TUI AG: Q1 2024 Interim Report 1 October 2023 – 31 December 2023
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TUI AG (TUI)
TUI Group Content Report on changes in expected development Financial position and net assets Comments on the consolidated income statement Alternative performance measures Unaudited condensed consolidated Interim Financial Statements Group of consolidated companies Notes to the unaudited condensed consolidated Income Statement Notes to the unaudited condensed consolidated Statement of Financial Position Cautionary statement regarding forward-looking statements
This Interim Financial Report of TUI Group was prepared for the reporting period from 1 October 2023 to 31 December 2023.
TUI AG Karl-Wiechert-Allee 23 30625 Hannover
Interim Management Report Summary Record Q1 performance in 2024, delivering highest ever revenues of €4.3bn and positive Q1 underlying EBIT of €6.0m for the first time1. As a result and based on current booking trends, we reconfirm our FY 2024 guidance to increase our underlying EBIT by at least 25%.
FY 2024 guidance4 Our focus is on operational excellence and execution. Our strategic roadmap, the strong operational recovery and the measures taken to strengthen our balance sheet, lay the foundations for future profitable growth. Our guidance for FY 2024 is provided within the framework of the current macroeconomic as well as geopolitical uncertainties especially in the Middle East. It is based on the strong performance in Q1 and the current positive booking momentum across both seasons, as well as a return to a normal hedging policy. Against this background, we reconfirm our guidance for FY 2024 published in our Annual Report 2023:
Mid-Term Ambitions We have a clear strategy to accelerate profitable growth by increasing the customer lifetime value, creating a business which is more agile, more cost-efficient and achieving a higher speed to market with the aim to create additional shareholder value. Our mid-term ambitions are as follows:
1 Since the merger of TUI AG and TUI Travel PLC in 2014 2 Bookings up to 4 February 2024 relate to all customers whether risk or non-risk and includes amendments and voucher re-bookings 3 FY 2024 trading data (excluding Blue Diamond in Hotels & Resorts) as of 4 February 2024 compared to 2023 trading data 4 Based on constant currency and within the framework of the macroeconomic and geopolitical uncertainties currently known, including developments in the Middle East 5 Net leverage ratio defined as net debt (Financial liabilities plus lease liabilities less cash & cash equivalents less other current financial assets) divided by underlying EBITDA
Sustainability (ESG) as an opportunity1
1 Further details on our Sustainability Agenda are published in our Annual Report 2023 and also on our website under www.tuigroup.com/en-en/sustainability (not subject of an auditor’s review)
Due to rounding, some of the figures may not add up precisely to the stated totals, and percentages may not precisely reflect the absolute figures. All change figures refer to the previous year, unless otherwise stated. 1 We define the EBIT in underlying EBIT as earnings before interest, income taxes and result of the measurement of the Group’s interest hedges. For further details please see page 17. 2 EBITDA is defined as earnings before interest, income taxes, goodwill impairment and amortisation and write-ups of other intangible assets, depreciation and write-ups of property, plant and equipment, investments and current assets. 3 Earnings per share were adjusted for the impact of the 10-for-1 reverse stock split in February 2023 as well as the impact of the subscription rights issued in the capital increase on 24 April 2023. 4 Equity divided by balance sheet total in %, variance is given in percentage points. The present Q1 Interim Financial Report 2024 is based on TUI Group’s reporting structure set out in the Consolidated Financial Statements of TUI AG as at 30 September 2023. See TUI Group Annual Report 2023 from page 28. Due to the re-segmentation of Future Markets from All other segments to Hotels & Resorts, TUI Musement and Central Region as at 31 March 2023 previous year’s figures have been adjusted.
Trading update Markets & Airlines1 - Positive booking momentum continues for both Winter and Summer seasons with higher ASP highlighting the strong consumer demand for our travel products. Volumes expected to recover to pre-pandemic levels
1 Bookings up to 4 February 2024 relate to all customers whether risk or non-risk and include amendments and voucher re-bookings. 2 Depending on the source market, Summer season starts in April or May and ends in September, October or November.
Trading update Holiday Experiences1 – Trading remains well on track to deliver in line with expectations
1 FY 2024 trading data (excluding Blue Diamond in Hotels & Resorts) as of 4 February 2024 compared to 2023 trading data 2 Number of hotel days open multiplied by beds available in the hotel (Group owned and leased hotels) 3 Occupied beds divided by available beds (Group owned and lease hotels) 4 Board and lodging revenue divided by occupied bed nights (Group owned and leased hotels) 5 Number of operating days multiplied by berths available on the operated ships 6 Achieved passenger cruise days divided by available passenger cruise days 7 TUI Cruises: Ticket revenue divided by achieved passenger cruise days. Marella Cruises: Revenue (stay on ship inclusive of transfers, flights and
Strategic priorities The TUI Group's strategy outlined in the Annual Report 20231 will be driven forward in the current financial year.
During the quarter we have made further progress in achieving our strategic transformation. The initiatives include the following:
We also aim to further improve our net leverage, focusing on optimising working capital and cash from operations and maintaining disciplined capital expenditure through asset right and joint venture growth. This will support improving the structure of our balance sheet with the target to bring our net leverage2 down below 1.0x. In this context we will also look to return and debt-finance the remaining KfW Revolving Credit Facility (RCF) in due course.
1 Details on our strategy see TUI Group Annual Report 2023 from page 24 2 Net leverage ratio defined as net debt (Financial liabilities plus lease liabilities less cash & cash equivalents less other current financial assets) divided by underlying EBITDA
Report on changes in expected development We re-confirm all our expectations for financial year 2024 set out in the Annual Report 2023. See TUI Group Annual Report 2023 from page 56 onwards.
Consolidated earnings
Segmental performance
The Hotels & Resorts portfolio is well-diversified in terms of product offer, destination mix and ownership models, and benefits from multi-channel and multi-source market distribution via Markets & Airlines, direct to customer, and via third parties such as Online Travel Agents (OTAs) and tour operators mainly outside our own source markets.
