REG-TUI AG TUI AG: Admission Announcement

TUI AGAnnouncement

24/05/2022 11:45

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   TUI AG (TUI)
   TUI AG: Admission Announcement

   24-May-2022 / 12:35 CET/CEST
   Dissemination of a Regulatory Announcement, transmitted by EQS Group.
   The issuer is solely responsible for the content of this announcement.

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   NOT FOR  RELEASE, PUBLICATION,  DISTRIBUTION  OR FORWARDING,  DIRECTLY  OR
   INDIRECTLY, IN OR INTO  AUSTRALIA, CANADA, JAPAN OR  THE UNITED STATES  OF
   AMERICA OR  ANY OTHER  JURISDICTION IN  WHICH SUCH  RELEASE,  PUBLICATION,
   DISTRIBUTION OR FORWARDING  WOULD BE UNLAWFUL.  PLEASE READ THE  IMPORTANT
   NOTICE AT THE END OF THIS ANNOUNCEMENT.

    

   THIS ANNOUNCEMENT  DOES NOT  CONSTITUTE  A RECOMMENDATION  CONCERNING  ANY
   INVESTOR'S DECISION OR OPTIONS WITH  RESPECT TO THE PLACEMENT (AS  DEFINED
   BELOW). THE PRICE AND VALUE  OF SECURITIES OF THE  COMPANY CAN GO DOWN  AS
   WELL AS UP.  PAST PERFORMANCE IS  NOT A GUIDE  TO FUTURE PERFORMANCE.  THE
   CONTENTS OF THIS ANNOUNCEMENT ARE NOT TO BE CONSTRUED AS LEGAL,  BUSINESS,
   FINANCIAL OR TAX ADVICE. EACH  SHAREHOLDER OR PROSPECTIVE INVESTOR  SHOULD
   CONSULT HIS, HER OR ITS  OWN INDEPENDENT LEGAL ADVISER, BUSINESS  ADVISER,
   FINANCIAL ADVISER OR  TAX ADVISER  FOR LEGAL, FINANCIAL,  BUSINESS OR  TAX
   ADVICE.

    

   THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND DOES NOT CONSTITUTE A PROSPECTUS
   OR PROSPECTUS  EQUIVALENT DOCUMENT.  NOTHING  HEREIN SHALL  CONSTITUTE  AN
   OFFERING OR  PLACEMENT OF  NEW SHARES  OR OTHER  SECURITIES. NEITHER  THIS
   COMMUNICATION NOR ANY PART OF IT SHALL  FORM THE BASIS OF OR BE RELIED  ON
   IN CONNECTION WITH OR ACT AS AN  INDUCEMENT TO ENTER INTO ANY CONTRACT  OR
   COMMITMENT WHATSOEVER. ANY DECISION TO PURCHASE, SUBSCRIBE FOR,  OTHERWISE
   ACQUIRE, SELL OR OTHERWISE DISPOSE OF ANY SECURITIES MUST BE MADE ONLY  ON
   THE BASIS OF PUBLICLY AVAILABLE INFORMATION.

    

                                     TUI AG

                             Admission Announcement

   Hanover, 24 May 2022. TUI AG  announces the expected admission of the  new
   shares from the cash capital increase (the “Transaction”) announced on  17
   May 2022 in the United Kingdom.

    

   All of  the  162,291,441  new  shares were  admitted  to  trading  on  the
   regulated market segment of the Hanover Stock Exchange on 20 May 2022  and
   are expected to be admitted to  listing on the premium listing segment  of
   the Official List of the  FCA and admitted to  trading on the main  market
   for listed securities of the London Stock Exchange at 08:00 BST on 24  May
   2022.

    

   Following the Transaction, the total  number of voting rights will  amount
   to 1,785,205,853.

    

   About TUI Group

   TUI Group is a  leading global tourism group  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.

    

    

   ANALYST & INVESTOR ENQUIRIES

   Mathias Kiep, Group Director Investor Relations,  + 44 (0)1293 645 925
   Corporate Finance & Controlling                   + 49 (0)511 566 1425    
   Nicola Gehrt, Director, Head of Group Investor    + 49 (0)511 566 1435
   Relations
   Hazel Chung, Senior Investor Relations Manager    + 44 (0)1293 645 823
   James Trimble, Investor Relations Manager         + 44 (0)1582 315 293
   Stefan Keese, Investor Relations Manager (Retail  + 49 (0)511 566 1387
   Investors)
   Media                                              
   Kuzey Alexander Esener, Head of Media Relations   + 49 (0)511 566 6024

    

   DISCLAIMER

   This announcement may not be published, distributed or transmitted in  the
   United  States,  Australia,  Canada,   Hong  Kong,  Japan,  New   Zealand,
   Singapore, South Africa, Switzerland  or the United  Arab Emirates, or  in
   any other jurisdiction in which  the distribution, release or  publication
   would be restricted or prohibited.  This announcement does not  constitute
   an offer of securities for sale or a solicitation of an offer to  purchase
   securities of the Company (the “Securities”)  in the United States or  any
   other  jurisdiction.   The   distribution  of   this   announcement   into
   jurisdictions may be restricted by law, and, therefore, persons into whose
   possession this  announcement comes  should  inform themselves  about  and
   observe any  such  restrictions.  Any  failure to  comply  with  any  such
   restrictions may constitute  a violation  of the securities  laws of  such
   jurisdiction.

