Dear Shareholder,
In the context of the public discussion about TUI AG’s strategy, we want to take the opportunity to articulate the position of the Executive Board to you directly.
Separation process progressing according to plan
Since the Executive and Supervisory Board decision and public communication to separate our container shipping business on 17 March 2008, we have moved the process forward as planned:
a) We have set up an internal project team tasked with running the process. This team is led by the CEO personally, as it enjoys the highest priority.
b) We have reviewed and selected experienced external advisers to support us. The financial advisers already chosen are Deutsche Bank, Citigroup and Greenhill.
c) We have established a project timeline, which has the clear aim of approaching potential buyers in late May/early June, after an information memorandum has been created.
Dear shareholder, rest assured that we are diligently executing the divestment process. However, we will proceed with the necessary care and attention to detail.
Unchanged commitment to maximising value and shareholder participation
The divestment process is firmly focused on achieving the highest possible value for our shareholders. This commitment remains unchanged. The management team has been absolutely instrumental in building Hapag-Lloyd to what it has become over the past ten years. We are fully aware of the tremendous strategic and economic value of Hapag-Lloyd for any interested party and are focusing on extracting such value for our shareholders. Again, we are absolutely firm in letting you, our shareholder, participate in the value we extract from the divestment process.
Management is sensitive to the company currently having two shareholder “camps”
It has been difficult not to become aware of public communications on behalf of some shareholders. This is something we are not alarmed by. The current period in the corporate life of TUI AG is one where the company is moving from a two-pillar business focus to a mono-focus on tourism – a period, in which our shareholder base is also going to see a similar sort of restructuring. What is important for you to know is that we are equally responsible to those investors who have a long-term interest in TUI through their tourism focus and those who tend to be more short-term focused due to their interest in the shipping business to be disposed of.
Key success factor in maximising shareholder value is a professional and focused process
The one common bond between both groups is to extract the maximum amount of value from the divestment process. Let us assure you, we are currently focusing solely on maximising the value achieved for all shareholders. Once we have achieved that, we will find a balanced use of proceeds. It is of the utmost importance that the management team can focus on the divestment process in a professional manner. Any public discussion about individuals involved will most likely hamper the process.
View to representation by major shareholders in the Supervisory Board
It has always been our belief that major shareholders should, if they so desire, have the opportunity to find representation in our Supervisory Board. In light of this policy, we approached Mr. Frederiksen on 24 January 2008 and offered him a seat on the TUI Supervisory Board. This offer, made in writing and confirmed by our Nominations Committee, still holds and can be implemented accordingly. However, it is important to note, that the Supervisory Board does not support a change in its acting chairman. We feel a public dispute over the constitution of our Supervisory Board is destructive in nature and not in the interest of the company and its shareholders.
After having right-sized our corporate holding from 420 to 120 staff and after having strengthened our tourism business via the merger with First Choice Holidays, the separation from our container shipping business is another important step for the TUI Group. Against the background of a positive operating trend in both businesses, we look forward to seeing you at our Annual General Meeting.
Best regards,
TUI AG
The Executive Board