Capital Increase October 2021

Below you will find all information we have published on the capital increase.

Further publications

Expected Timetable

6 October 2021 Approval and publication of German and UK prospectus
7 October 2021 International transfers of shares in the Company between the CREST system in the UK and the Clearstream system in Germany paused from close of business
7 October 2021 Subscription Offer published
8 October 2021 Subscription Period begins; Subscription Rights trading on HSE and FSE begins
11 October 2021 Record date for Subscription Rights entitlements
12 October 2021 DI Pre-Emptive Rights (pre-emptive subscription rights to acquire additional DIs, the DI Pre-Emptive Rights”) Subscription Period begins; DI Pre-Emptive Rights begin trading on a multilateral trading facility of the London Stock Exchange
International transfers of shares in the Company between the CREST system in the UK and the Clearstream system in Germany resume from open of business
21 October 2021 Subscription Rights and DI Pre-Emptive Rights cease trading
26 October 2021 Subscription Period and DI Pre-Emptive Rights Subscription Period end
27 October 2021 Rump Placement, if any
2 November 2021

Commencement of trading in the New Shares

Settlement of New Shares with shareholders and investors

 

Note for DI-Holders


Corporate actions bulletin 2021-138 - TUI AG DI - DE000TUAG000 - Corporate Action Number 18 - Rights Issue

07 October 2021

Further to the contents of the Prospectus and event details provided, you are advised that the rights security DE000TUAG1D6 will require a National Declaration to be completed on transactions within the CREST system. (e.g. GB for any holdings within the British Isles).

You should ensure to complete the Nat Dec field for any intra-CREST Delivery messages, as well as any USE instructions entered in acceptance of the Rights Issue subscription offer which runs until 10:00am on Tuesday, 26 October 2021.

This process is a continuation of the National Declaration process already present on the existing Depositary Interests (DIs) registered under the ISIN DE000TUAG000.

Note: the DI Rights are not transferable between UK and German markets, and deposit/withdrawal functionalities are disabled.

Due to the differing implementation of entitlement ratios between Germany and the UK, Link Group in their capacity as Depository will ensure that your Rights are credited on a Pro-rata basis into CREST accounts, at a ratio of 10 Rights for every 21 Depositary Interests being held. You should note that as the ratio is applied initially, Rights can be exercised in the CREST system on a one-for-one basis, and will be treated as an instruction to link to purchase one new share in the German market at a rate of €2.15 per purchased share. This will subsequently be credited to you as standard Depositary Interests under the ISIN DE000TUAG000.

For further information, please refer to the Prospectus, or the event details within the CREST GUI.

 

Any enquiries concerning the contents of this note should be addressed to Link Market Services:
Tel: +49 (0)371 664 0300

FAQS

What is the subscription ratio?

The subscription ratio is 10 to 21. This means for every 21 existing shares held, the shareholder is entitled to purchase 10 news shares.

What is the subscription price?

The subscription price is 2.15€ per share.

Until when can I exercise my subscription rights?
  • Germany: The subscription period runs from 8 to 26 October with subscription rights trading ending on 21 October.
  • In the United Kingdom (DI pre-emptive rights): The subscription period for DI pre-emptive rights runs from 12 to 26 October with  DI pre-emptive rights trading ending on 21 October. 
At what day will the shares trade "ex subscription rights"?

From the beginning of the subscription period on 8 October 2021, the existing shares of the Company (ISIN DE000TUAG000 / WKN TUAG00) will be quoted “ex subscription rights” on the regulated market of the Hanover Stock Exchange, the London Stock Exchange, the Open Market of the Frankfurter Stock Exchange and on the OTC-markets of all other German stock exchanges.

How many new shares will there be from the capital increase? What will be the total number of shares after the capital increase?

The capital will be increased by 523,520,778 new shares to a total of 1,622,914,412 issued shares. Before the transaction the share count was 1,099,393,634.

What are the different ISINS?

ISIN DE000TUAG000 / WKN TUAG00 – TUI shares and DIs

Temporary ISIN DE000TUAG323 / WKN TUAG32 - any shares issued to holders of the €589.6 million unsecured convertible bonds issued by the Company on 16 April 2021 and 6 July 2021 and any shares issued to the German Economic Stabilisation Fund (Wirtschaftsstabilisierungsfonds) as holder of the €150 million bonds with warrants issued by the Company on 1 October 2020.

ISIN DE000TUAG1D6 – subscription rights

When will the new shares be booked to my securities account?

The new shares are expected to be booked in your securities account on November 2, 2021.

What are DIs?

TUI shares being German securities are not available for trading directly on the London Stock Exchange. In this context TUI issues a substitute called Depositary Interests (DIs) instead. One Depositary Interest represents an entitlement to one TUI share and is subject to UK law.