TUI AG: Execution of Agreements relating to Financing Package

DJ TUI AG: Execution of Agreements relating to Financing Package

TUI AG (TUI) 
TUI AG: Execution of Agreements relating to Financing Package 
 
05-Jan-2021 / 15:41 CET/CEST 
Dissemination of a Regulatory Announcement, transmitted by EQS Group. 
The issuer is solely responsible for the content of this announcement. 
 
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR 
             INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN 
 
TUI AG 
 
           Execution of Agreements relating to Financing Package 
 
                                                              5 January 2021 
 
      TUI AG (the Company) announced on 2 December 2020 that it had agreed a 
  €1.8 billion financing package (the Financing Package) with the German 
  Economic Support Fund (Wirtschaftsstabilisierungsfonds) (the WSF), Unifirm 
Limited, a syndicate of underwriting banks (the Underwriting Banks) and KfW. 
 
       The Company is pleased to announce that the formal written agreements 
  relating to the Financing Package with the WSF, KfW and various commercial 
banks have been executed by the relevant parties. The terms of the Financing 
        Package provided for in the executed agreements are substantially as 
   described in the circular which the Company published on 14 December 2020 
                                                             (the Circular). 
 
                     The Financing Package comprises the following measures: 
 
a) an increase in the share capital of TUI by way of a fully underwritten 
rights issue to raise net proceeds of approximately €509 million (the 
Rights Issue); 
 
b) German law 'silent participation' (stille Beteiligung) private 
instruments issued by the Company to the WSF in an aggregate amount of 
approximately €1,091 million, divided into: 
 
i) a €420 million convertible silent participation (the Convertible 
Silent Participation); and 
 
ii) an €671 million non-convertible silent participation (the 
Non-Convertible Silent Participation) which may be subsequently 
decreased if and to the extent that a further funding instrument in an 
amount of up to €400 million (but, most likely, not exceeding 
€200 million) (the Additional Funding Instrument) is provided by one 
or more than one German federal states (Länder) (the Länder) by way of a 
full or partial guarantee of a guarantee facility agreement concluded by 
the Company with certain commercial banks; 
 
c) a €200 million revolving credit facility provided by KfW and a 
syndicate of commercial banks (the New Loan Facility) on a secured basis; 
and 
 
d) a waiver by KfW (the KfW Waiver) pursuant to which KfW agrees to the 
waiver of an automatic cancellation of commitments in the amount of 
€500 million under an existing €2.85 billion revolving credit 
facility provided by KfW to the Company until the maturity of that 
facility subject to the payment of the Convertible Silent Participation 
and the signing of the New Loan Facility (the Existing Loan Facility). 
 
    A prospectus (the Prospectus) setting out the full details of the Rights 
   Issue, including a full timetable of key dates, has been published on the 
Company's website (https://www.tuigroup.com/en-en/investors/capital-increase 
                                                                       [1]). 
 
In addition to the Standby Underwriting Agreement and the Unifirm Commitment 
        and Backstop Agreement, which were signed in early December 2020 and 
         discussed in the Circular, the following agreements relating to the 
           Financing Package have now been executed by the relevant parties: 
 
a) an umbrella agreement (Rahmenvertrag) dated 4 January 2021 between the 
Company and the WSF, which sets out general terms relating to the 
Convertible Silent Participation, the Non-Convertible Silent Participation 
and certain stabilisation measures previously provided by the WSF; 
 
b) an agreement dated 4 January 2021 between the Company and the WSF 
providing for the creation of the Convertible Silent Participation; 
 
c) an agreement dated 4 January 2021 between the Company and the WSF 
providing for the creation of the Non-Convertible Silent Participation; 
 
d) the New Loan Facility dated 4 January 2021 between the Company, KfW, 
certain other financial institutions named therein as lenders and Deutsche 
Bank Luxembourg S.A. as facility agent and security agent; 
 
e) the KfW Waiver dated 4 January 2021 executed by UniCredit Bank AG as 
facility agent under the Existing Loan Facility pursuant to which KfW 
agreed to the waiver of an automatic cancellation of commitments in the 
amount of €500 million under an existing €2.85 billion revolving 
credit facility provided by KfW to the Company prior to the conditions 
precedent set out above; and 
 
f) the Underwriting Agreement dated 29 December 2020 between the Company 
and the Underwriting Banks. 
 
   Any capitalised terms used but not otherwise defined in this announcement 
                                   have the meaning set out in the Circular. 
 
For further information, please contact: 
 
Mathias Kiep, Group Director Investor Relations, Corporate Finance & 
Controlling 
Tel: [phone]/ 
[phone] 
 
Nicola Gehrt, Director, Head of Group Investor Relations Tel: [phone] 
1435 
 
Contacts for Analysts and Investors in UK, Ireland and Americas 
Hazel Chung, Senior Investor Relations Manager Tel: [phone] 
 
Contacts for Analysts and Investors in Continental Europe, Middle East and 
Asia 
Ina Klose, Senior Investor Relations Manager Tel: [phone] 
 
Media 
Kuzey Alexander Esener, Head of Media Relations Tel: [phone] 
 
      This announcement is not an offer of securities for sale in the United 
   States. Securities may not be offered or sold in the United States absent 
         registration under the US Securities Act of 1933, as amended, or an 
exemption from registration. The securities referred to herein have not been 
  and will not be registered under the Securities Act. No public offering of 
                              securities is being made in the United States. 
 
ISIN:           DE000TUAG000 
Category Code:  MSCL 
TIDM:           TUI 
LEI Code:       529900SL2WSPV293B552 
OAM Categories: 3.1. Additional regulated information required to be 
                disclosed under the laws of a Member State 
Sequence No.:   90871 
EQS News ID:    1158502 
 
End of Announcement EQS News Service 
 
 
1: https://eqs-cockpit.com/cgi-bin/fncls.ssp?fn=redirect&url=5aefed76382229d4c4325f8619fe16f7&application_id=1158502&site_id=vwd&application_name=news 
 

(END) Dow Jones Newswires

January 05, 2021 09:41 ET (14:41 GMT)