the most improved in consumer perception of any brand in any category in the United States in 2014 by YouGov. A number of initiatives introduced by Carnival Cruise Line such as the Carnival LIVE concert series, children’s programs Camp Ocean and Seuss at Sea, as well as the Great Vacation Guarantee, are clearly resonating with guests. New product initiatives and innovative marketing campaigns implemented across our brands over the past year are driving increased demand. We experienced a sustained improvement in booking trends throughout 2014 and are gaining momentum in our efforts to drive ticket prices and onboard revenues higher. THE PATH TO DOUBLE DIGIT ROIC Measured Capacity Growth In 2014, we continued progress toward enhancing our fleet while maintaining our commitment to measured capacity growth. We delivered two spectacular ships, Regal Princess and Costa Diadema. These new ship introductions generated substantial media coverage and positive buzz, including the star studded North American debut of Regal Princess which featured a reunion of the “Love Boat” cast and 25 guest stars who appeared on the hit TV show. The delivery of Costa Diadema was equally stunning and included a festive inaugural in Genoa, Italy. As we continue to advance our fleet, we have a number of ships that we expect to replace with newer, larger and more fuel efficient vessels over time. These new
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