Russian shareholder faces investigation into switch of 29.9% holding. By Ian Taylor
German authorities are probing the transfer of a large stake in Tui by Russian billionaire Alexey Mordashov in a potential breach of EU sanctions triggered by Russia’s invasion of Ukraine.
Tui revealed the investigation by the Federal Financial Supervisory agency (BaFin) and the German economic ministry at the end of last week into the movement of a 29.9% stake in the group by Mordashov’s Cyprus-registered holding company Unifirm to a company in the British Virgin Islands.
Mordashov was sanctioned by the EU along with other wealthy Russians at the end of February, freezing his assets in the EU.
The transaction, on February 28, saw the 29.9% stake, worth about £1.1 billion, transferred to BVI‑registered Ondero Ltd with no owner listed, despite a legal requirement that stakeholders be named. A subsequent filing revealed Ondero’s owner to be Mordashov’s wife Marina.
Tui reported the transfer in a filing on March 4, which also reported Unifirm had sold a 4.13% stake in the group to Mordashov investment vehicle Severgroup and noted this smaller stake would be frozen due to EU sanctions.
The group confirmed the investigation, noting that until it concluded the transfer would be “invalid”. The company’s share price appeared stable this week – despite the potential reputational damage – at £2.33 in London and €2.77 in Frankfurt on Tuesday, down from more than €3 before the invasion but up from €2.40 in November.
Tui remains two-thirds owned by investors other than Mordashov, with almost 35% in private hands, 29% held by institutional investors and 2.4% by Spanish hospitality group and Tui partner Riu Hotels.
The group previously noted: “The aim of EU sanctions is to prevent Mr Mordashov from disposing of his shares… to prevent Mr Mordashov from realising any proceeds or profits from his investment… These sanctions against the shareholder have no impact on the company.”
A Tui spokesperson said: “Reporting obligations under capital market law in Germany apply to all shareholders, no matter where they are based. Tui and the German financial regulator BaFin did not receive any additional voting rights notification.”
Mordashov is head of Russia’s largest steel and mining company Severstal and chair of holding company Severgroup with assets from gold mining to media.
He was on the Tui supervisory board until resigning on March 2. Mordashov first acquired a stake in Tui in 2007 and by the start of the pandemic held a 25% stake.
He played a key role in financing Tui through the pandemic, joining a round of refinancing in December 2020 alongside the German state development bank KfW and German economic support fund WSF. Mordashov underwrote a shares issue in January 2021, agreeing to “acquire all remaining shares not sold to a maximum of 36% of share capital”. In the event, he raised his stake to 34%.
Tui chief executive Fritz Joussen noted at the time: “It is a very good sign that Unifirm agreed to participate in the capital increase.”