/raid1/www/Hosts/bankrupt/TCREUR_Public/000427.mbx           T R O U B L E D   C O M P A N Y   R E P O R T E R     

                             E U R O P E

              Thursday, April 27, 2000, Vol. 0, No. 11
  
                             Headlines


* G E R M A N Y *

BASF AG: Cost-Cutting Moves Include Sale of Nottingham R&D Center
GAUSS INTERPRISE: Posted a Loss of DM8m on Sales
IXOS SOFTWARE: Net Loss of 5.4m Euros Over the Nine-Month Period
POET HOLDINGS: Announces $1.8 Million First Qtr. Loss

* F R A N C E *

RENAULT SA: Sold Truck Division to Volvo

* S P A I N *

HIDROELECTRICA DEL CANTABRICO: Future of in Doubt

* U N I T E D   K I N G D O M *

BENCHMARK GROUP: Curzon Cinema are Being Sold as Part of Clear-out
DAILY TELEGRAPH: Sale of Paper to Pay Off Debt and Buy Back Shares
DIAL GROUP: Barclays is Selling This Vehicle Leasing Arm
HEYWOOD WILLIAMS: Putting Itself in the Market for Sale
LITTLEWOODS LEISURE: Their Second Big Windfall
MARKS & SPENCER: Struggling High Street Retailer is in Turmoil
VERSAILLES: Investors to Seek œ23m from Versailles Directors
WOLSELEY: Sells Division for œ132m


=============
G E R M A N Y
=============

BASF AG: Cost-Cutting Moves Include Sale of Nottingham R&D Center
-----------------------------------------------------------------
German chemicals group BASF AG announced cuts to its pharmaceuticals
research activities, reports HANDELSBLATT, saying that the move is part
of the group's drive to increase the division's profitability. The
pharmaceuticals research and development center in Nottingham, England,
was to be sold, the group said.


GAUSS INTERPRISE: Posted a Loss of DM8m on Sales
------------------------------------------------
Gauss Interprise AG says it was taking over US firm Magellan Software to
create one of the world's leading suppliers of specialist Internet
software, according to HANDELSBLATT.  Both merger partners produce
software for the management of Internet content. In 1999, Magellan
generated sales of $17.3m; it has been running at a profit for years.
Gauss posted a loss of DM8m on sales of DM20m.  Gauss will finance its
takeover of Magellan with 880,000 of its own shares from its approved
capital, plus $15m in cash.  The operation will leave Magellan's present
shareholders with a combined stake of 12% in the new Gauss


IXOS SOFTWARE: Net Loss of 5.4m Euros Over the Nine-Month Period
----------------------------------------------------------------
Ixos Software AG followed the profit warning it issued in March by
saying it expected to go into red figures in its 1999/2000 business
year, which will end on 30 June 2000, but would return to profit in
2000/2001, reports HANDELSBLATT.  Finance officer Vijay Sondhi said the
group expected to post a pretax loss of around 10m euros for 1999/2000,
after a profit of 10m euros in 1998/99. Ixos, which produces document-
management software for SAP systems, said a downturn in its licensing
business - its main source of sales and profit - had been largely
responsible for the disappointing performance in the current business
year. In the first nine months of 1999/2000, group sales had come in at
78.7m euros, a 20% advance on the year-ago figure. Revenue from
licensing rose by a relatively modest 6% to 44.4m euros. The group
recorded a net loss of 5.4m euros over the nine-month period, with a
third-quarter loss of 2.9m euros.


POET HOLDINGS: Announces $1.8 Million First Qtr. Loss
-----------------------------------------------------
The German/US software and electronic commerce firm Poet Holdings Inc
(POXA.FNM) announced a first quarter loss this year despite sales in the
same period increasing.  The company, which has headquarters in Hamburg
and San Mateo, California, said the first quarter loss after tax
deepened to $1.7 million (1.8 million euros) from $1 million in the
first three months of 1999, according to a report appearing in European
Investors.  While sales rose 17% to $2.8 million, the firm?s loss was
compounded by sales and marketing expenses jumping 73% quarter on
quarter, from $1.6 million to $2.8 million.  Product revenues grew from
$1.7 million to $2.0 million, with the Internet solutions division
contributing $400,000, or 20%, of that sum.

