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American West Cruises Acquired!



 
 
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Old December 28th, 2005, 02:32 PM posted to rec.travel.cruises
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Default American West Cruises Acquired!

Hi Everyone,

I received this press release from Ambassadors International, Inc. and
thought it would be of interest. If you have missed any of my news'
postings, they are available on my web site.

Best regards,
Ray
LIGHTHOUSE TRAVEL
800-719-9917 or 805-566-3905
http://www.lighthousetravel.com


Ambassadors International, Inc. Signs Definitive Agreement to Acquire
American West Cruises

NEWPORT BEACH, Calif., Dec. 27
Ambassadors International, Inc. (Nasdaq: AMIE - News; the "Company"),
announced today that it has signed a definitive agreement to acquire
100% of the membership interests of American West Steamboat Company
LLC and related entities ("American West Cruises") from Oregon Rail
Holdings, LLC.

American West Cruises is one of North America's premier river and
coastal cruise companies operating unique, historical and
nature-oriented cruise itineraries on the Columbia and Snake rivers,
Alaska's Inside Passage, British Columbia and Washington's Puget
Sound. Founded in 1995, American West Cruises currently operates two
vessels, the 231-passenger Empress of the North and the 150-passenger
Queen of the West. American West Cruises' voyages are exemplified by
their Cruise Into History® experience in which guests and crew
recreate the grandeur of the past on the company's luxurious,
modern-day sternwheelers with onboard historians and naturalists,
visiting historical points of interest and cruising through natural
scenic wonders.

The Company also announced that David Giersdorf will join the Company
as President and Chief Operating Officer of Ambassadors Cruise Group,
LLC, a wholly-owned subsidiary of the Company established to own and
operate American West Cruises. Mr. Giersdorf is a well-known and
respected cruise industry executive. He was most recently Executive
Vice President, Marketing and Sales for Holland America Line Inc.,
part of Carnival Corporation's family of cruise lines. From 1999 to
2004, Mr. Giersdorf was responsible for global brand management,
product planning, revenue management, sales, distribution and public
relations for Holland America and its subsidiary companies Windstar
Cruises and Holland America Tours. Mr. Giersdorf served as Chairman of
Cruise Lines International Association in 2004. From 1989 to 1991, he
held the position of Vice President, Windstar Cruises. Mr. Giersdorf
has over 30 years of operational and marketing experience in the
cruise and tour industries. During his career, Mr. Giersdorf has also
successfully operated a number of entrepreneurial marketing,
advertising and tour and cruise companies.

The transaction is subject to the approval of certain debt covenant
amendments by the U.S. Department of Transportation, as well as
customary closing conditions, and is expected to close during the
first quarter of 2006. Under the terms of the agreement, Ambassadors
Cruise Group will acquire the membership interests of American West
Cruises for one dollar, repay certain outstanding indebtedness of
approximately $4.3 million currently held by American West Cruises and
assume approximately $41.5 million in fixed-rate, 4.63% debt payable
through 2028 and guaranteed by the U.S. Maritime Administration. In
addition, the transaction consideration consists of 250,000 shares of
the Company's restricted common stock, which is subject to forfeiture
to the Company if certain future financial targets are not met during
the four years following the close of the transaction.

Joe Ueberroth, President and CEO of the Company, stated, "We are
excited to be announcing the pending acquisition of American West
Cruises along with its excellent vessels and dedicated team. We are
pleased with our entry into the small-ship cruise industry, the
addition of David Giersdorf to lead the talented team and the platform
that American West Cruises represents. Additionally, the vast majority
of cash on the parent company's balance sheet remains intact and is
not restricted by this transaction. Management believes that the
Company should be well positioned to acquire complementary companies
in the niche cruise segment."

Conference Call:

Ambassadors International, Inc. will host a conference call to discuss
the strategic and financial aspects of the acquisition on Wednesday,
December 28, 2005 at 10:00 a.m. Pacific Daylight Time. Interested
parties may join the call by dialing (800) 862-9098, conference ID #:
ANALYST. The conference call may also be joined via the Internet at
www.ambassadors.com/investor. For conference replay access, parties
may dial (888) 566-0164 and follow the prompts or visit our website at
www.ambassadors.com/investor. A webcast will be made available
following the conference call.

About Ambassadors International, Inc.:

Ambassadors International, Inc. provides travel and event management
services for corporations, associations and tradeshows through its
wholly-owned subsidiary, Ambassadors, LLC. Ambassadors, LLC provides a
full range of services including incentive travel, merchandise award
programs and corporate meeting management services as well as provides
comprehensive hotel reservation, registration and travel services for
meetings, conventions and tradeshows. The Company also operates marina
facilities in both the United States and Mexico through its BellPort
Group, Inc. subsidiary. In addition, the Company has a specialty
reinsurance company, Cypress Reinsurance, Ltd, that participates in
selective reinsurance programs. Headquartered in Newport Beach, CA,
the Company has offices in San Diego, CA, San Rafael, CA, Atlanta, GA
and Chicago, IL.

Forward-Looking Statements:

This press release contains forward-looking statements that involve
various risks and uncertainties. The forward-looking statements
contained in this release are based on current expectations and entail
various risks and uncertainties that could cause actual results to
differ materially from those suggested in the forward-looking
statements. Such risks and uncertainties include, among others,
general economic financial and business conditions, overall conditions
in the travel services and insurance markets, potential claims related
to the Company's reinsurance business, the Company's ability to
consummate the acquisition of American West Steamboat in a timely
manner or at all, the Company's ability to successfully integrate the
operations of companies or businesses it acquires and realize the
expected benefits of its acquisitions (including the acquisition of
American West Cruises), the Company's ability to successfully and
efficiently operate the businesses that it acquires (including
American West Cruises) and other factors discussed in the Company's
Annual Report on Form 10-K for the year ended December 31, 2004 and
other documents that the Company files with the Securities and
Exchange Commission. The Company is providing this information as of
the date of this release and does not undertake any obligation to
update any forward-looking statements contained in this document as a
result of new information, future events or otherwise.
 




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