TUI AG: Execution of Agreements relating to Financing Package (1158502)
January 05 2021 - 9:41AM
UK Regulatory
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
&euro1.8 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 &euro509 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 &euro1,091 million, divided into:
i) a &euro420 million convertible silent participation (the Convertible
Silent Participation); and
ii) an &euro671 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 &euro400 million (but, most likely, not exceeding
&euro200 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 &euro200 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
&euro500 million under an existing &euro2.85 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 &euro500 million under an existing &euro2.85 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: +44 (0)1293 645 925/
+49 (0)511 566 1425
Nicola Gehrt, Director, Head of Group Investor Relations Tel: +49 (0)511 566
1435
Contacts for Analysts and Investors in UK, Ireland and Americas
Hazel Chung, Senior Investor Relations Manager Tel: +44 (0)1293 645 823
Contacts for Analysts and Investors in Continental Europe, Middle East and
Asia
Ina Klose, Senior Investor Relations Manager Tel: +49 (0)511 566 1318
Media
Kuzey Alexander Esener, Head of Media Relations Tel: +49 (0)511 566 6024
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
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January 05, 2021 09:41 ET (14:41 GMT)
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