Date Closed

December 21, 2005

Lead Office

Toronto

Value

2.10 Billion USD

On December 21, 2005, CP Ships Limited completed its previously-announced amalgamation with Ship Acquisition Inc.  As a result of the amalgamation, TUI AG owns 100% of the common shares of CP Ships. On December 14, 2005, the shareholders of CP Ships approved the amalgamation transaction by TUI AG, a Hanover, Germany based corporation in the tourism and shipping business.  The value of the entire transaction was US$2.1 billion.  CP Ships also redeemed US$200 million of its 10 3/8% senior notes due 2012 and made an offer to purchase US$200 million of its 4% convertible subordinated notes due 2024.

McCarthy Tétrault advised CP Ships with a team that was led by David Woollcombe.