In its interim report, the company said that Novell Inc (NOVL) of the US
was its biggest company, but said reliance on it for orders now been
much reduced. In the first quarter of last year, Novell accounted for
$430,000 of total sales, but Poet said revenues from other customers
grew by 61% to $2.0 million in the first three months of 2000. No single
customer accounted for more than 10% in that period, it claimed.
Poet shares have more than trebled this year, but the company was last
trading 5.4% lower on Frankfurt's Neuer Markt at 86.5 euros.


===========
F R A N C E
===========

RENAULT SA: Sold Truck Division to Volvo
----------------------------------------
From Paris, The Associated Press reports that Sweden's AB Volvo and
French carmaker Renault SA will join together to create the world's
second-largest manufacturer of heavy trucks in a deal worth $1.6
billion.   Volvo will buy Renault's RVI truck division and its U.S.
subsidiary Mack Trucks Inc. in exchange for a 15 percent stake in the
Swedish firm, making Renault Volvo's biggest shareholder, the companies
said.

Renault, the AP explains, will buy an additional 5 percent of Volvo's
shares on the open market and hold its stake for at least three years.  
The deal with help Renault's RVI compete more effectively. Volvo has
been seeking a partner since European authorities blocked its proposed
$6.9 billion takeover of Swedish rival Scania last month.

"We feel the combination has the scale, skill and resources ... to be a
truly competitive company," Volvo's chief executive, Leif Johansson,
told a joint news conference in Paris with Renault chairman Louis
Schweitzer.

The deal has to be approved by European and U.S. antitrust authorities.

Volvo and Renault, the AP recalls, are no strangers to each other. A
proposed merger fell through in 1993 in the face of opposition from
Volvo shareholders.  Renault has been hungry for acquisitions. Last
year, it took a 36.8 percent controlling stake in Japan's Nissan Motor
Co. It bought Romanian carmaker Dacia Automobile last July.
On Tuesday, the creditors of Samsung Motors Inc. agreed to Renault's
$562 million takeover offer for the bankrupt South Korean company. The
deal makes Renault the first foreign car producer and operator to set up
in South Korea, a notoriously inaccessible but lucrative market.
Renault also announced Tuesday it will set up a sales subsidiary in
Japan and work with Nissan to boost sales in the world's second-largest
auto market.


=========
S P A I N
=========

HIDROELECTRICA DEL CANTABRICO: Future of in Doubt
-------------------------------------------------
From The Financial Times, April 25, 2000:

The future ownership of Hidroel‚ctrica del Cantbrico, the small but
highly profitable Spanish electricity supplier, remained in doubt on
Tuesday following a stormy shareholders' meeting.

TXU, the US power company, and a second leading shareholder blocked a
bylaw change that would have eased a takeover by Uni¢n Fenosa, a rival
Spanish generator.

A vote at the annual meeting over provisions that limit voting rights in
Hidrocantbrico to a maximum 10 per cent narrowly failed to gain the 75
per cent endorsement required, because of the abstention by TXU and the
opposition of Cajastur, the local savings bank.

Hidrocantbrico's board, most of whose members favour Uni¢n Fenosa's
bid, said it would ask shareholders to attend an extraordinary meeting
on May 22 in order to vote again on the issue.

In the meantime, Uni¢n Fenosa is likely to pursue a E2.7bn ($2.5bn) cash
and equity bid for Hidrocantbrico that was approved by Madrid
regulators last week.

The Uni¢n Fenosa offer of E24 per Hidrocantbrico share prompted TXU to
withdraw an earlier, unsolicited E2.4bn bid for the company before it
had gained regulatory approval.

Tuesday's stalemate is expected to dissuade other bids for the power
group. Under Spain's takeover code, competing offers have to be accepted
by market regulators before the end of next week and Uni¢n Fenosa, as
the initial bidder, has a first mover advantage and can increase its
offer.

Support for a Uni¢n Fenosa takeover was highlighted at yesterday's
meeting, where just under 70 per cent of Hidrocantbrico's shareholders
voted to change the bylaws.