Q1 2024 total revenue for the segment grew to €448.4m, an increase of 17% year-on-year (Q1 2023: €384.7m) driven by higher bed nights and occupancy at increased rates. As a result, the segment contributed a Q1 underlying EBIT of €90.7m, up €19.0m year-on-year (Q1 2023: €71.6m). Results were supported in particular by a stronger operational performance for Riu. The Canaries, Cape Verde and Turkey proved to be highly sought after destinations reporting higher volumes and rates.
A total of 8.8m available bed nights (capacity) were on offer during the quarter, up by 3% on Q1 2023 due to higher capacities across the Riu portfolio mainly as a result of fewer hotel renovations. The overall occupancy rate for the segment remained high across all businesses rising by a total of 3%pts year-on-year to 78% with our hotels in the Caribbean in strong demand at an occupancy level of 87%. The Canaries also proved popular during this winter period, achieving an occupancy level of 81%.
Q1 2024 average daily rate increased by 5% year-on-year to €90 overall supported by an improvement across our key brands. Riu’s average daily rate increased by 7% to €82 (Q1 2023: €77). Similarly, Robinson rates also increased by 6% to €107 (Q1 2023: €101). Blue Diamond’s average daily rate were 1% lower at €150 due to exchange rate translation (Q1 2023: €151). At constant currency the Q1 2024 average daily rate was +4% higher at €158.
The Cruises segment comprises the joint venture TUI Cruises in Germany, which operates cruise ships under the brands Mein Schiff and Hapag-Lloyd Cruises, and Marella Cruises in UK. As in the previous year, the segment operated a full fleet of 16 ships.
Q1 2024 revenue reflecting Marella Cruises only, increased to €166.8m, an improvement of 45% year-on-year (Q1 2023: €115.2m). Q1 2024 underlying EBIT (including the equity result of TUI Cruises), was €34.5m, increasing €34.3m against the prior year quarter (Q1 2023: €0.2m) as Cruises continued its positive development. The improvement for the segment, was driven by an increased occupancy at higher rates, with all three of our cruise brands contributing to the improvement. Available passenger cruise days of 2.3m were -2% overall (Q1 2023: 2.4m) due to scheduled regular dry and wet dock periods. The EAT (Earning after Tax) of €28.6m for TUI Cruises, was up significant by €21.1m year-on-year (Q1 2023: €7.6m).
Mein Schiff – Mein Schiff deployed a full fleet of six ships during the quarter against a fleet of seven vessels in the prior year following the transfer of Mein Schiff Herz to Marella Cruises in the prior year. The brand offered itineraries to the Canaries, the Orient, the Caribbean, Central America, Asia and Northern Europe. Occupancy of the operated fleet continued to rise, reaching 99% during the quarter (Q1 2023: 88%) and returning to pre-pandemic levels, underlining the strong demand for our German language, premium all-inclusive product post pandemic. At €169, the average daily rate was 22% higher than in the prior year (Q1 2023: €139) supported by higher demand.
Hapag-Lloyd Cruises – The brand is a leading provider of luxury and expeditions cruises in German speaking markets. During the quarter itineraries were focused on Europe, the Americas, the Caribbean, South Pacific as well as voyages to Antartica. As in the prior year, the fleet comprised two luxury liners and three expedition cruise ships. Q1 average daily rate was €678, increasing by 1% on prior year (Q1 2023: €669). Q1 occupancy of the fleet was 73% (Q1 2023: 65%), underlining the significantly increased demand for the product on offer.
Marella Cruises – Our UK brand caters for a variety of cruise customer including families. In Q1 2024 the fleet consisted of five ships, one more than in Q1 2023, following the commissioning of the Marella Voyager, formerly Mein Schiff Herz which entered the fleet last year in time for the Summer 2023 season. During the quarter, Marella Cruises operated itineraries to the Canaries and the Caribbean, with routes to Asia also reintroduced for the Winter season. The business achieved an average daily rate of £177 up 12% year-on-year (Q1 2023: £158). Occupancy was at 93%, versus a prior year Q1 of 91% benefiting from an improved trading environment.
TUI Musement is one of the largest digital providers of experiences (including excursions, activities and tickets) transfers and multi-day tours.
Q1 2024 revenue of €194.9m, was 22% higher year-on-year (Q1 2023: €159.7m). The underlying EBIT of €-10.7m reduced by €2.8m against prior year (Q1 2023: €-13.5m) supported by the expansion of the B2C experiences offering, increased B2B partnerships and higher transfer volumes and experience sales to our Markets & Airlines business.
During the quarter, TUI Musement provided 5.4m guest transfers in the destinations, an increase of 9% against the prior year (Q1 2023: 5.0m). In addition, 2.0m experiences were sold in the quarter, 16% higher year-on-year (Q1 2023: 1.7m). Popular experiences in sun & beach destinations are proving to be products of TUI Collection products, our portfolio of of own experiences, which are developed by the TUI team in conjunction with local operators. In city destinations tickets to renowned attractions such as the Sagrada Familia in Barcelona were particularly sought after.
Our Markets & Airlines business covers the whole customer journey. We differentiate ourselves from the competition (such as tour operators, OTAs, hotels and airlines) based on our products, services, customer care and trust, and by following a customer-centric approach.
Q1 2024 revenue of €3,687.6m, increased 13% year-on-year (Q1 2023: €3,263.1m). Whilst Q1 2024 Underlying EBIT is traditionally negative, results for the quarter improved significantly by €98.9m to €-95.7m year-on-year (Q1 2023: €-194.6m) and above pre-pandemic levels. Notably, Central Region achieved a positive first quarter result for the first time1. The overall improvement was driven in part by an improved operational performance with higher volumes at increased prices, as we continue to transform the segment. In addition, the return to normal hedging conditions for the business following the lifting of restrictions on our ability to hedge in line with our policy, provided, as expected, significant upside to the results across the markets and in particular in UK.
Short- and medium haul destinations such as the Canaries, Egypt and Cape Verde proved again to be the most popular destinations for our customers. Key long-haul destinations in the quarter included Mexico, Thailand and the Dominican Republic.
A total of 3,514k customers departed in the quarter, an increase of 211k customers versus prior year with the majority of overall customers departing during October. Average load factor of 86% for Q1 2024, was 1%pt higher than in the prior year quarter (Q1 2023: 85%).
