June 2014 already saw the announcement of the merger between TUI AG and TUI Travel PLC to form the world’s largest travel company. Agreement has meanwhile been reached over the terms and conditions of the all-share, nil-premium merger, which will be implemented in the form of a takeover procedure according to English law by way of a scheme of arrangement of TUI Travel. Gleiss Lutz acted for the supervisory board of TUI AG in this transaction.
TUI Travel shareholders will receive 0.399 new TUI AG shares in return for each TUI Travel share. This means that the current TUI Travel shareholders are expected to hold a 46% share in the combined group in future and the existing TUI AG shareholders 54%. The group will be headquartered in Germany and listed in the premium segment on the London Stock Exchange. There are also plans for a second listing in Germany. Post-merger the company is expected to have a value of EUR 6.5 billion.
TUI AG’s supervisory board was advised by the following Gleiss Lutz team: Dr. Michael Arnold (Partner, Corporate Advisory), Dr. Christian Arnold (Partner, Employment) (both lead, Stuttgart), Dr. Vera Rothenburg (Partner), Dr. Matthias Gärtner (both Corporate Advisory, Stuttgart), Dr. Urszula Nartowska (Corporate Advisory, Hamburg), Dr. Andreas von Medem and Dr. Mareike Schansker (both Employment, Stuttgart).
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