Uni¢n Fenosa had made its bid conditional on obtaining 80 per cent
acceptance unless the shareholders approved the rule change, in which
case it would reduce the threshold to 51 per cent.

TXU was accused by shareholders and Oscar Fanjul, Hidrocantbrico
chairman, of obstructionist tactics, of violating a standstill agreement
not to increase its equity in the company, and of misleading the market.
The US power group's abstention helped to prevent the rule change,
although, like Uni¢n Fenosa, it had linked its bid for Hidrocantbrico
to the removal of the voting limits bylaw.

TXU was also charged with contradicting the advice it had given to
shareholders, when it said that Uni¢n Fenosa's higher bid would destroy
value. The US group has doubled its stake in Hidrocantbrico to 10 per
cent in the past month by buying in the market at well above the E21.25
per share price of its aborted offer.


===========================
U N I T E D   K I N G D O M
===========================


BENCHMARK GROUP: Curzon Cinema are Being Sold as Part of Clear-out
------------------------------------------------------------------
From This is London, April 25, 2000:

Two landmark London properties, the Curzon cinema in Mayfair and Outer
Temple off the Strand, are being sold as part of a œ26.6 million clear-
out by Benchmark Group.

The investor and developer is also unloading its freehold interest in
123 Cannon Street, and a part freehold and long lease in 15-16 Brooks
Mews, Mayfair. The buyers of all four properties are private
individuals.

Benchmark chief Nigel Kempner said: 'These sales confirm the strength of
the current central London investment market.'


DAILY TELEGRAPH: Sale of Paper to Pay Off Debt and Buy Back Shares
------------------------------------------------------------------
From The Times, April 26, 2000:

CONRAD BLACK, owner of The Daily Telegraph, announced last night he was
putting most of his newspaper empire up for sale or merger in order to
be part of a larger multimedia group.

Hollinger International, Mr Black's Canadian-based company, said it had
decided to find "buyers or affiliates" for many of its assets -
including most of its small US and Canadian dailies.

Mr Black, who has been awarded a peerage in the UK which he has so far
been prevented from accepting by the Canadian Government, added that he
is prepared to consider changing the ownership status of The Daily
Telegraph.

In a statement released last night, he said the company would "consider
arrangements that will allow it to retain control of the Telegraph in
the UK".

He added that Hollinger would also "be prepared to explore electronic
associations with other groups in larger combinations" - particularly
with The Daily Telegraph and The National Post of Canada.

Money raised from selling titles from its Community Newspaper division,
he said, would be used to pay off debt and buy back shares. The ultimate
aim is to revive its flagging share price.

Hollinger owns 379 newspapers worldwide including The Jerusalem Post and
the Ottawa Citizen. It also owns several magazines, including The
Spectator in the UK


DIAL GROUP: Barclays is Selling This Vehicle Leasing Arm
--------------------------------------------------------
From the Financial Times, April 25, 2000:

Barclays, the UK's fourth largest bank, has underlined its commitment to
its core business with the œ269m ($424m) sale of Dial Group, its vehicle
leasing arm, to ABN Amro, the Dutch bank which owns Lease Plan, Europe's
market leader.

Chris Lendrum, chief executive of corporate banking at Barclays, said on
Tuesday: "Dial does not fit with our core activities at a time of
competing investment opportunities."

Barclays offered no details of the kind of investments it was seeking to
make, but the disposal will increase City expectations the bank is
planning an banking-related acquisition.

Matthew Barrett, chief executive, made clear when he took over late last
year that the bank would refocus on banking and related financial
services and exit non-core businesses.

The deal amplifies ABN Amro's growing hold over the European vehicle
leasing market, in line with its stated aim of becoming a "global
leader" in the industry.

Lease Plan currently manages more than 600,000 vehicles in 25 countries
and has more than 5,200 employees. It reported a net profit of E91.5m
($85.7m) last year.

Dial Group is also profitable, reporting pre-tax profit of œ22m last
year. It manages a total of 115,000 vehicles in Europe, making it the
region's fifth largest operator in the industry.

There are potential concerns over the growing dominance of ABN Amro's
powerful position in the European vehicle leasing market.