As part of our strategy to accelerate the Group’s transformation into a digital platform business, we continue to drive forward our app sales which made up 6.6% of overall sales in Q1 2024, an increase of 37% against Q1 2023. In this context, we have also seen increased demand for our dynamically packaged products, providing our customers with greater choice and flexibility. Here 0.6m of our customer volumes were dynamically packaged in the quarter, up 24% year-on-year (Q1 2023: 0.5m).
1 Since the merger of TUI AG and TUI Travel PLC in 2014
Northern Region comprises the source markets UK and Nordics following the sale of our strategic tour operator venture in Canada in May 2023.
Q1 2024 revenue for the region of €1,441.5m, was 7% higher year-on-year (Q1 2023: €1,343.1m). Q1 2024 underlying EBIT of €-50.4m improved significantly by €71.5m year-on-year (Q1 2023: €-122.0m) supported by increased demand at increased prices as well as an upside in particular in UK, from the return to normal hedging lines.
Q1 2024 customer volumes increased by 2.7% to 1,240k versus 1,208k guests in Q1 2023 driven by higher demand and returning to pre-pandemic levels. Online distribution continued to be high at 68%, and in line with prior year (Q1 2023: 68%). Direct distribution was at 93% maintaining the high rate of the prior year (Q1 2023: 93%).
Central Region comprises the source markets Germany, Austria, Switzerland and Poland.
Q1 2023 revenue of €1,633.5m, improved 18 % year-on-year (Q1 2023: €1,385.0m). Underlying EBIT rose by €30.3m to €1.3m year-on-year (Q1 2023: €-29.0m) with the Region achieving a positive first quarter result for the first time.1 The significant improvement was driven in particular by stronger demand in Germany with increased volumes and prices. Central Region saw 1,383k customers depart in the quarter, an improvement of 12.2% versus prior year (Q1 2023: 1,232k), the highest increase across our regions. Online distribution stood at 27%, down slightly by 1%pt against prior year. Direct distribution was 2%pts lower to 52% against Q1 2023 of 54%.
1 Since the merger of TUI AG and TUI Travel PLC in 2014
Western Region comprises the source markets Belgium, Netherlands and France.
Q1 2024 revenue of €612.6m, was up 15% year-on-year (Q1 2023: €534.9m). Q1 underlying EBIT of
Customer volumes rose by 3.3% to 891k guests year-on-year (Q1 2023: 863k). Online distribution for region was at 59%, 3%pt below prior year. Direct distribution was down 2%pts to 77% versus prior year (Q1 2023: 79%).
All other segments includes the corporate centre functions of TUI AG and the interim holdings, the Group’s real estate companies and the Group’s key tourism functions.
Q1 2024 underlying EBIT of €-12.8m, improved by €3.8m year-on-year (Q1 2023: €-16.7m) primarily due to a positive effect resulting from loan impairment reversals, partly offset by higher costs.
Financial position and net assets Cash Flow / Net capex and investments / Net debt TUI Group's operating cash outflow in Q1 2024 of €1,612.5m decreased by 3.5% year-on-year This reflects the lower Group loss, which was partly offset by a higher cash outflow from the settlement of tourism-related prepayments.
Net debt as at 31 December 2023 of €4.0bn decreased by €1.3bn compared to previous year level (31 December 2022: €5.3bn). This improvement was driven by net proceeds (following repayment of the final WSF obligations) from our capital increase in April 2023 and the positive cash flow from operations.
* Including €0.7m for Q1 2024 (Q1 2023: €21.4m) cash gross capex of the aircraft leasing companies, which are allocated to Markets & Airlines as a whole, but not to the individual segments Northern Region, Central Region and Western Region.
Cash gross capex in Q1 2024 of €105.2m was €64.3m lower year-on-year. This decline was due to lower investments in both the Holiday Experiences and Markets & Airlines segments. The year-on-year increase in divestments in Q1 2024 was mainly driven by higher disposal proceeds. Net capex and investments of €43.9m decreased by €105.1m year-on-year.
Foreign exchange/Fuel We have a strategy of hedging the majority of our jet fuel and currency requirements for future seasons in place. Our hedging policy gives us certainty of costs when planning capacity and pricing. The following table shows the percentage of our forecast requirement that is currently hedged for Euros, US Dollars and jet fuel for our Markets & Airlines.
Non-current financial liabilities increased from €1,533.8m at 30 September 2023 to €2,732.3m. This increase was primarily attributable to an increase in liabilities to banks resulting from the utilisation of long-term credit lines.
For more details refer to the section Financial liabilities in the Notes of this Interim Report.
Comments on the consolidated income statement In the first three months of financial year 2024, TUI Group's revenue was higher than in Q1 2023, due to a year-on-year increase in business volume and higher average prices, in particular in Markets & Airlines. TUI Group’s results generally also reflect the significant seasonal swing in tourism between the winter and summer travel months.
In Q1 2024, consolidated revenue increased by €0.6bn year-on-year to €4.3bn.
Alternative performance measures The Group’s main financial KPI is underlying EBIT. We define the EBIT in underlying EBIT as earnings before interest, income taxes and the result from the measurement of the Group’s interest hedges. EBIT by definition includes goodwill impairments.
In calculating Underlying EBIT from EBIT, we adjust for separately disclosed items (including any goodwill impair-ment) and expenses from purchase price allocations. Separately disclosed items include adjustments for income and expense items that reflect amounts and frequencies of occurrence rendering an evaluation of the operating profitability of the segments and Group more difficult or causing distortions. These items include gains on disposal of financial investments, significant gains and losses from the sale of assets as well as significant restructuring and integration expenses and any goodwill impairments. Effects from purchase price allocations, ancillary acquisition costs and conditional purchase price payments are adjusted. Expenses from purchase price allocations relate to the amortisation of intangible assets from acquisitions made in previous years.
The TUI Group’s operating result adjusted for special items (underlying EBIT) improved by €159.0m to €6.0m in Q1 2024.
Other segment indicators
Corporate Governance Composition of the Boards In Q1 2024 and until 12 February 2024 the composition of the Boards of TUI AG changed as follows:
Executive Board With effect from the end of 5 January 2024, David Burling resigned from his position as a member of the Executive Board. He was succeeded as of 1 January 2024 by David Schelp as CEO Markets & Airlines.
