Ad hoc announcement according to section 15 of the German Securities Trading Act: Extraordinary Supervisory Board meeting of TUI AG

Hanover/Hamburg, 3 March 2011

• TUI sells 11.33 per cent of Hapag-Lloyd stake to Albert Ballin consortium
• General authorisation of the Executive Board for potential IPO of Hapag-Lloyd

At its extraordinary meeting held today, the Supervisory Board of TUI AG resolved to reduce its stake in Hapag-Lloyd. TUI AG sells 11.33 per cent of its shares in Hapag-Lloyd to the Albert Ballin consortium. These shares have resulted from the conversion of the Hybrid I loan into equity in Hapag-Lloyd as per the end of the year 2010. The consortium thus exercises its option resolved in September 2010. The purchase price for these shares totals 315 million euro. In the event of an IPO of Hapag-Lloyd, the purchase price paid by the Albert Ballin consortium will increase by up to 35 million euro (earn out) if certain conditions are met. The sale of shares is subject to approval by the shareholders’ meeting of Hamburgische Seefahrtsbeteiligung „Albert Ballin“ GmbH & Co. KG.

Following the closing of the transaction in May 2011, TUI will hold a 38.4 per cent stake in Hapag-Lloyd representing capital employed of 1.71 billion euro (1.18 billion euro in equity / 530 million euro in loans and hybrid capital).

At today’s meeting, the Supervisory Board also authorised the Executive Board as a matter of principle to sell further shares in Hapag-Lloyd in the framework of an IPO.

TUI AG, press release