Barclays pointed out that the sale is subject to regulatory approval
from the European Commission alongside consultation with the European
Works Councils.

Dial is the fifth-largest vehicle leasing company in Europe and had a
total of more than 115,000 vehicles under management at the end of last
year, Barclays said.

The division has a market share of about three percent, which Barclays
decided was not enough to survive in a consolidating market without
further major investment.

Chris Lendrum, Barclays Corporate Banking chief executive said on
Tuesday: "Dial is an excellently run and well-known business, but it
does not fit with our core activities at a time of competing investment
opportunities."

Mr Barrett said earlier this year that Barclays would cull poor
performing businesses and exit areas where he deemed the bank was not
big enough.

Dial had net assets of œ64m and made a pre-tax profit of œ22m in 1999.

From The Times, April 26, 2000:

MATTHEW BARRETT, chief executive of Barclays, announced his first
significant deal since taking the reins in October, with the sale of
Dial Group, the car-leasing business, to ABN Amro for œ269 million.
The sale is part of the bank's strategy of selling off its least-
profitable businesses to maximise growth.

Dial made just œ22 million last year - a fraction of the œ2.4 billion
profit generated by Barclays in total. Dial, which is the fifth-biggest
vehicle leasing business in Europe, manages a fleet of 115,000 cars and
vans and employs 250 staff in London. Shares in Barclays rose 42p to
œ16.79.

Chris Lendrum, the Barclays corporate banking chief executive, said: "A
new owner will be able to develop Dial at a time when the market is
consolidating." Analysts said that Barclays had negotiated a good price
at a time when prices of second-hand cars, which affect profits in car
leasing firms, were falling.

One analyst said that Barclays Global Investors (BGI), the bank's fund
management operation, could be the next subsidiary to be sold under Mr
Barrett's plan to double profit every four years. BGI, which specialises
in index-tracking funds, has more than œ500 billion under management.

The sell-off comes just ahead of today's annual meeting, where Mr
Barrett and his executive team are expected to come under attack from
shareholders over their salary packages and the recent closure of 171
branches in just one day. Shareholders will also be asked to vote on a
new executive share option scheme, where directors stand to make
millions of pounds if they reach performance targets. The scheme has
been questioned by the Association of British Insurers.

Some of the bank's institutional shareholders, including Standard Life,
Perpetual and Gartmore, yesterday said they were prepared to accept the
new share option scheme, but criticised its presentation. One said:
"Management will have to reach pretty high performance targets to get
the maximum from these options."

The acquisition by ABN Amro will see Dial sit alongside the Dutch bank's
Lease Plan leasing business, which is the market leader in Europe in
fleet management and vehicle leasing.



HEYWOOD WILLIAMS: Putting Itself in the Market for Sale
-------------------------------------------------------
From The Times, April 25, 2000:
   
HEYWOOD WILLIAMS, the PVC window and doormaker, has rejected an
unsolicited approach from venture capitalists, saying it undervalued the
company.  Shares jumped 24 per cent from 211p to 262«p in response to
the "exploratory" and "highly conditional" offer of 300p a share, which
would have valued the construction materials company at more than œ240
million.  Hamish Bryce, the chairman and acting chief executive,
yesterday insisted that the approach did not mean that Heywood was
putting itself in the market for a sale.

"It is simply not an issue," he said. "We believe in the future of the
company - currently we are recruiting a chief executive," he said.
Heywood refused to reveal the identity of its suitors, although likely
backers for the offer are thought to have come from two private equity
firms from among HSBC Private Equity, 3i and Barclays Private Equity.
Last month Heywood parted company with Michael Broadhead, its chief
executive, as part of a drive to make the business more dynamic, as
full-year profits fell 27 per cent before tax to œ45.7 million, on
turnover that was down by 4 per cent.

Mr Bryce has been standing in for him, and last week bought 1,315
ordinary shares at 211p each, bringing his holding to 109,000 shares.
One city analyst said that although the 300p per share suggestion was
"not ludicrously below the ball park", Heywood, which is being advised
by Deutsche Bank, could probably expect to achieve 350p per share if it
did decide to sell.

"But I don't think this is a stage where anything is being taken too
seriously," he added.


