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As filed with the Securities and Exchange Commission on January 14, 2000
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: (Date of earliest event reported): January 14, 2000
AMERICAN CLASSIC VOYAGES CO.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
0-9264 31-030330
(Commission File Number) (IRS Employer Identification Number)
Two North Riverside Plaza, Suite 200
Chicago, Illinois 60606
(Address of Principal Executive Offices) (Zip Code)
(312) 258-1890
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. Other Events
On January 14, 2000, we provided certain information on the expansion
plans of our Hawaii cruise and Delta Queen businesses. We also
announced that the Securities and Exchange Commission is conducting an
informal inquiry into our deferral of direct response advertising costs
and prior adoption of the American Institute of Certified Public
Accountants Accounting Standards Executive Committee's Statement of
Position ("SOP") No. 93-7, "Reporting on Advertising Costs." We adopted
the deferral method provided for in SOP No. 93-7 effective as of
January 1, 1999. In November 1999, we rescinded our adoption of SOP No.
93-7 due to difficulties encountered implementing the new method and
restated our financial statements for the first and second quarters of
1999. We are cooperating with the SEC in their informal inquiry. Please
see our Press Release issued January 14, 2000, which is attached hereto
as an exhibit.
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ITEM 7. Financial Statements and Exhibits.
Exhibit
Number Exhibit
99 American Classic Voyages Co. Press Release, issued
January 14, 2000.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
AMERICAN CLASSIC VOYAGES CO.
Date: January 14, 2000 By: /s/ Jordan B. Allen
--------------------------
Jordan B. Allen, Executive
Vice President and General
Counsel
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EXHIBIT 99
FOR IMMEDIATE RELEASE
CONTACTS: Karen Brown (312) 466-6165
Doreen Lubeck (773) 583-4331
AMERICAN CLASSIC VOYAGES CO.
PROVIDES INFORMATION ON
EXPANSION PLANS
CHICAGO, JAN. 14, 2000 - American Classic Voyages Co. (NASDAQ: AMCV), the
largest owner and operator of U.S.-flag passenger vessels, today provided
certain information on the expansion plans of its Hawaii cruise and Delta Queen
businesses.
American Classic Voyages announced that it has begun taking bookings for
the ms Patriot, the 1,214-passenger ship that the company has agreed to
purchase. The ms Patriot is scheduled to enter service in Hawaii in December
2000 under the United States Lines brand. The company expects to take delivery
of the vessel in October 2000 and expects to spend an estimated $12 million to
$16 million for conversion work to prepare the ship for the Hawaiian trade.
Philip Calian, chief executive officer, said "The ms Patriot and United
States Lines have been well received in the travel marketplace. We are excited
about its prospects as we begin to actively promote this product."
In addition, American Classic Voyages, through its Delta Queen brand,
plans to introduce its newest riverboat, the Columbia Queen, on itineraries in
the Pacific Northwest this spring upon completion of construction. The company
also has begun construction on the first two of a planned fleet of up to five
intimate, 226-passenger U.S.-flagged coastal ships that will operate along the
Eastern Seaboard and West Coast of the United States. These two coastal ships
are scheduled to begin service in 2001.
In 2000, the company estimates it will incur pre-marketing expenses in
connection with the introduction of its new vessels of $12 million to $14
million and pre-sailing costs, including the recruiting and training of new
crew members, of $5 million to $7 million. The company estimates it will also
incur an incremental $8 million to $10 million of general and administrative
expenses in 2000 to build its infrastructure to accommodate its expansion plans.
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American Classic Voyages also announced that the Securities and Exchange
Commission ("SEC") is conducting an informal inquiry into the company's deferral
of direct response advertising costs and prior adoption of the American
Institute of Certified Public Accountants Accounting Standards Executive
Committee's Statement of Position ("SOP") No. 93-7, "Reporting on Advertising
Costs." The company adopted the deferral method provided for in SOP No. 93-7
effective as of January 1, 1999. In November 1999, the company rescinded its
adoption of SOP No. 93-7 due to difficulties encountered implementing the new
method and restated its financial statements for the first and second quarters
of 1999. The company is cooperating with the SEC in their informal inquiry.
Today, the company filed a universal shelf Registration Statement on
Form S-3. Under this Registration Statement, the company may sell any
combination of equity or debt securities described in the Registration
Statement, of up to $250 million in one or more offerings.
American Classic Voyages provides 7-night cruises in and around the
Hawaiian Islands with American Hawaii Cruises. Through its Project America
initiative, the company is building two 1,900-passenger cruise ships for
service in Hawaii under the United States Lines brand. These ships will be the
largest cruise ships ever built in the United States. The first ship is
scheduled to enter service in early 2003 and the second in early 2004. The
company also offers 3- to 14-night cruises throughout the nation's heartland
with The Delta Queen Steamboat Co.
For more information on American Classic Voyages, The Delta Queen
Steamboat Co., American Hawaii Cruises and United States Lines, please visit
their respective websites at: www.amcv.com, www.deltaqueen.com,
www.cruisehawaii.com and www.unitedstateslines.com.
# # # #
Note: Statements in this press release relating to matters that are not
historical facts are forward-looking statements. Such forward-looking
statements involve known and unknown risks, uncertainties and other factors,
which may cause the actual results, performances or achievements of American
Classic Voyages Co. to be materially different from any future results,
performance or achievements expressed or implied by such forward-looking
statements. Such factors include general business, economic and weather
conditions which may impact passenger yields and occupancy and the demand for
the company's products; unscheduled repairs and dry-docking of the company's
vessels; the company's ability to hire, train and retain crew and develop
corporate infrastructure in current labor markets; construction delays and/or
cost overruns during regularly scheduled lay-ups and/or dry-docks or in
connection with the construction or conversion of new vessels; successful
completion of expansion plans, including the construction of new vessels; the
impact of changes and/or repeal of laws and implementation of government
regulations, and other factors which are described in further detail in
American Classic Voyages' filings with the Securities and Exchange Commission
This notice does not constitute an offer of any securities for sale.