Supervisory Board There were no changes to the Supervisory Board in the reporting period.
The current, complete composition of the Executive Board and Supervisory Board is published on our website, where it is permanently accessible to the public.
Risk and Opportunity Report Successful management of existing and emerging risks is critical to the long-term success of our business and to the achievement of our strategic objectives. In order to seize market opportunities and leverage the potential for success, risk must be accepted to a reasonable degree. Risk management is therefore an integral component of the Group’s Corporate Governance. Full details of our risk governance framework, principal risks and opportunities can be found in the Annual Report. There were no changes in Q1 2024 and until 12 February 2024 compared to the risks and opportunities described in detail in our Annual Report 2023.
Related parties Apart from the subsidiaries included in the Interim Financial Statements, TUI AG, in carrying out its business activities, maintains direct and indirect relationships with related parties. All transactions with related parties were executed on an arm’s length basis.
Detailed information on related parties is provided under section 51 in the Notes to the consolidated financial statements 2023.
In order to strengthen the equity, the shareholders of Pep Toni Hotels S.A. have decided to make additional funds available to the company. The payment into the capital reserve of €73.5m was made by TUI in January 2024.
Unaudited condensed consolidated Interim Financial Statements
Notes General The TUI Group and its major subsidiaries and shareholdings operate in tourism. TUI AG, based in Karl-Wiechert-Allee 23, 30625 Hanover, Germany, is the TUI Group’s parent company and a listed corporation under German law. The Company is registered in the commercial registers of the district courts of Berlin-Charlottenburg (HRB 321) and Hanover (HRB 6580), Germany. The shares in TUI AG are traded on the London Stock Exchange and the Hanover and Frankfurt Stock Exchanges. In this document, the term “TUI Group” represents the consolidated group of TUI AG and its direct and indirect investments. Additionally, the unaudited condensed consolidated interim financial statements of TUI AG are referred to as “Interim Financial Statements”, the unaudited condensed consolidated income statement of TUI AG is referred to as “income statement”, the unaudited condensed consolidated statement of financial position of TUI AG is referred to as “statement of financial position”, the unaudited condensed consolidated statement of comprehensive income of TUI AG is referred to as “statement of comprehensive income” and the unaudited condensed consolidated statement of changes in equity of TUI AG is referred to as “statement of changes in equity”.
The Interim Financial Statements cover the period from 1 October 2023 to 31 December 2023. The Interim Financial Statements are prepared in euros. Unless stated otherwise, all amounts are stated in million euros (€m). TUI Group’s results generally also reflect the significant seasonal swing in tourism between the winter and summer travel months.
The Interim Financial Statements were approved for publication by the Executive Board of TUI AG on 12 February 2024.
Accounting principles Declaration of compliance The consolidated interim financial report for the period ended 31 December 2023 comprise the Interim Financial Statements and the Interim Management Report in accordance with section 115 of the German Securities Trading Act (WpHG).
The Interim Financial Statements were prepared in conformity with the International Financial Reporting Standards (IFRS) of the International Accounting Standards Board (IASB) and the relevant interpretations of the IFRS Interpretation Committee (IFRS IC) for interim financial reporting applicable in the European Union.
In accordance with IAS 34, the Interim Financial Statements are published in a condensed form compared with the consolidated annual financial statements and should therefore be read in combination with TUI Group’s consolidated financial statements for financial year 2023. The Interim Financial Statements were reviewed by the Group’s auditor.
Going concern reporting in accordance with the UK Corporate Governance Code The TUI Group covers its day-to-day working capital requirements through cash on hand, balances with and borrowings from banks. TUI Group's net debt (financial debt plus lease liabilities less cash and cash equivalents and less short-term interest-bearing cash investments) as of 31 December 2023 was €4.0bn (as at 30 September 2023 €2.1bn).
As at 31 December 2023, TUI Group’s revolving credit facilities totalled €2.7bn, they comprised the following
The syndicated credit line with the 19 banks (€1.64bn), including the credit line with KfW (€1.05bn), together referred to as the “RCF”, will mature in July 2026. The RCF of TUI AG is subject to compliance with certain financial targets (covenants) for debt coverage and interest coverage, the review of which is carried out on the basis of the last four reported quarters at the end of the financial year or the half-year of a financial year.
Furthermore, bilateral credit lines of €50m each were agreed with four banks in December 2023; these credit lines have been drawn to €100m at 31 December 2023.
Cash drawdowns from the €1.64bn credit line from private banks amounted to €1.44bn as at 31 December 2023, while the volume of guarantees issued under the guarantee line was €126.7m. The KfW credit line, which amounts to €1.05bn, had not been utilised as at 31 December 2023. It is still not expected to be utilised and merely serves as a buffer. The aim is to return this credit line quickly.
In the view of the Executive Board, the TUI Group currently has and will continue to have sufficient funds, resulting both from borrowings and from operating cash flows, to meet its payment obligations and to continue as a going concern in the foreseeable future. The Executive Board bases this assessment on the forecasts for future operating cash flows, which will show cash surpluses from the second half of the year in particular, in line with TUI's seasonal business. The credit facilities described above are also available. Therefore, as at 31 December 2023, the Board does not identify any material uncertainty that may cast significant doubt on the Group's ability to continue as a going concern.
The Board does not foresee risks that may jeopardise the Group's ability to continue as a going concern and does not believe that compliance with the financial covenants will be at risk as at 31 March 2024 and 30 September 2024.
In accordance with Regulation 30 of the UK Corporate Governance Code, the Board confirms that, in its opinion, it is appropriate to prepare the consolidated interim financial statements on a going concern basis.
Accounting and measurement methods The preparation of the Interim Financial Statements requires management to make estimates and judgements that affect the reported values of assets, liabilities and contingent liabilities at the balance sheet date and the reported values of revenues and expenses during the reporting period.
Both the recent development of the business and current trading for the summer programme have confirmed the business performance guidance provided by TUI at the end of financial year 2023. Accordingly TUI does not see any indication that the Group’s assets may generally be impaired.
