REG - TUI Travel PLC TUI AG - Holding(s) in Company <Origin Href="QuoteRef">TT.L</Origin> <Origin Href="QuoteRef">TUIGn.DE</Origin>

TUI AGAnnouncement

09/12/2014 18:10

RNS Number : 3099Z
TUI Travel PLC
09 December 2014
TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESi


1. Identity of the issuer or the underlying issuer
of existing shares to which voting rights are
attached:ii
TUI Travel PLC
2 Reason for the notification (please tick the appropriate box or boxes):
An acquisition or disposal of voting rights

An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached

An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments

An event changing the breakdown of voting rights

Other (please specify):
Acquisitionoflegaltitletosharesoverwhichvotingrights already held (see note 2, section 13)
YES
3. Full name of person(s) subject to the
notification obligation:iii
TUI AG, a company incorporated in Germany whose registered office is at Karl-Wiechert- Allee 4, 30625 Hannover, Germany
4. Full name of shareholder(s)
(if different from 3.):iv
As above
5. Date of the transaction and date on
which the threshold is crossed or
reached:v
08 December 2014
6. Date on which issuer notified:
09 December 2014 
7. Threshold(s) that is/are crossed or
reached: vi, vii
No change.
8. Notified details:
A: Voting rights attached to sharesviii, ix
Class/type of
shares

if possible using
the ISIN CODE
Situation previous
to the triggering
transaction
Resulting situation after the triggering transaction
Number
of
Shares
Number
of
Voting
Rights
Number
of shares
Number of voting
rights
% of voting rights x
Direct
Direct xi
Indirect xii
Direct
Indirect
GB00B1Z7RQ77
609,120,138
609,120,138
609,120,138
609,120,138
(see note 2, section 13)

50.03%
0.00%

B: Qualifying Financial Instruments
Resulting situation after the triggering transaction
Type of financial
instrument
Expiration
date xiii
Exercise/
Conversion Period xiv
Number of voting
rights that may be
acquired if the
instrument is
exercised/converted.
% of voting
rights






C: Financial Instruments with similar economic effect to Qualifying Financial Instruments xv, xvi
Resulting situation after the triggering transaction
Type of financial
instrument
Exercise price
Expiration date xvii
Exercise/
Conversion period xviii
Number of voting rights instrument refers to
% of voting rights xix, xx
Convertible bonds acquired pursuant to a Contingent Forward Purchase Agreement 
3.8234
27 April 2017
From 7 June 2010 subject to certain conditions 
23,539,258
(calculated on a delta- adjusted basis (see note 1, section 13))
Nominal
Delta

1.93%

Total (A+B+C)
Number of voting rights
Percentage of voting rights
632,659,396
51.96% (please see note 3, section 13) 
9. Chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held, if applicable: xxi

Proxy Voting:
10. Name of the proxy holder:
N/A
11. Number of voting rights proxy holder will cease
to hold:
N/A
12. Date on which proxy holder will cease to hold
voting rights:
N/A


13. Additional information:
(1) TUI AG is required under the Disclosure and Transparency Rules to disclose its interest in the convertible bonds of TUI Travel PLC on a delta-adjusted basis (see 8(c) above). A change in the delta relating to such bonds may, from time to time, result in a notifiable change in TUI AG's aggregate interest in the voting rights of TUI Travel PLC, however TUI AG's actual holding of convertible bonds (on a nominal basis as well as the number of TUI Travel PLC shares underlying such bonds) has not changed since the date of issue of such bonds on 27 April 2010. Such bonds were transferred by Antium Finance Limited to Deutsche Bank AG, London Branch on 10 October 2013. In addition, the maturity date of the Contingent Forward Purchase Agreement (pursuant to which such bonds are held by Deutsche Bank) has been extended from 28 July 2014 to 27 July 2016.
(2) As disclosed by TUI AG in the TR-1 notification dated 7 October 2014 TUI AG was interested in 609,120,138 ordinary shares of 10 pence each in the share capital of TUI Travel plc. Also as disclosed in the TR-1 notification dated 7 October 2014, 86,967,049 of those 609,120,138 TUI Travel PLC shares were legally owned by Deutsche Nominees Limited pursuant to a financing arrangement with Deutsche Bank AG. Under that financing arrangement TUI AG had control over the voting rights over those 86,967,049 TUI Travel PLC shares and held the economic benefit of dividends and other returns on those TUI Travel PLC shares.
On 8 December 2014, those 86,967,049 TUI Travel PLC shares were transferred from Deutsche Nominees Limited to TUI AG, following partial early settlement of the relevant financing arrangement. The total number of TUI Travel PLC shares over which TUI AG controls the voting rights remains unchanged, being 609,120,138 TUI Travel PLC shares, representing 50.03 per cent. of the total number of TTP Shares currently in issue.
(3) TUI AG's aggregate 51.96% interest referred to in section 8 above is equivalent to 50.03% of TUI Travel PLC's share capital on a fully diluted basis.
14. Contact name:
N/A
15. Contact telephone number:
N/A

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The company news service from the London Stock Exchange
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