The net income for separately disclosed items of EUR26.4m in the first half of the financial year 2021 includes income of EUR53m from the reversal of restructuring provisions no longer required in the Central Region due to the lower than expected reduction in fleet size at TUIfly. In addition, restructuring expenses of EUR21m were incurred in TUI Musement (EUR1m), Northern Region (EUR13m, thereof United Kingdom EUR6m and Nordic countries EUR7m), Central Region (EUR3m), Western Region (EUR3m) and All other segments (EUR1m). Furthermore, the loss from the sale of a stake in an aircraft asset company was adjusted in Northern Region (EUR2m) and Central Region (EUR1m) and an expense of EUR2m from a subsequent purchase price adjustment was adjusted in the All other segments area.

The net income for separately disclosed items of EUR71.1m in the first half of the previous year includes disposal gains of EUR90m from the sale of the German specialist tour operators. Restructuring expenses were adjusted in TUI Musement (EUR4m), Central Region (EUR8m for the planned capacity reduction at TUIfly Germany, an expansion of the existing restructuring program at TUI Germany and the restructuring of the Group's own stationary distribution), Western Region (EUR5m for restructuring in France and further projects in Belgium and the Netherlands) and All Other Segments (EUR2m).

Expenses for purchase price allocations of EUR16.2m (prior year EUR22.3m) relate in particular to the scheduled amortization of intangible assets from acquisitions made in previous years. 25. Related parties

Apart from the subsidiaries included in the Interim Financial Statements, TUI AG, in carrying out its ordinary business activities, maintains direct and indirect relationships with related parties. All transactions with related parties were executed on an arm's length basis.

As at 31 March 2021, Unifirm Limited, Cyprus, held 30.1% of the shares in TUI AG (as at 30 September 2020 24.9%). Unifirm Limited is controlled by the family of Russian entrepreneur Alexei Mordashov, a member of TUI's Supervisory Board. DH Deutsche Holdings Limited, a company registered in Cyprus under the control of the joint venture partner Hamed El Chiaty, decreased its equity stake to below 3.0%. More detailed information on related parties is provided under section 24 in the Notes to the consolidated financial statements for 2020. 26. Significant transactions after the balance sheet date

On 16 April 2021, TUI AG issued a convertible bond of EUR400m. The senior unsecured convertible bonds are due on 16 April 2028 and have a coupon of 5.00% p.a., payable semi-annually. The denomination of the bond was EUR100,000. The initial conversion price was set at an amount of EUR5.3631 per share.

Responsibility statement

To the best of our knowledge, and in accordance with the applicable reporting principles for half-year financial reporting and in the accordance with (German) principles of proper accounting, the interim consolidated financial statements give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group, and the interim Group management report includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal opportunities and risks associated with the expected development of the Group for the remaining months of the financial year.

The Executive Board

Hanover, 10 May 2021

Friedrich Joussen

David Burling

Sebastian Ebel

Dr. Elke Eller

Peter Krueger

Frank Rosenberger

Review Report

To TUI AG, Berlin/Germany and Hanover/Germany

We have reviewed the condensed interim consolidated financial statements - comprising the statement of financial position, the income statement, the statement of comprehensive income, the condensed statement of cash flows, the condensed statement of changes in equity as well as selected explanatory notes to the financial statements - and the interim group management report for the period from 1 October 2020 until 31 March 2021 of TUI AG, Berlin and Hanover, which are components of the half-year financial report pursuant to § 115 WpHG (Wertpapierhandelsgesetz: German Securities Trading Act).The preparation of the condensed interim consolidated financial statements in accordance with the International Financial Reporting Standards (IFRS) applicable to interim financial reporting as adopted by the EU, and of the interim group management report which has been prepared in accordance with the requirements of the WpHG applicable to interim group management reports is the responsibility of the entity's executive board. Our responsibility is to express a conclusion on the condensed interim consolidated financial statements and on the interim group management report based on our review.