The accounting and measurement methods adopted in the preparation of the Interim Financial Statements as at 31 December 2023 are materially consistent with those followed in preparing the annual consolidated financial statements for the financial year ended 30 September 2023, except for the initial application of new or amended standards, as outlined below.
The income taxes were recorded based on the best estimate of the weighted average tax rate that is expected for the whole financial year. Newly applied standards Since the beginning of financial year 2024, TUI Group has initially applied the following standards, amended by the IASB and endorsed by the EU, on a mandatory basis:
Group of consolidated companies The Interim Financial Statements include all material subsidiaries over which TUI AG has control. Control requires TUI AG to have decision-making power over the relevant activities, be exposed to variable returns or have entitlements regarding the returns, and can affect the level of those variable returns through its decision-making power.
The Interim Financial Statements as of 31 December 2023 comprised a total of 262 subsidiaries of TUI AG.
Acquisitions – Divestments Acquisitions in the period under review
A 50 % stake in TRAVELStar GmbH, a travel agency company based in Hanover, was acquired by way of a purchase agreement dated 29 August 2023 and effective as of 19 October 2023. The consideration determined in the framework of a purchase price allocation totals €2.3m and relates in full to purchase price payments offset from the sale of the stake in Raiffeisen-Tours RT-Reisen GmbH. With the acquisition of the shares in TRAVELStar GmbH, the 50 % stake previously held by TUI Group was increased to 100 %. The interest already held at the date of acquisition, carried as a joint venture accounted for using the equity method, was remeasured to fair value through profit or loss in the framework of the transitional consolidation (€2.3m). The transaction resulted in a gain of €0.4m, carried in Other income. In the period under review, the impact on revenues and earnings was insignificant.
No companies were acquired after the balance sheet date.
Divestments Three companies were divested in the first three months of financial year 2024.
The shares in the joint venture WOT Hotels Adriatic Asset Company d.o.o., a company accounted for using the equity method, were sold by way of an agreement dated 30 August 2023 and effective as of 20 October 2023. The purchase price totals €12.0m and corresponds to the carrying amount of the equity method investment at the divestment date. The purchase price was paid on 10 November 2023. The loss on disposal from this transaction amounts to €0.1m and is carried in Other expenses. The shares in the associated company Raiffeisen-Tours RT-Reisen GmbH, accounted for using the equity method, were sold by way of a purchase agreement dated 29 August 2023 and effective as of 19 October 2023. The consideration determined in the framework of a purchase price allocation amounts to €3.1m and corresponds to the carrying amount of the equity method investment at the divestment date. The payment was made on 30 October 2023. The divestment of the company resulted in the disposal of goodwill of the Central Region cash-generating unit totalling €1.2m. A loss on disposal of €1.2m was realised from this transaction and is carried in Other expenses.
On 31 March 2023, an agreement was signed with TUI Global Hospitality Fund S.C.S. to sell Club Hotel CV, S.A. (Robinson Club Cabo Verde), consolidated in the Hotels & Resorts segment. The divestment was completed on 31 October 2023. The consideration amounts to €45.6m. Of this total, €44.8m is attributable to the settlement of intra-Group loans. The payment was made on 31 October 2023. The divestment of the company resulted in the disposal of goodwill totalling €2.5m of the Robinson cash-generating unit. A gain on disposal of €1.0m was generated from this transaction and is carried in Other income.
No companies were divested after the balance sheet date.
Notes to the unaudited condensed consolidated Income Statement In the first three months of financial year 2024, TUI Group's revenue was significantly higher than in Q1 2023, due to a year-on-year increase in business volume and higher average prices, in particular in Markets & Airlines. TUI Group’s results generally also reflect the significant seasonal swing in tourism between the winter and summer travel months.
In the first three months of the financial year 2024, consolidated revenue increased by €0.6bn year-on-year to €4.3bn.
Cost of sales relates to the expenses we incur in the provision of tourism services. In addition to expenses for per-sonnel, depreciation and amortisation, and rental and leasing expenses directly related to revenue-generating activi-ties, it includes all costs we incur in connection with the procurement and delivery of airline services, hotel accom-modation, cruises and distribution costs., as well as certain hedging costs.
Due to the increased business volume, the cost of sales increased by 12.2% to €4.1bn in Q1 2024.
Administrative expenses comprise all expenses incurred in connection with the performance of administrative functions and break down as follows:
The cost of sales and administrative expenses include the following expenses for staff and depreciation/amortisation:
The impairments of €0.2m were presented within cost of sales (Q1 2023 €4.2m).
In the first three months of financial year 2024, Other income mainly shows gains from the disposal of aircraft assets. In the previous year, this item had primarily comprised a gain of €4.7m from the disposal of the Jet Set House (Crawley) building.
As in the previous year, Other expenses in the period under review mainly relate to losses from the disposal of aircraft assets.
The improvement in the net financial result from €-114.1 m in the first three months of the previous year to €-103.1m in the current financial year is mainly the result of declining interest expense.
The previous year's results for the Northern Region still include the negative result of the strategic tour operator venture in Canada that was sold in May 2023.
The tax income arising in the first three months of financial year 2024 is mainly driven by the seasonality of the tourism business.
The majority of TUI Group's results attributable to non-controlling interests relates to a gain generated by RIUSA II Group amounting to €38.1m (Q1 2023 €24.0m profit).
Notes to the unaudited condensed consolidated Statement of Financial Position
At €2,949.6m, goodwill is almost unchanged compared to 30 September 2023.
Compared to 30 September 2023 property, plant and equipment increased by €54.7m to €3,535.0m. Additions of €154.8m included advance payments of €86.9m for the future delivery of additional aircraft. Additions to assets under construction of €21.6m related to carry out maintenance work on cruise ships. Further additions of €26.1m related to acquisitions in the Hotels & Resorts segment and €9.6m to the purchase of aircraft spare parts. Reclassifications from right-of-use assets led to an increase in property, plant and equipment of €44.7m and were mainly due to the reclassification of an aircraft resulting from the exercise of an existing purchase option.
On the other hand, depreciation and amortisation of €65.8m led to a decrease in property, plant and equipment. Furthermore, plant and equipment decreased by €45.6m due to foreign exchange translation. Disposals of €33.5m led to a further reduction of property, plant and equipment and are mainly caused by the disposal of advance payments for future delivery of aircraft (€25.8m). Due to sale and leaseback transactions, the disposal of these advance payments led to the addition of right-of-use assets.
