Wednesday, February 2, 2000


Carnival and Star in joint bid to acquire NCL
In another surprising development in the battle for Norwegian Cruise Line, Carnival Corporation and Star Cruises have announced a joint venture agreement to pursue the acquisition of NCL Holding ASA . Under the agreement, Carnival will acquire a 40 percent stake in Arrasas Limited,. Arrassas is a wholly owned Star' subsidiary previously established to acquire NCL. Star will retain a 60 percent ownership of Arrasas.

As a result of the agreement, Carnival has withdrawn its offer to purchase NCL shares at NOK 40 per share, subject to the delivery to Carnival of a controlling interest in NCL by its board.

Carnival Corporation's cost to acquire the 40 percent stake in Arrasas will be based on a proportionate total of the costs resulting from Star's mandatory tender offer of NOK 35 per share for NCL. That offer will expire February 10, 2000, as scheduled.

"We are delighted with this partnership which we anticipate will mark the start of a long-term global alliance between Carnival Corporation and Star Cruises," said Micky Arison, chairman and CEO of Carnival Corporation. "This agreement effectively creates an outcome to the ownership structure of NCL that should prove satisfactory to the shareholders of Carnival, Star and NCL," he added.

K.T. Lim, chairman of Star Cruises, said Star Cruises was "extremely pleased to be collaborating with Carnival Corporation... on both the acquisition of NCL and, in the future, on a larger, global scale."

Both Carnival and Star anticipate that during the NCL extraordinary shareholders meeting scheduled for February 4, 2000, in Oslo, Star will succeed in obtaining the required number of votes to elect its chosen board of directors and, therefore, gain control of the NCL board.

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