We conducted our review of the condensed interim consolidated financial statements and the interim group management report in accordance with the German generally accepted standards for the review of financial statements promulgated by the Institut der Wirtschaftsprüfer (IDW) as well as in supplementary compliance with the International Standard on Review Engagements "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" (ISRE 2410). Those standards require that we plan and perform the review in compliance with professional standards such that we can preclude through critical evaluation, with limited assurance, that the condensed interim consolidated financial statements have not been prepared, in all material respects, in accordance with the IFRS applicable to interim financial reporting as adopted by the EU or that the interim group management report has not been prepared, in all material respects, in accordance with the requirements of the WpHG applicable to interim group management reports. A review is limited primarily to inquiries of personnel of the entity and analytical procedures and therefore does not provide the assurance attainable in a financial statement audit. Since, in accordance with our engagement, we have not performed a financial statement audit, we cannot issue an auditor's report.

Based on our review, no matters have come to our attention that cause us to presume that the condensed interim consolidated financial statements of TUI AG, Berlin and Hanover, have not been prepared, in material respects, in accordance with the IFRS applicable to interim financial reporting as adopted by the EU, or that the interim group management report has not been prepared, in material respects, in accordance with the requirements of the WpHG applicable to interim group management reports.

Without modifying our opinion, we draw attention to the section "Going concern reporting under the UK Corporate Governance Code" of the selected explanatory notes in the condensed interim consolidated financial statements and the risk reporting in the interim group management report in the chapter "Risk and opportunities report". There, the executive board identifies a going concern risk that, in the absence of an increase in new travel bookings in the coming months and associated customer advance payments from summer 2021 onwards, TUI Group will no longer have sufficient financial resources to continue its business operations without further support measures or the short-term sale of non-current assets. In addition, in the opinion of the executive board, the further suspension of compliance with covenants as well as the extension of the financing in the financial year 2022 or further government support measures are necessary for the continuation of the entity's business activities. As stated in the interim group management report and in the selected explanatory notes, the events and circumstances surrounding the COVID-19 pandemic indicate a material uncertainty that may cast significant doubt about the entity's ability to continue as a going concern, and that represents a going concern risk within the meaning of Section 322 (2) sentence 3 of the German Commercial Code (HGB).

Hanover/Germany, 10 May 2021

Deloitte GmbH

Wirtschaftsprüfungsgesellschaft

Christoph B. Schenk Dr. Hendrik Nardmann

German Public Auditor German Public Auditor

Cautionary statement regarding forward-looking statements

The present Half-Year Financial Report contains various statements relating to TUI Group's and TUI AG's future development. These statements are based on assumptions and estimates. Although we are convinced that these forward-looking statements are realistic, they are not guarantees of future performance since our assumptions involve risks and uncertainties that could cause actual results to differ materially from those anticipated. Such factors include market fluctuations, the development of world market prices for commodities and exchange rates or fundamental changes in the economic environment. TUI does not intend to and does not undertake any obligation to update any forward-looking statements in order to reflect events or developments after the date of this Report.

Financial calendar 


 
 
                                   Date 
Half-Year Financial Report 2021    12 May 2021 
Quarterly Statement Q3 2021        August 2021 
Annual Report 2021                 December 2021

Contacts

Mathias Kiep

Group Director Controlling, Corporate Finance & Investor Relations

Tel.: + 44 1293 645 925 /

+ 49 511 566-1425

Nicola Gehrt

Director, Head of Group Investor Relations

Tel.: + 49 511 566-1435

Contacts for analysts and investor in UK, Ireland and Americas

Hazel Chung

Senior Investor Relations Manager

Tel.: +44 (0)1293 645 823

Contacts for analysts and investor in Continental Europa, Middle East and Asia

Ina Klose

Senior Investor Relations Manager

Tel.: +49 (0)511 566 1318

Vera Weißwange

Junior Investor Relations Manager

Tel.: +49 (0)511 566 1425

TUI AG

Karl-Wiechert-Allee 4

30625 Hanover, Germany

Tel.: + 49 511 566-00

www.tuigroup.com

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