LITTLEWOODS LEISURE: Their Second Big Windfall
-------------------------------------------
From The Times, April 26, 2000:

THE MOORES FAMILY, which controls Littlewoods, may share a œ200 million
cash windfall if the company decides to sell its pools and Internet
betting division.

The Liverpool-based company, which confirmed yesterday that it is
"reviewing the options" for Littlewoods Leisure, is considering passing
on most of any cash raised to its 34 family shareholders through a
special dividend.

This would compensate for the comparatively low dividend the family can
expect for the year ending on April 30. Their dividend was held at œ18.8
million last year, even though profits fell 26 per cent to œ144 million.
It is understood that Barry Gibson, Littlewoods chief executive, has
been approached by as many as eight separate parties, which valued
Littlewoods Leisure at about œ250 million.

The division contains the pools operations, its Bet Direct telephone
betting business and the recently launched bet247.com. Bidders are
thought to include Stanley Leisure, also based in Liverpool.

The success of the leisure division contrasts with the misery
Littlewoods has felt with home shopping, where its failure to lower
prices has led to a 10 per cent drop in sales.

If the family does extract cash after a disposal of Littlewoods Leisure,
it will be their second big windfall. In 1998 Littlewoods sold several
high street stores to Marks & Spencer for œ192 million. This allowed for
a œ208 million special dividend - then worth œ7 million per family
member.

Littlewoods was set up in 1924 by Sir John Moores as Britain's first
football-pools game. It made Littlewoods Leisure into a separate company
last year.


MARKS & SPENCER: Struggling High Street Retailer is in Turmoil
--------------------------------------------------------------
From the Financial Times, April 25, 2000:

Marks and Spencer, the struggling high street retailer, has hit back at
claims that the sector is in turmoil because companies have failed to
respond to demographic shifts.

Verdict, the retail consultancy, said Tuesday that retailers had been
slow to respond to an ageing population and were continuing to address
the marketplace as though it were static. The comments came in a
statement accompanying Verdict's report Retail Demographics 2000.

"It is no coincidence that the retail companies facing the most pressure
are those built on the idea of selling the same products, in the same
environments in the same way, to the mass market. The penalty for trying
to adhere to the old order could well be terminal," Verdict said.
M&S said additional factors had had an impact on the sector.

"While there is no doubt we have to respond to demographic changes, the
retail sector has changed," it said. "There are now many more players
than before and the big supermarkets are now getting into new sectors
and selling product they never used to sell.

"You also have to remember that people's shopping habits have changed
and they are spending more on leisure than previously."

The report warns that retailers stand to lose out if they fail to
respond to changes that will see the Friends and Bridget Jones
generation of 25 to 39-year-olds diminish by 2m over the next 10 years.
The 55 to 69-year-old population is due to increase by 19 per cent, or
1.6m.

Verdict says the falling number of 25 to 39-year-olds will have an
effect on mainstream brands - particularly for household or DIY products
- because fewer people in this age group will be buying their first
home.

"These shifts are all helping to change the nature of the retail
economy," the report says.


VERSAILLES: Investors to Seek œ23m from Versailles Directors
------------------------------------------------------------
From The Times, April 26, 2000:

MEMBERS of Trading Partners, the group of wealthy investors who backed
Versailles, are planning to seek up to œ23 million in compensation
directly from the directors of the collapsed trade finance company.
Richard Henstock, a member of the highly secretive group that bankrolled
Versailles until it collapsed into receivership last January, told The
Times last night that he is "extremely angry" with the way the trade
finance company was run and that he may try to recover his investment
through the courts.

Mr Henstock poured about œ400,000 into Versailles and is said to be one
of the company's biggest individual creditors. Other members of the 25-
strong investment group have held talks with a firm of solicitors and
have not ruled out litigation against one or all of the former
Versailles directors.

PriceWaterhouseCoopers, the Versailles receiver, is already suing
Frederick Clough, the former Versailles finance director, for œ50
million, alleging fraud and dereliction of fiduciary duty.

PWC told unsecured creditors last week that they would not recover any
funds. Tony Lomas, heading the PWC inquiry, revealed at the same meeting
that Trading Partners, which is registered in the British Virgin Islands
and was run out of Jersey, had invested œ23 million in the trade finance
company.

