SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
Filed by the Registrant (X)
Filed by a Party other than the Registrant ( )
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-11(c) or Section 240.14a-12
EUROPA CRUISES
(Name of Registrant as Specified in its Charter)
(Name of Person(s) Filing Proxy Statement, if other than 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)(4) 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:
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THIS SOLICITATION IS ON BEHALF OF
THE BOARD OF DIRECTORS OF EUROPA CRUISES CORPORATION
SUPPLEMENTAL INFORMATION
The information contained in this document (this "Supplement")
supplements the Proxy Statement on Schedule 14A filed with the Securities and
Exchange Commission by the Board of Directors (the "Board") of Europa Cruises
Corporation, a Delaware corporation (the "Company") on June 12, 1998 (the "Proxy
Statement"), and mailed contemporaneously to the stockholders of the Company,
soliciting the proxies of the Company's stockholders with respect to actions to
be voted upon and taken at the Company's annual meeting to be held on July 10,
1998 (the "Company's Proxy"). By reason of the solicitation by a group referring
to itself as, the "Coalition of Concerned Shareholders of Europa Cruises
Corporation" (the "Coalition") opposing the Board's nominees for election as
directors as set forth in the Proxy Statement, the Company is required to
furnish certain additional information to its stockholders pursuant to rules and
regulations under the Securities Exchange Act of 1934. The information contained
in this Supplement should be read together with the Proxy Statement.
DO NOT SIGN OR RETURN ANY BLUE CARD YOU MAY RECEIVE FROM THE COALITION.
Please sign, date and mail the enclosed WHITE Europa proxy card immediately. If
you have already voted for the dissidents group on a BLUE proxy card before
receiving your WHITE Europa proxy card, you have every right to change your vote
simply by signing, dating and mailing the enclosed WHITE Europa proxy card. Only
your latest dated proxy card will count at the Annual Meeting.
If you own your shares in the name of a brokerage firm, only your
broker can vote your shares on your behalf and only after receiving your
specific instructions. Please sign, date and mail your WHITE Europa proxy card
enclosed with this letter. Please do so for each separate account you maintain.
Please sign, date and return ALL WHITE Europa proxy cards received by you.
The following sets forth with respect to each of the Board's nominees
and each of the current directors certain information known to the Company with
respect to transactions in the Company's securities in the past two years.
NOMINEES FOR ELECTION
DEBORAH A. VITALE
Nature of Number
Date Transaction of Shares
04/18/96 Option Grant* 800,000
04/03/98 Option Grant* 750,000
* On April 18, 1996, Ms. Vitale, a director, was awarded options to purchase
800,000 shares of common stock at $.75 per share. On April 3, 1998, Ms. Vitale
was awarded options to purchase 750,000 shares of common stock at $1.00 per
share for services rendered as director and president of Europa and its
subsidiaries, provided she did not voluntarily resign as a director for six
months from the date the Board awarded the options.
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JOHN R. DUBER
Date Nature of Number
Transaction of Shares
02/29/96 Sale 3,500
03/04/96 Sale 9,000
03/18/96 Purchase(1) 10,000
01/23/97 Purchase 20,000
01/28/97 Purchase 20,000
02/03/97 Purchase 20,000
02/11/97 Sale 5,000
02/14/97 Sale 5,000
02/18/97 Sale 9,000
02/28/97 Sale 4,000
03/13/97 Sale 13,000
04/11/97 Sale 1,000
04/30/97 Sale 1,000
08/22/97 Purchase 10,000
10/08/97 Purchase 10,000
10/09/97 Purchase 10,000
12/05/97 Sale 2,000
03/24/97 Option Grant 100,000
(2)
(1) Paul J. DeMattia purchased 10,000 shares of Common Stock on February 16,
1996, and transferred such shares to Mr. Duber's account on March 18, 1996, for
which Mr. Duber reimbursed Mr. DeMattia the full cost of such shares.
(2) On March 24, 1998, Mr. Duber, a Director, was awarded options to purchase
100,000 shares of Common Stock at $1.00 per share, 50,000 of which were awarded
for services rendered as a Director, provided he did not voluntarily resign as a
Director for six months from the date the Board awarded the options, and 50,000
of which were awarded for other services rendered to the Company which were not
conditioned on continued service.
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<PAGE>
PAUL J. DEMATTIA
Nature of Number
Date Transaction of Shares
02/06/96 Purchase 4,000
02/07/96 Sale 3,000
02/16/96 Purchase (1) 12,500
03/18/96 Sale (1) 10,000
05/01/96 Purchase 10,000
01/29/97 Purchase 20,000
12/04/97 Purchase 20,000
02/19/98 Purchase 10,000
03/24/98 Option 50,000
Grant (2)
(1) Mr. DeMattia purchased 10,000 shares of Common Stock on February 16, 1996,
and transferred such shares to the account of Mr. John R. Duber on March 18,
1996, for which Mr. Duber reimbursed Mr. DeMattia the full cost of such shares.
(2) On March 24, 1998, Mr. DeMattia, a Director, was awarded options to purchase
50,000 shares of Common Stock at $1.00 per share for services rendered as a
Director, provided he did not voluntarily resign as a Director for six months
from the date the Board awarded the options.
GREGORY A. HARRISON
Nature of Number
Date Transaction of Shares
01/07/97 Purchase 10,000
01/14/97 Purchase 20,000
02/03/97 Purchase 10,000
02/25/97 Purchase 20,000
02/26/97 Purchase 10,000
10/21/97 Purchase 20,000
11/19/97 Purchase 20,000
01/28/98 Purchase 60,000
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<PAGE>
02/19/98 Purchase 20,000
02/19/98 Purchase 20,000
03/24/98 Option Grant* 50,000
* On March 24, 1998, Mr. Harrison, a Director, was awarded options to purchase
50,000 shares of Common Stock at $1.00 per share for services rendered as a
Director, provided he did not voluntarily resign as a Director for six months
from the date the Board awarded the options.
Except for the information disclosed herein or in the Proxy Statement, to the
Company's knowledge, none of the Company's nominees, the other current directors
or their associates has any contract, arrangement or understanding with any
person with respect to the Company's securities, any future employment with the
Company or its affiliates, any future transactions to which the Company or any
of its affiliates will or may be a party, or any material interest, direct or
indirect, in any transaction which has occurred since January 1, 1996 or any
proposed transaction to which the Company or any of its subsidiaries was or is
to be a party.
COST OF PROXY SOLICITATION
The Coalitions initiation of a proxy contest will materially increase
the Company's normal cost of proxy solicitation. Although no precise estimate
can be made at this time, the Company currently estimates that its expenses
(including possible litigation, but excluding amounts normally paid in the
absence of a contest and salaries paid to officers and employees) will be at
least $100,000, of which approximately $50,000 has been incurred to date.
The Company's directors, nominees, officers, public relations
consultants, and regular employees, without additional remuneration, may solicit
proxies by telephone, telegraph, telefax, personal interviews and over the
Internet.
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