TUI AG announces pricing of equity-linked financing in shares of TUI Travel PLC

NOT FOR DISTRIBUTION OR RELEASE IN OR INTO THE UNITED STATES OF AMERICA (OR TO US PERSONS), AUSTRALIA, CANADA, JERSEY OR JAPAN, OR IN ANY OTHER JURISDICTION IN WHICH OFFERS OR SALES WOULD BE PROHIBITED BY APPLICABLE LAW


TUI AG (“TUI”) announces the pricing of its equity-linked financing in shares of TUI Travel PLC (“TTP”) (the “Financing”) using a part of its stake in TTP. The issue size of the Financing will be €450 million. As part of this Financing TUI will enter into contracts with Deutsche Bank which, in turn, will enter into contracts with Nero Finance Limited, a Jersey incorporated company which will issue exchangeable bonds with a cash settlement option (the "Bonds") with shares in TTP as underlying.

The Bonds will pay a coupon of 4.50% per annum. The exchange price has been set at EUR3.765, which constitutes a premium of 30% above the reference price of EUR2.8961.

Based on the exchange price, approximately 119.5 million Shares will be underlying the Bonds, representing 10.7% of TTP’s share capital.

Deutsche Bank, Citi, Dresdner Kleinwort and UniCredit (Bayerische Hypo- und Vereinsbank) are acting as joint-lead managers and joint-bookrunners for the offering of the Bonds.

Hanover, 10 January 2008

The Management Board