Compared to 30 September 2023 right-of-use assets decreased by €111.0m to €2,652.4m. Depreciation charged of €112.9m led to a decrease in right-of-use assets. Furthermore, the foreign exchange translation led to a decrease in right-of-use assets of €60.1m. Reclassifications into property, plant and equipment led to a further reduction of right-of-use assets by €44.7m. In this context, we refer to the section ‘Property, plant and equipment’.
On the other hand, additions increased the right-of-use assets by €72.6m, of which €53.1m were attributable to the delivery of two aircraft and one aircraft engine due to sale and leaseback transactions. Furthermore, modifications and reassessments of existing lease contracts increased the right-of-use assets by €32.5m. The increase is mainly due to contract extensions related to leased aircraft (€14.3m) and hotel leases (€11.7).
The corresponding liabilities are explained in the section ‘Lease Liabilities’.
The decrease in current trade and other receivables mainly results from reduced security deposits issued to secure advance payment from customers.
As at 31 December 2023, assets in the amount of €0.3m were classified as held for sale. In the course of the period under review, there were no reclassifications to assets held for sale.
In addition, in the previous year there were liabilities (€1.6m) in relation to assets held for sale of the disposal group Robinson Club Cabo Verde in the Hotels & Resorts segment. The sale of this disposal group and the sales of the investments accounted for using the equity method took place in October 2023. In this context, please refer to the section ‘Divestments’.
The pension provisions for unfunded plans and underfunded plans increased by €57.9m from €670.4m to €728.3m compared to the end of the previous financial year.
The overfunding of funded pension plans reported in other non-financial assets decreased by €15.2m from €98.5m as at 30 September 2023 to €83.3m as at 31 December 2023.
This development is attributable in particular to remeasurement effects due to a significantly lower discount rate in the UK and Germany, compared to 30 September 2023. In both regions, the defined benefit obligations increased accordingly. In the case of the funded pension plans in the UK, however, this increase was largely offset by increased asset values due to the chosen investment strategy.
Non-current financial liabilities increased from €1,533.8m at 30 September 2023 to €2,732.3m. This increase was primarily attributable to an increase in liabilities to banks resulting from the utilisation of long-term credit lines.
The main financing instrument is a syndicated revolving credit facility (RCF) between TUI AG and the existing
Furthermore, bilateral credit lines of €50m each were agreed with four banks in December 2023; these credit lines have been drawn to €100m at 31 December 2023 and are reported under current liabilities.
Current financial liabilities increased by €158.0m to €256.5m at 31 December 2023 compared to €98.5m at 30 September 2023.
For more details on the terms, conditions and the amendments to the credit lines please refer to the section ‘Going Concern Reporting under the UK Corporate Governance Code’.
Compared to 30 September 2023, the lease liabilities decreased by €129.0m to €2,789.1m. Payments of €210.3m led to a decline in lease liabilities. Furthermore, lease liabilities decreased by €73.8m due to foreign exchange translation. On the other hand, additions from newly leased contracts led to an increase in lease liabilities of €78.3m, of which €49.2m relate to the addition of two new aircraft and €9.6m to the addition of an aircraft engine. In addition, the lease liabilities increased by €43.9m due to interest charges. Furthermore, changes and remeasurements of existing leases resulted in an increase in lease liabilities of €32.8m, of which €14.4m mainly relate to lease extensions on aircraft and €11.7m to hotel leases.
Overall, equity decreased by €553.3m when compared to 30 September 2023, from €1,947.2m to €1,393.9m.
The Group loss in the first three months of the financial year 2024 is mainly caused by the seasonality of the tourism business.
The proportion of gains and losses from hedging instruments for effective hedging of future cash flows includes an amount of €-343.9m (pre‑tax) carried under other comprehensive income in equity outside profit and loss (previous year €-136.3m).
The revaluation of pension obligations is also recognised under other comprehensive income directly in equity without effect on profit and loss.
The amounts shown in the column ‘carrying amount’ (as shown in the balance sheet) in the tables above can differ from those in the other columns of a particular row since the latter include all financial instruments. That is the latter columns include financial instruments which are part of disposal groups according to IFRS 5. In the balance sheet, financial instruments, which are part of a disposal group, are shown as separate items. If such financial instruments are included, further details on these financial instruments are explained in the section ‘Assets held for sale’.
The instruments measured at fair value through other comprehensive income (OCI) within the other financial assets class are investments in companies based on medium to long-term strategic objectives. Recording all short-term fluctuations in the fair value in the income statement would not be in line with TUI Group's strategy; these equity instruments were, therefore, designated as at fair value through OCI.
In the period under review, the fair values of current other receivables, current other financial assets and current liabilities to banks were determined in line with the past financial year, taking account of yield curves and the respective credit risk premium (credit spread).
The fair values of non-current trade receivables and other receivables correspond to the present values of the cash flows associated with the assets, taking account of current interest parameters which reflect market and counterparty-related changes in terms and expectations. In the case of cash and cash equivalents, current trade receivables, current trade payables and other financial liabilities the carrying amount approximates the fair value due to the short remaining term.
Fair value measurement The table below presents the fair values of recurring, non-recurring and other financial instruments measured at fair value in line with the underlying measurement level. The individual measurement levels have been defined as follows in line with the inputs:
At the end of every reporting period, TUI Group checks whether there are any reasons for reclassification to or from one of the measurement levels. Financial assets and financial liabilities are generally transferred out of Level 1 into Level 2 if the liquidity and trading activity no longer indicate an active market. The opposite situation applies to potential transfers out of Level 2 into Level 1. In the reporting period, there were no transfers between Level 1 and Level 2.
Reclassifications from Level 3 to Level 2 or Level 1 are made if observable market price quotations become available for the asset or liability concerned. In the reporting period there were no transfers from or to Level 3. TUI Group records transfers from or to Level 3 at the date of the obligating event or occasion triggering the transfer.
