SEATTLE, April 1, 2011 /PRNewswire/ -- Ambassadors
International, Inc. (NASDAQ: AMIE) ("Ambassadors") today announced
that it has entered into an agreement with Whippoorwill Associates,
Inc., as agent for its discretionary funds and accounts
("Whippoorwill"). Under the terms of the agreement,
Ambassadors proposes to sell substantially all of its assets,
including its principal operating unit, Windstar Cruises
("Windstar"), through a court-supervised sale process. In
accordance with the terms of the agreement with Whippoorwill, and
to facilitate the sale transaction, Ambassadors and its U.S.
subsidiaries today voluntarily filed petitions for reorganization
under Chapter 11 in the U.S. Bankruptcy Court for the District of
Delaware.
Ambassadors and Windstar intend to continue normal business
operations during the sale process, which is proposed to be
completed in approximately 45 days. Windstar also plans,
subject to court approval, to continue to:
- Operate all Windstar cruises as scheduled;
- Maintain all of Windstar's customer programs and policies;
- Honor all Windstar fares and reservations, including charter
contracts;
- Provide commissions and payments to its travel partners as
usual and employee wages and benefits without interruption;
and
- Pay all Windstar vendors and suppliers for goods and services
received both before and during the reorganization process in
connection with the sale.
Whippoorwill, a private investment firm with over $1 billion under management, intends to maintain
Windstar's business and operations and invest in Windstar's growth
following completion of the anticipated sale.
Shelley F. Greenhaus, President
of Whippoorwill, said "Windstar is a leading brand in the small
ship luxury travel market. Windstar's unique vessels and
itineraries offer a one of a kind cruise experience. In its
short tenure, the existing management team has made significant
strides in transforming Windstar's operations. The various
initiatives implemented in the past year have started to turn the
business around. Once it is free of its debt burden, we are
confident Windstar will be poised to grow its market share over the
long term."
Whippoorwill has agreed to provide $10
million in new financing under a Debtor-in-Possession (DIP)
credit facility, which can be used to help support Ambassadors' and
Windstar's continuing operations during the sale process.
With its current cash availability and this additional
funding, Ambassadors believes that it has ample liquidity to meet
its obligations to Windstar's customers, suppliers and employees
without interruption while the sale is being completed. Upon
emergence from this process, Windstar will be financially stronger
with substantially less debt and greater financial resources to
support its future growth.
Hans Birkholz, CEO of Ambassadors
and Windstar, said, "We are pleased to have reached this agreement
with Whippoorwill, and are confident Windstar will have a bright
future ahead. Whippoorwill has been a strong supporter of the
business for the past two years and we look forward to continuing
this partnership."
"Windstar has earned its reputation as a world-class brand by
providing affordable luxury vacations with attentive service staff
and outstanding amenities on each of our vessels -- and we intend
to continue delivering on that commitment. Our customers and
guests remain our top priority. The actions we are announcing
today will allow us to build on our strong brand position and guest
experience delivery while we position Windstar for profitability
and long-term success. Going forward, Windstar will continue
providing the extraordinary experiences and exceptional service
that are its hallmarks," Birkholz concluded.
In addition to the ongoing Windstar operations, and as part of
the sale, Whippoorwill will also acquire certain assets of
Ambassadors' former Majestic America Line operations, which were
discontinued in 2008.
Under the terms of the agreement, the sale to Whippoorwill is
subject to court approval and other specified closing conditions.
In compliance with Section 363 of the U.S. Bankruptcy Code,
qualifying bidders will also have an opportunity to submit higher
and better offers for evaluation through a court-supervised
competitive bidding process.
It is expected that Ambassadors' stockholders and holders of
Ambassadors' convertible notes will not receive any distribution
following the sale and these securities will likely have little, if
any, value following the Chapter 11 proceeding.
The Company's legal advisor is Stroock & Stroock & Lavan
LLP and its financial advisor is Imperial Capital, LLC.
Whippoorwill's legal advisor is Gibson, Dunn & Crutcher
LLP.
Additional information about the restructuring is available on
the Company's website at www.ambassadors.com. Claims information is
available at www.phaseeleven.com/ambassadors. General
information for Windstar guests is available at (800) 258-7245.
About Ambassadors International, Inc.
Ambassadors International, Inc. is primarily a cruise company
with headquarters in Seattle,
Washington. The Company operates Windstar Cruises, a
three-ship fleet of luxury yachts that explore the hidden harbors
and secluded coves of the world's most sought-after destinations.
Carrying just 148 to 312 guests, the luxurious ships of Windstar
cruise to nearly 50 nations, calling at 100 ports throughout
Europe, the Caribbean and the Americas. In this
press release, any reference to "Company," "Ambassadors,"
"management," "we," "us" and "our" refers to Ambassadors
International, Inc. and its management team.
Forward-Looking Statements
This press release contains forward-looking statements that are
based on our current expectations and assumptions. These
forward looking statements entail various risks and uncertainties
that could cause actual results to differ materially from those
suggested in our forward-looking statements. We believe that
such risks and uncertainties include, among others, our ability to
consummate the sale of our assets; our ability to obtain financing
at reasonable rates; the need to obtain Bankruptcy Court approval
for certain actions; the costs and other adverse effects of Chapter
11 proceedings; the risk that the bankruptcy filing and the related
cases disrupt the Company's plans and operations; competitive
practices and pricing in the cruise industry; our relationships
with our employees; our ability to effectively and efficiently
operate our cruise business; customer cancellation rates; marketing
expenses; extreme weather conditions; the impact of new laws and
regulations affecting our business; negative incidents involving
cruise ships, including those involving the health and safety of
passengers; cruise ship maintenance problems; reduced consumer
demand for vacations and cruise vacations; changes in fuel, food,
payroll, insurance and security costs; changes in relationships
with certain travel providers; changes in vacation industry
capacity; the Company's cost of capital and the ability of the
Company to obtain capital; our ability to continue to operate as a
going concern; our ability to effectively and efficiently operate
our cruise business; other economic factors and other
considerations affecting the travel industry; and other factors
discussed more specifically in our filings with the Securities and
exchange Commission. We are providing this information as of
the date of this release and do not undertake any obligation to
update any forward-looking statements contained in this release as
a result of new information, future events or otherwise.
Contacts:
Ambassadors International Public Relations
(206) 733-2705
Email: pr@ambassadors.com
Kimberly Kriger/James David/Michael
Freitag
Kekst and Company
(212) 521-4800
SOURCE Ambassadors International, Inc.