In a further twist, it has emerged that Carl Cushnie, former Versailles
chairman,and Mr Clough, along with Brian Smith and William Greig, two
other Versailles directors, were members of the Trading Partners
syndicate.

Mr Cushnie has held talks with some members of the syndicate since the
receiver began its investigations. He is said to have rejected a request
for 50 per cent of the group's investment to be paid back from his
personal fortune.

Mr Cushnie netted œ29 million last November from the sale of his
Versailles shares. Shortly afterwards the company collapsed into
receivership and the Serious Fraud Office launched an investigation on
the back of inquiries from the Department of Trade and Industry.
Mr Cushnie has maintained throughout the four-month investigation that
he was never aware of wrongdoing at Versailles. He is helping the
authorities with their inquiries.

Mr Henstock is a director of London Wall Trading, a company that
financed some of the earliest deals negotiated by Mr Clough and Mr
Cushnie at Versailles.

Last year the Department of Trade and Industry tried to have Mr Henstock
disqualified as a director for his part in the flotation of a small
consultancy firm. The court found in his favour, however, and his legal
costs were paid by the DTI.

The Versailles collapse came after a series of bogus companies that were
created to inflate the company's turnover were discovered by PWC. The
receiver alleges that Mr Clough used the ghost organisations to run a
"massive and complex fraud" that resulted in a œ100 million black hole
in the Versailles accounts.



WOLSELEY: Sells Division for œ132m
----------------------------------
From The Times, April 26, 2000:

WOLSELEY, the engineering group that was shunted out of the FTSE 100
index last month amid the flight to technology stocks, is focusing on
its building products distribution business with the œ132 million sale
of its manufacturing division.

The move reflects shareholder demands for Wolseley to be less
diversified as well as satisfying a need to relinquish the unfashionable
status of manufacturing industries.

Cinven, the venture capital group, has agreed to pay œ102 million cash
for the division, which made a œ23.2 million operating profit in the
year to July 31. The payment of a further œ6.5 million depends on the
performance of the businesses while œ23 million of the price is
attributed to debt.

The sale excludes Wolseley's energy businesses, which make boilers and
burners. However, Steve Webster, finance director, said it was likely
these would also be sold as part of the group's strategy.

"Many of these are niche businesses and with markets becoming more
global they are facing mainstream competition," Mr Webster said.
The sale proceeds will be used to fund an expansion of Wolseley's
building products distribution business, which he said was already the
biggest of its kind in the UK, US and parts of eastern Europe.

Mr Webster said the Internet offered opportunities for Wolseley to cut
its costs through procurement, though it could also result in sales
prices being reduced.

Wolseley's Internet sales were increasing almost daily, but remained a
relatively small part of its business.

"Plumbers and builders are not the most sophisticated buyers of
equipment," he said.

Wolseley shares closed 6«p lower yesterday at 350p. They have fallen
from 560p about a year ago. Guy Davison, a Cinven director, said the
venture capitalist had considerable experience in managing "groups of
disparate businesses".

"We are confident that we will be able to develop them further and add
significant value," Mr Davison said

From CityWire, April 25, 2000:

Wolseley to sell manufacturing division Building Materials distributor
Wolseley is to sell its manufacturing division realising a loss on
disposal of œ38 million.

It is to be bought by private equity provider Cinven for a cash
consideration of œ102 million. œ6.5 million of the value is represented
by deferred consideration dependent on the future performance of the
business and a deduction of œ23 million has been made to cover estimated
debt.

The businesses included in the sale represent all of Wolseley's (WLY)
Manufacturing division except for its energy business. This includes its
agricultural, cable management, industrial, motor and photographic
businesses. The management team will be led by Rubicon Partners who have
worked with Cinven for a number of year s and developed Cinven's
investee company Vector Industries.

John Young, Chief Executive of Wolseley, said that the sales of these
businesses reflected the company's desire to focus on its building
materials distribution activities. Wolseley has made over œ300 million
worth of acquisitions this year including Anderson Lumber Company,
announced earlier this month.



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