Hannover, 17 August 2020

TUI AG launches consent solicitation in respect of a certain amendment of the terms and conditions of the EUR 300,000,000 2.125 % Senior Notes due 26 October 2021

  • The additional €1.2 billion support package by KfW and the German Economic Stabilization Fund (WSF) that has recently been agreed is subject to a waiver or suspension of a potential future limitation of TUI’s financial indebtedness under the Senior Notes due in October 2021.
  • TUI AG has therefore requested the holders of its Senior Notes to suspend such potential future limitation by soliciting their consent to an according amendment of the terms and conditions of the Senior Notes to be resolved in a vote without meeting (Abstimmung ohne Versammlung) in the voting period from 4 to 8 September 2020.

TUI AG, KfW and the WSF have recently agreed on a further EUR 1.2bn support package consisting of an increase of the KfW-Facility by EUR 1.05bn by KfW and a EUR 150m convertible bond to be issued to the WSF. The support package strengthens TUI’s financial position and would provide sufficient liquidity in this volatile market environment to cover TUI’s seasonal swing through Winter 2020/21 and thereafter in the case of any further long-term travel restrictions and disruptions related to COVID-19.

It is a condition to the EUR 1.2bn support package that the potential future limitation of TUI’s financial indebtedness is suspended by way of an amendment to the terms and conditions of the Senior Notes on or before 30 September 2020. It is important that consent to such amendment is obtained to grant TUI access to the committed liquidity at any time until the maturity of the Senior Notes.

Against this background, TUI AG requests the holders of the Senior Notes to participate in a vote without meeting to be held in accordance with the terms of the German Act on Debt Securities (Schuldverschreibungsgesetz; SchVG) and the terms and conditions of the Senior Notes and to grant their consent to the amendment of the terms and conditions. The vote without meeting will take place and holders are requested to vote in the period from 00:00 (CEST) on 4 September until 24:00 (CEST) on 8 September 2020.

Further information on the proposed amendment to the terms and conditions of the Senior Notes as well as the time, form and process for the voting will be made available to the holders of the Senior Notes as provided for in the terms and conditions of the Senior Notes and under the German Act on Debt Securities (Schuldverschreibungsgesetz; SchVG) and additionally on TUI’s website under (https://www.tuigroup.com/en-en/investors/bonds-and-ratings/bonds).

For reasons of efficiency holders of the Senior Notes are invited to cast their vote through the Tabulation Agent by registering on the voting platform (www.lucid-is.com/tui) and by submitting certain documents by no later than 3 September 2020, 23:59 (CEST).

About TUI Group

TUI Group is one of the world's leading tourism groups and operates worldwide. The Group is headquartered in Germany. TUI shares are listed on the FTSE 250, an index of the London Stock Exchange, on the regulated market of the Hanover Stock Exchange and on the Open Market segment of the Frankfurt Stock Exchange. The TUI Group offers integrated services from a single source for its 27 million customers, 21 million of them in the European national companies.

The entire tourism value chain is covered under one roof. This includes over 400 hotels and resorts with premium brands such as RIU, TUI Blue and Robinson and 16 cruise ships, from the MS Europa and the MS Europa 2 in the luxury class and expedition ships to the Mein Schiff fleet of TUI Cruises and cruise ships at Marella Cruises in Great Britain. The Group also includes leading tour operator brands and online marketing platforms across Europe, five airlines with more than 100 modern medium and long-haul aircraft and over 1,000 travel agencies. In addition to expanding its core business with hotels, cruises via successful joint ventures and activities in holiday destinations, TUI is increasingly focusing on the expansion of digital platforms. The Group is transforming itself into a digital company.

Global responsibility for sustainable economic, ecological and social action is at the core of our corporate culture. The TUI Care Foundation, initiated by TUI, focuses on the positive effects of tourism, on education and training and on strengthening environmental and social standards with projects in 25 countries. It thus supports holiday destinations in their development.