Level 1 financial instruments The fair value of financial instruments for which an active market exists is based on quoted prices at the reporting date. An active market exists if quoted prices are readily and regularly available from an exchange, dealer, broker, pricing service or regulatory agency and these prices represent actual and regularly occurring market transactions on an arm’s length basis. These financial instruments are classified as Level 1. The fair values correspond to the nominal amounts multiplied by the quoted prices at the reporting date. Level 1 financial instruments primarily comprise shares in listed companies classified as at fair value through OCI and bonds issued classified as financial liabilities at amortised cost.
Level 2 financial instruments The fair values of financial instruments not traded in an active market, e.g., over-the-counter (OTC) derivatives, are determined by means of valuation techniques. These valuation techniques make maximum use of observable market data and minimise the use of Group-specific assumptions. If all essential inputs for the determination of the fair value of an instrument are observable, the instrument is classified as Level 2.
If one or several key inputs are not based on observable market data, the instrument is classified as Level 3. The following specific valuation techniques are used to measure financial instruments:
Level 3 financial instruments The table below presents the fair values of the financial instruments measured at fair value on a recurring basis, classified as Level 3:
Evaluation process The fair value of financial instruments in level 3 has been determined by TUI Group's financial department using the discounted cash flow method. This involves the market data and parameters required for measurement being compiled or validated. Non-observable input parameters are reviewed based on internally available information. The input parameters were not adjusted in the first quarter of the financial year 2024.
In principle, the unobservable input parameters relate to the following parameters: the (estimated) EBITDA margin is in a range between -5.9 % and 34,2 %. The constant growth rate is 1 %. The weighted average cost of capital (WACC) is 11.0 %. Due to materiality, no detailed figures have been provided. With the exception of the WACC, there is a positive correlation between the input factors and the fair value.
Financial instruments classified as Other financial assets include shares in corporations. The total fair value of these financial investments at 30 September 2023 is €9.9m (previous year €9.9m). None of these strategic financial investments were sold in the completed financial year. There were no significant dividend payments resulted from these financial investments (previous year €0.1m).
In previous year the Other receivables according to IFRS 9 in Level 3 at a carrying amount of €38.9m relate to a discounted variable purchase price receivable from the sale of Riu Hotels S.A., carried as a financial instrument in the measurement category at fair value through profit and loss. The nominal value of the receivable is €39.7m. After granting a discount of €0.6m, the purchase price receivable was settled early on 15 December 2023. Income of €0.2m was recognised in the income statement in the first quarter of the financial year.
Effects on results The effects of remeasuring financial assets carried at fair value through OCI as well as the effective portions of changes in fair values of derivatives designated as cash flow hedges are listed in the statement of changes in equity.
As at 31 December 2023, contingent liabilities amounted to €71.5m (as at 30 September 2023 €73.7m). They are mainly attributable to the granting of guarantees for the benefit of hotel and cruises activities and the granting of guarantees for contingent liabilities from aircraft leasing agreements. The contingent liabilities are reported at an amount representing the best estimate of the expenditure required to meet the potential obligation at the balance sheet date.
As at 31 December 2023 order commitments in respect of capital expenditure decreased by €238.3m as against 30 September 2023.
The decrease in order commitments is largely attributed to a decline in aircraft obligations. Scheduled payments, delivery of aircraft and the effects of foreign exchange for order commitments denominated in non-functional currencies have reduced aircraft commitments.
The cash flow statement shows the flow of cash and cash equivalents on the basis of a separate presentation of cash inflows and outflows from operating, investing and financing activities. The effects of changes in the group of consolidated companies and of foreign currency translation are eliminated.
In the period under review, cash and cash equivalents decreased by €345.7m to €1,714.8m.
In Q1 2024, the cash outflow from operating activities totalled €1,612.5m (Q1 2023 cash outflow of €1,670.9m). This amount includes cash inflows of €17.7m (Q1 2023 €6.4m) from interest payments and €15.3m (Q1 2023 2.2m) from dividend payments received from companies measured at equity. Income tax payments resulted in a cash outflow of €53.7m (Q1 2023 €28.9m).
The total cash outflow from investing activities totalled €76.2m (Q1 2023 cash outflow of €147.6m). This amount includes a cash outflow for capital expenditure on property, plant and equipment and intangibles of €192.9m. The Group recorded a cash inflow of €47.2m from the divestment of property, plant and equipment and intangible assets. TUI recorded cash inflows of €39.1m from the earn-out payment in connection with the sale of the stakes in Riu Hotels S.A., effected in financial year 2021, €12.0m from the sale of the stake in WOT Hotels Adriatic Assets Company, and €2.9m from the sale of the stake in Raiffeisen-Tours RT Reisen GmbH. €31.6m were used for short-term investments. For the sale of Club Hotel CV to the TUI Global Hospitality Fund, the TUI Group received €44.1m less cash outflows.
The cash inflow from financing activities totalled €1,349.8m (Q1 2023 cash inflow of €1,634.7m).
In the period under review, TUI AG increased its syndicated credit facility by €1,440.2m and took out bilateral bank facilities of €100.0m. Other TUI Group companies took out loans worth €180.4m. A cash outflow of €192.2m resulted from the redemption of financial liabilities, including an amount of €169.0m for lease liabilities. Interest payments resulted in a cash outflow of €102.2m, while a cash outflow of €76.0m was attributable to the payment of dividends to minority shareholders.
In addition, cash and cash equivalents decreased by €6.8m (Q1 2023 decrease by €10.6m) due to changes in exchange rates.
As at 31 December 2023 cash and cash equivalents worth €738.9m were subject to restrictions (as at 30 September 2023 €772.2m).
On 30 September 2016, TUI AG entered into a long-term agreement to close the gap between the obligations and the fund assets of defined benefit pension plans in the UK. At the balance sheet date, an amount of €66.9m was deposited as security within a bank account (as at 30 September 2023 €66.9m). TUI Group can only use this amount of cash and cash equivalents if it provides alternative collateral.
Furthermore, an amount of €116.3m (as at 30 September 2023 €116.3m) related to cash collateral received, which was deposited with a Belgian subsidiary without acknowledgement of debt by the Belgian tax authorities in financial year 2013 in respect of long-standing litigation over VAT refunds for the period from 2001 to 2011. The purpose was to suspend the accrual of interest for both parties. In order to collateralise a potential repayment, the Belgian government was granted a bank guarantee. Due to the bank guarantee, TUI’s ability to dispose of the cash and cash equivalents is restricted.
