Press Release: Classic Vacation Group
February 5, 2002
SAN JOSE, CA -- Classic Vacation Group, Inc. (AMEX: CLV), a value-added provider of customized vacation products,
today said that it has filed with the SEC a preliminary proxy statement on Schedule 14A, announcing a special meeting
of CLV's shareholders in connection with the recently announced sale of substantially all of the assets and the
liabilities of its Classic Custom Vacations subsidiary to Expedia, Inc. (Nasdaq: EXPE).
The meeting is being convened to approve the sale and to approve the also previously announced plan to liquidate
the company. The date of the special meeting has not yet been determined.
The preliminary proxy statement states that, following the liquidation of the company, shareholders may receive
a liquidating distribution estimated by management to be between 11 and 25 cents per share. This payment is in
addition to the payments totaling $0.26 being made to CLV's public shareholders by Three Cities Research, Inc.
(TCR), the company's principal note holder, and Thayer Equity Investors III, L.P. (Thayer), the company's principal
shareholder. It is anticipated that the $0.26 will be mailed to CLV shareholders by early April.
The liquidation will begin after the closing of the sale of Classic Custom Vacations to Expedia in mid- to late-March
and will take at least six months to complete. There can be no assurance that the estimated liquidation distribution
amounts will be realized since realization is dependent upon a number of factors beyond the company's control.
Furthermore, the company cannot assure that any liquidation proceeds will be available for distribution.
When the proxy is finalized and the meeting date is established, copies of the definitive proxy statement will
be mailed to all shareholders.
This press release includes ``forward-looking statements'' that are qualified by cautionary statements contained
herein and in Classic Vacation Group's filings with the Securities and Exchange Commission.
STOCKHOLDERS OF CLASSIC VACATION GROUP, INC. AND OTHER INVESTORS ARE URGED TO READ THE PROXY STATEMENT CAREFULLY
WHEN IT IS AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. THE PRELIMINARY PROXY STATEMENT IS PRESENTLY
ON FILE WITH THE SEC AND THE DEFINITIVE PROXY STATEMENT WILL BE FILED WITH THE SEC AND MAILED TO ALL STOCKHOLDERS
AT A LATER DATE. INVESTORS AND STOCKHOLDERS MAY OBTAIN A FREE COPY OF THE PRELIMINARY PROXY STATEMENT NOW AND A
FREE COPY OF THE DEFINITIVE PROXY STATEMENT (WHEN AVAILABLE) AS WELL AS OTHER DOCUMENTS FILED BY CLASSIC VACATION
GROUP, INC. WITH THE SEC AT THE SEC'S WEBSITE AT WWW.SEC.GOV. The proxy statement may also be obtained from Classic
Vacation Group, Inc. by contacting Joseph Grabow at Classic Vacation Group, Inc., One North First St., Suite 300,
San Jose, California 95113 (408) 882-8455
CERTAIN INFORMATION CONCERNING PARTICIPANTS
Classic Vacation Group, Inc. and its officers and directors may be deemed to be participants in the solicitation
of proxies from Classic Vacation Group, Inc.'s stockholders in favor of the proposal set forth in the proxy statement.
Information concerning the participants is set forth in the preliminary proxy statement on file with the SEC and
will be included in the definitive proxy statement which will be filed with the SEC and disseminated to Classic
Vacation Group, Inc.'s stockholders.
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Contact:
Classic Vacation Group
Debbie Lundquist, 408/882-8455
or
Daly Gray Public Relations
Jerry Daly, Carol McCune (Media)
703/435-6293