05/06/2021 TUI Cruises GmbH (TUICRU) EUR300m 144A/Reg S sr notes due 05/15/26 (5y). NC2 (MWC B+50bp), then at 103.25, 101.625, 100. Equity claw: 2y 40% at 106.50. Caa2/NR/CCC (stable/--/positive). Via JPM (B&D)/BNP jt glocos/Citi/Commerz/CA/DZ/UniCredit jt books. List ISE. NY law. No reg rights. Settles 05/14 (T+6). Reg S ISIN: XS2342247355. IPT: 7% area. Px talk: 6.75% area. Final price: 6.50%. Priced: 6.50% at 100. +711bp vs OBL 0% 04/10/26, Did investor call at 12pm UKT 05/04. Roadshow 05/04-06. Books closed at 2:30pm UKT 05/06. Reconfirms were due by 3:15pm UKT 05/06y. UOP: fund cash on the B/S. Biz: leading European cruise operator focused predominantly on German-speaking customers (Mein Schiff and Hapag Lloyd brands). Tui Cruises is a joint venture between TUI AG (50%) and Royal Caribbean Cruises Ltd (50%). HQ: Hamburg, Germany.