    

   The Securities have not been, and  will not be, registered under the  U.S.
   Securities Act  of  1933,  as  amended  (the  “Securities  Act”),  or  the
   securities laws of any state or  other jurisdiction of the United  States,
   and may not be offered or  sold within the United States, except  pursuant
   to an exemption from, or in a transaction not subject to, the registration
   requirements  of  the  Securities  Act  and  applicable  state  or   local
   securities laws. Accordingly,  the Securities referred  to herein will  be
   offered and sold by  way of private placement:  (i) in the United  States,
   only to qualified institutional buyers in accordance with Rule 144A  under
   the Securities  Act,  and (ii)  outside  the United  States,  to  eligible
   investors in offshore transactions in  accordance with Regulation S  under
   the Securities Act.  There will be  no public offer  of Securities in  the
   United States.

    

   In the  United  Kingdom,  this  announcement  and  the  placement  of  the
   Securities described  in  this  announcement  (the  “Placement”)  is  only
   directed at persons who are “qualified investors” within the meaning of UK
   Prospectus Regulation  (Regulation  (EU) 2017/1129  as  it forms  part  of
   domestic law by virtue  of the European Union  (Withdrawal) Act 2018)  and
   (i) who are investment professionals  falling within Article 19(5) of  the
   Financial Services and Markets Act  2000 (Financial Promotion) Order  2005
   (as amended) (the “Order”),  (ii) who are  persons falling within  Article
   49(2)(a) to (d)  of the  Order (high net  worth companies,  unincorporated
   associations, etc.) or (iii) persons to whom it may otherwise be  lawfully
   communicated (all such  persons together  being referred  to as  “Relevant
   Persons”)). This document  must not be  acted on, or  relied upon, in  the
   United Kingdom by persons who are not Relevant Persons. Any investment  or
   investment activity to  which this  document relates is  available in  the
   United Kingdom only to Relevant Persons  and will be engaged in only  with
   Relevant Persons.

    

   In member states of the European  Economic Area this announcement and  the
   Placement is directed exclusively at persons who are “qualified investors”
   within the meaning of Regulation (EU) 2017/1129 of the European Parliament
   and  of  the  Council  of  14  June  2017  (Prospectus  Regulation).  This
   announcement must not be acted on, or relied upon, in member states of the
   European Economic  Area  by persons  who  are not  Relevant  Persons.  Any
   investment or  investment  activity  to which  this  document  relates  is
   available only  to,  in  member  states of  the  European  Economic  Area,
   Relevant Persons and will be engaged in only with Relevant Persons.

    

   No action has been taken that  would permit an offering or an  acquisition
   of Securities or a distribution  of this announcement in any  jurisdiction
   where such action would  be unlawful. Persons  into whose possession  this
   announcement comes are required to inform themselves about and to  observe
   any such restrictions.

    

   This announcement  does not  constitute  a recommendation  concerning  the
   Placement. Investors  should  consult a  professional  adviser as  to  the
   suitability of the Placement for the person concerned.

    

   Certain statements  included  in this  announcement  are  forward-looking.
   These statements can  be identified by  the fact that  they do not  relate
   only to historical or  current facts. By their  nature, they involve  risk
   and  uncertainties  because   they  relate   to  events   and  depend   on
   circumstances that will occur in  the future. Actual results could  differ
   materially  from  those  expressed  or  implied  by  such  forward-looking
   statements. The  potential reasons  for  such differences  include  market
   fluctuations,  the   development  of   world  market   fluctuations,   the
   development of world market commodity prices, the development of  exchange
   rates or fundamental changes in the economic environment. The Company does
   not  intend  or  assume  any  obligation  to  update  any  forward-looking
   statement to  reflect  events or  circumstances  after the  date  of  this
   announcement.

    

   Forward-looking statements  often  use  words such  as  “expects”,  “may”,
   “will”, “could”, “should”, “intends”, “plans”, “predicts”, “envisages”  or
   “anticipates” or other  words of  similar meaning.  They include,  without
   limitation, any and all projections relating to the results of  operations
   and financial conditions  of the Company  and its subsidiary  undertakings
   from time  to time  (the “Group”),  as well  as plans  and objectives  for
   future operations,  expected future  revenues, financing  plans,  expected
   expenditure and divestments relating to  the Group and discussions of  the
   Group’s business plan. All forward-looking statements in this announcement
   are based  upon  information  known to  the  Group  on the  date  of  this
   announcement and speak as of the date of this announcement. Other than  in
   accordance with its legal  or regulatory obligations,  the Group does  not
   undertake to update or revise any forward-looking statement to reflect any
   changes in events, conditions or circumstances on which any such statement
   is based.

    

   Information to Distributors
   Pursuant to EU product governance requirements, the Securities referred to
   herein have been subject to a product approval process, under which each
   distributor has determined that such Securities are: (i) compatible with
   an end target market of retail investors and investors who meet the
   criteria of professional clients and eligible counterparties, each as
   defined in MiFID II; and (ii) eligible for distribution through all
   distribution channels as are permitted by MiFID II. Any distributor
   subsequently offering the Securities referred to herein is responsible for
   undertaking its own target market assessment in respect of such Securities
   and determining appropriate distribution channels.

    

    

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   ISIN:           DE000TUAG000
   Category Code:  ALS
   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.:   163836
   EQS News ID:    1360073


    
   End of Announcement EQS News Service

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