-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Vi5lbO8CghLHPluZgUZPr1EcWn5tqxtB3xtCLglhUClMHyoMfLvxeeyoumGhEbjz JB3cE9A2szqAKwMfehgtZQ== 0000912057-02-022100.txt : 20020528 0000912057-02-022100.hdr.sgml : 20020527 20020528171144 ACCESSION NUMBER: 0000912057-02-022100 CONFORMED SUBMISSION TYPE: DFAN14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020528 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ILLIUS JAMES C CENTRAL INDEX KEY: 0001072250 FILING VALUES: FORM TYPE: DFAN14A BUSINESS ADDRESS: STREET 1: 3791 FRANCIS DR CITY: ROCKY RIVER STATE: OH ZIP: 44116 MAIL ADDRESS: STREET 1: 3791 FRANCIS DR CITY: ROCKY RIVER STATE: OH ZIP: 44116 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EUROPA CRUISES CORP CENTRAL INDEX KEY: 0000844887 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 592935476 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DFAN14A SEC ACT: 1934 Act SEC FILE NUMBER: 000-17529 FILM NUMBER: 02663903 BUSINESS ADDRESS: STREET 1: 150 153RD AVE STE 200 CITY: MADEIRA BEACH STATE: FL ZIP: 33708 BUSINESS PHONE: 8133932885 MAIL ADDRESS: STREET 1: 150 153RD AVE SUITE 200 CITY: MADELIRA BEACH STATE: FL ZIP: 33708 DFAN14A 1 a2081167zdfan14a.txt DFAN14A SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant |_| Filed by a Party other than the Registrant |X| Check the appropriate box: |_| Preliminary Proxy Statement |_| Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |_| Definitive Proxy Statement |X| Definitive Additional Materials |_| Soliciting Material Pursuant to Section 240.14a-12 EUROPA CRUISES CORPORATION (NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) JAMES C. ILLIUS PAUL J. DEMATTIA JOHN R. DUBER ROGER A. SMITH (NAME OF PERSON(S) FILING PROXY STATEMENT, IF OTHER THAN THE REGISTRANT) Payment of filing fee (Check the appropriate box): |X| No fee required. Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. (1)Title of each class of securities to which transaction applies: (2)Aggregate number of securities to which transaction applies: (3)Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): (4)Proposed maximum aggregate value of transaction: (5)Total fee paid: |_| Fee paid previously with preliminary materials. |_| Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1)Amount Previously Paid: (2)Form, Schedule or Registration Statement No.: (3)Filing Party: (4)Date Filed: *Copies of this document were released to security holders on or about May 28, 2002. FOR IMMEDIATE RELEASE Source: The Committee of Concerned Europa Stockholders THE COMMITTEE OF CONCERNED EUROPA STOCKHOLDERS ANNOUNCES SIGNIFICANT DEVELOPMENT IN FINANCING OF CASINO PROJECT Rocky River, OH/May 28, 2002. -- The Committee of Concerned Europa Stockholders, a group consisting of certain directors and stockholders of Europa Cruises Corporation (KRUZ.OB), that is currently conducting a consent solicitation to remove the Company's CEO as a member of the Board of Directors and replace her with an experienced gaming professional, today announced the receipt of a letter from the Gaming Division of Wells Fargo Bank. The letter indicates an interest in providing financing for the development of the Company's Diamondhead property on the Bay of St. Louis. Mr. Joe Brady, Senior Vice President of the Wells Fargo Gaming Division, explained that the letter was provided to express support for the Committee's nominee to the Europa Board of Directors, Jim Rafferty, and for Chuck Scharer, former President and CEO of Harveys Casino Resorts and an associate of Mr. Rafferty in Mr. Rafferty's consulting group, Customer First Casino Corporation. According to Mr. Brady, Two of the individuals involved in the possible development of the property, Chuck Scharer and Jim Rafferty, are well known to me and highly respected by Wells Fargo. Further, both Chuck and Jim are well known and respected gaming operators. We are also familiar with the location of the proposed development. Although Wells Fargo stated that it would consider providing financing for the project based upon the involvement of Messrs. Rafferty and Scharer, the letter stated that it was not a formal commitment to lend. Any financing proposal would be subject to stockholder support of the project, proper structuring, due diligence and receipt of formal credit approval. Mr. Brady has consented to the use of his letter in connection with the Committee's solicitation. John Duber, current member of the board of directors and a member of the Committee, said today, "The expression of interest by a bank like Wells Fargo in participating in this project based upon the reputations of Jim Rafferty and Chuck Scharer, demonstrates the importance of having experienced gaming professionals directly involved in the development of the casino. We believe this type of support underscores the urgency of restructuring Europa's board as quickly as possible." For further information contact: John Duber, (440) 331-0194 or James Illius, (440) 331-1259. FORWARD-LOOKING STATEMENTS. THE INFORMATION CONTAINED HEREIN INCLUDES FORWARD-LOOKING STATEMENTS, WHICH ARE INDICATED BY WORDS OR PHRASES SUCH AS "ANTICIPATES," "ESTIMATES," "PROJECTS," "BELIEVES," "INTENDS, " "EXPECTS," AND SIMILAR WORDS OR PHRASES. SUCH STATEMENTS AND ESTIMATES, BY THEIR NATURE, INVOLVE RISKS, UNCERTAINTIES AND ASSUMPTIONS. ACTUAL FUTURE DEVELOPMENTS, INCLUDING THE DEVELOPMENT AND FINANCING OF THE DIAMONDHEAD PROPERTY, MAY AND SHOULD BE EXPECTED TO DIFFER MATERIALLY FROM THOSE EXPRESSED OR IMPLIED BY ESTIMATES AND FORWARD-LOOKING STATEMENTS. Exhibit A to May 28, 2002 press release from the Committee of Concerned Europa Stockholders Reno Commercial Banking Group Gaming Division MAC S4649-027 5340 Kietzke Lane, Suite 201 Reno, NV 89511 775 689-6003 775 689-6026 Fax [Wells Fargo logo] May 24, 2002 The Committee of Concerned Europa Stockholders c/o Mr. James Illius 3795 Francis Drive Rocky River, Ohio 44116 Dear Mr. Illius: This letter is written to express support of individuals currently pursuing development of casino on a 404-acre site owned by Europa Cruises Corporation (Europa) on the Bay of St. Louis in Diamondhead, Mississippi. Two of the individuals involved in the possible development of the property, Chuck Scharer and Jim Rafferty, are well known to me and highly respected by Wells Fargo. Further, both Chuck and Jim are well known and respected gaming operators. We are also familiar with the location of the proposed development. Wells Fargo will consider providing financing; however, any financing proposal will be subject to but not exclusive of: stockholder support of the casino development, property structuring, completion of due diligence and receipt of formal credit approval by Wells Fargo. Please note this letter does not represent a commitment to lend. A commitment to lend made by Wells Fargo, if any, will requirement completion of the requirements outlined above and will be evidenced by a Commitment Letter, which has been executed by all parties subject to the agreement. Please contact me at 775-689-6001, if you wish to discuss further. Sincerely, /s/ Joe Brady Senior Vice President -----END PRIVACY-ENHANCED MESSAGE-----