The remaining €555.8m (as at 30 September 2023 €589.0m) relate to cash and cash equivalents to be deposited due to statutory or regulatory requirements, mainly in order to secure customer deposits and credit card payables.
The segment data shown are based on regular internal reporting to the Executive Board. Since the 2020 fiscal year, the internationally more commonly used earnings measure "underlying EBIT" is used for value-based management. Accordingly, this represents the segment performance indicator within the meaning of IFRS 8.
We define the EBIT in underlying EBIT as earnings before interest, income taxes and result from the measurement of the Group's interest rate hedging instruments. Impairment losses on goodwill are by definition included in EBIT.
In calculating Underlying EBIT from EBIT, we adjust for separately disclosed items (including any goodwill impair-ment) and expenses from purchase price allocations. Separately disclosed items include adjustments for income and expense items that reflect amounts and frequencies of occurrence rendering an evaluation of the operating profitability of the segments and Group more difficult or causing distortions. These items include gains on disposal of financial investments, significant gains and losses from the sale of assets as well as significant restructuring and integration expenses and any goodwill impairments. Effects from purchase price allocations, ancillary acquisition costs and conditional purchase price payments are adjusted. Expenses from purchase price allocations relate to the amortisation of intangible assets from acquisitions made in previous years.
In Q1 2024, underlying EBIT includes results of investments accounted for using the equity method of €43.1m (Q1 2023 €-4.4m). For a split up by segments, please refer to Note 6 ’Share of result of investments accounted for using the equity method’.
Net expenses for separately disclosed items of €0.6m included restructuring expenses of €5m in All Other Segments and €0.2m in Central Region, partially offset by €1m disposal gains in Holiday Experiences, €3m release of restructuring provisions no longer needed in Western Region as well as income of €2m Sunwing earn-out from the sale of the touroperator business by the equity method accounted company Sunwing Travel Group Inc., Ontario, in Northern Region in the previous fiscal year and €1m disposal losses in Markets & Airlines.
Net income for separately disclosed items of €0.7m in Q1 2023 included €2m income from the release of restructuring provisions no longer needed in Western Region and €1m release of restructuring provisions no longer needed in TUI Musement for the termination of the Tantur / TUI Russia business in the previous financial year, partly offset by €2m restructuring expenses in All Other Segments.
Expenses for purchase price allocations of €5.2m (previous year €6.4m) relate in particular to the scheduled amortisation of intangible assets from acquisitions made in previous years.
Apart from the subsidiaries included in the Interim Financial Statements, TUI AG, in carrying out its business activities, maintains direct and indirect relationships with related parties. All transactions with related parties were executed on an arm’s length basis.
Detailed information on related parties is provided under section 51 in the Notes to the consolidated financial statements 2023.
In order to strengthen the equity, the shareholders of Pep Toni Hotels S.A. have decided to make additional funds available to the company. The payment into the capital reserve of €73.5 million was made by TUI in January 2024.
Responsibility Statement To the best of our knowledge, and in accordance with the applicable reporting principles for interim 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.
Hanover, 12 February 2024
The Executive Board
Sebastian Ebel
Mathias Kiep
Peter Krueger
Sybille Reiss
David Schelp Review Report To TUI AG, Berlin/Germany and Hanover/Germany
We have reviewed the condensed interim consolidated financial statements – comprising the condensed in-come statement, the condensed statement of comprehensive income, the condensed statement of financial position, the condensed statement of changes in equity, the condensed statement of cash flows as well as selected explanatory notes to the consolidated financial statements – and the interim Group management report for the period from 1 October 2023 until 31 December 2023 of TUI AG, Berlin and Hanover, which are part of the quarterly financial report under § 115 section 7 WpHG (Wertpapierhandelsgesetz: German Securi-ties 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 in accordance with the requirements of the WpHG applicable to interim Group management reports is the responsibility of the entity’s executive board. Our re-sponsibility is to issue a review report 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 of the interim Group management report in compliance with the German Generally Accepted Standards for the Review of Financial Statements promulgated by the Institut der Wirtschaftsprüfer (IDW) and in supplementary compliance with the International Standard on Review Engagements 2410 “Review of Interim Financial Information Performed by the Independent Auditor of the Entity”. Those standards require that we plan and perform the review to obtain a limited level of assurance to preclude through critical evaluation that the condensed interim consolidated financial statements 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. A review is limited primarily to inquiries of personnel of the entity and to analytical pro-cedures applied to financial data and thus provides less assurance than an audit. Since, in accordance with our engagement, we have not performed an audit, we do not express an audit opinion.
Based on our review, nothing has come to our attention that causes us to believe 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.
Hanover/Germany, 12 February 2024
Deloitte GmbH Wirtschaftsprüfungsgesellschaft
Annika Deutsch Elmar Meier German Public Auditor German Public Auditor
Cautionary statement regarding forward-looking statements The present Interim 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
Contacts Nicola Gehrt Group Director Investor Relations Tel: + 49 (0)511 566 1435
Adrian Bell Senior Manager Investor Relations Tel: + 49 (0)511 2332
James Trimble Investor Relations Manager Tel: +44 (0)1582 315 293
Stefan Keese Investor Relations Manager Tel: + 49 (0)511 566 1387
Anika Heske Junior Investor Relations Manager Tel: + 49 (0)511 566 1425
TUI AG Karl-Wiechert-Allee 23 30625 Hannover Tel: + 49 (0)511 566 00 www.tuigroup.com
This Interim Report, the presentation slides and the video webcast for Q1 2024 (published on 13 February 2024) are available at the following link: www.tuigroup.com/en-en/investors Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. |
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| ISIN: | DE000TUAG505 |
| Category Code: | QRF |
| TIDM: | TUI |
| LEI Code: | 529900SL2WSPV293B552 |
| OAM Categories: | 3.1. Additional regulated information required to be disclosed under the laws of a Member State |
| Sequence No.: | 303242 |
| EQS News ID: | 1835639 |
| End of Announcement | EQS News Service |
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