euro adhoc: TUI AG / Strategic management decisions / Closing of Hapag-Lloyd AG transaction agreed to be completed in March / Divestment of Hapag-Lloyd AG at unchanged Enterprise value of 4.45 billion

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Disclosure announcement transmitted by euro adhoc. The issuer is responsible
for the content of this announcement.
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26.02.2009

Hamburg/Hanover, 26 February 2009. TUI AG and the Hamburg consortium
have completed all requirements for the closing of the sale of
Hapag-Lloyd AG. The deal will be closed in the twelfth-calendar week.
The valuation of Hapag-Lloyd AG at an Enterprise value of 4.45
billion euros will be retained unamended. Apart from a change in the
participation structure, various credit facilities for the
Hapag-Lloyd Group have been agreed upon.

Subject to approval by the Supervisory Board, TUI AG intends to
increase its planned remaining stake in the acquiring company from
originally 33.33 per cent to 43.33 per cent. TUI AG will acquire the
additional shares from the Kuehne Holding AG, which will continue to
be part of the consortium. The stakes of the remaining shareholders
will not change. TUI AG will be entitled to sell its additional
shares in the company at any time after closing. It has been agreed,
that the consortium has a preemption right on this stake, as well as
the obligation to acquire the stake.

At the time of ownership change, TUI AG will receive liquidity of 1.6
billion euros. This amount is below expectations due to the now
increased stake and the fact that real-estate holdings have not yet
been divested. In order to ensure the financial stability of the
Hapag-Lloyd Group following the ownership change, TUI AG is willing
to provide additional credit facilities worth a total of up to 1
billion euros for a limited period of time at customary market terms
and conditions. TUI AG will require the approval of the Supervisory
Board for these individual financing measures.

Some of the information in this press release may contain
predictions, expectations or forward-looking statements. These
statements may entail known or unknown risks or uncertainties. Actual
results and developments may therefore differ materially from the
expressed expectations and assumptions. The performance of financial
markets, the development of exchange rates, amendments to national
and international laws, in particular concerning tax regulations, may
also have an impact. Except as provided by law, the Company
undertakes no obligation to update forward-looking statements.

end of announcement euro adhoc
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ots Originaltext: TUI AG
Im Internet recherchierbar: http://www.presseportal.de

Further inquiry note:

Investor Relations contact:

Björn Beroleit, phone +49 (0) 511 566 1310

Nicola Gehrt, phone +49 (0) 511 566 14 35

Press contact:

Uwe Kattwinkel, phone +49 (0) 511 566 1417

Robin Zimmermann, phone +49 (0) 511 566 1488

Branche: Transport
ISIN: DE000TUAG000
WKN: TUAG00
Index: MDAX, CDAX, HDAX, Prime All Share
Börsen: Börse Frankfurt / regulated dealing/prime standard
Börse Berlin / regulated dealing
Börse Hamburg / regulated dealing
Börse Stuttgart / regulated dealing
Börse Düsseldorf / regulated dealing
Börse Hannover / regulated dealing
Börse München / regulated dealing