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/raid1/www/Hosts/bankrupt/TCREUR_Public/020711.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, July 11, 2002, Vol. 3, No. 136 Headlines * F I N L A N D * SONERA CORPORATION: CEO Folgmann Resigns From Sonera's UMTS Unit * F R A N C E * ALCATEL: Moody's Downgrades Debt Ratings to Ba1 and Not-Prime MOULINEX: Finance Ministry Approves SEB's Takeover of Moulinex VIVENDI UNIVERSAL: Banks Agree on EUR 1BB Loan to Avoid Crisis * G E R M A N Y * BABCOCK BORSIG: Alstom Denies Interest in Parts of Babcock EMTEC MAGNETICS: Magnetic Tape Maker Faces Liquidity Problems FAIRCHILD DORNIER: Piaggo Eyes Takeover of 30-seat 328 Range KIRCHGRUPPE: Premiere Buys Budesliga Rights From KirchMedia * I R E L A N D * DATALEX PLC: Will Provide IT Solution for French Travel FLEXTRONICS: Will Shut Down Limerick Plant in September * I T A L Y * FIAT SPA: Offers Rebates to Gov't for New Car Purchase * N E T H E R L A N D S * KPNQWEST: Annual Report Reveals Loss Was EUR100 MM Greater LANDIS NV: Declared Bankrupt by Dutch Court LAURUS NV: Names New Board Members, Rights Issue Starts Thursday * P O L A N D * HUTA OSTROWIEC: Ispat & Celsa Eyes Steel Co. Huta Ostrowiec STOCZNIA SZCZECINSKA: Piotrowski Arrested for Embezzlement * S W E D E N * SONG NETWORKS: Telenor Will Take 39.9% Stake for Svc, SEK 550MM LM ERICSSON: Will Provide WLAN Solution to Dutch Operator * U N I T E D K I N G D O M * ALBERT FISHER: Application for Cancellation of Listing BIG FOOD: Update on Sales Growth, Average Net Debt BIG FOOD: Notification of Interest in Shares ESPORTA PLC: Rejects Due Street Capital's Offer METTONI GROUP: Company Profile PACE MICRO: Shares Plunge 24% After Trade Warning SAMUEL LUMB: Yorkshire-based Manufacturing Group Shuts Down STEELGUARD LIMITED: Receivers Sell Fireplace Retail Business WILSON GROUP: Housing Group Calls in Receivers ============= F I N L A N D ============= SONERA CORPORATION: CEO Folgmann Resigns From Sonera's UMTS Unit ---------------------------------------------------------------- The Board of Directors of Group 3 G, the German UMTS-company of Sonera -- www.sonera.com -- (Sonera 42.8%, Telefonica Moviles 57.2%) has accepted the resignation of the CEO of the company, Mr Ernst Folgmann, for personal reasons. According to Group 3G's (brand name Quam) latest statement to the press: Mobile Operator Quam announced Tuesday Ernst-E. Folgmann has resigned as CEO of Quam, citing personal reasons. Alfredo Acebal, who until now held the post of CSO at Quam, will provisionally take the position of CEO. Ernst-E. Folgmann remains linked to Quam, and will be appointed to the board of directors of the company. Sonera Corporation is a leading provider of mobile and advanced telecommunications services and provides transaction and content services in Finland and in selected international markets. The company also offers advanced data solutions to businesses, and fixed network voice services in Finland and neighboring markets. Sonera has a workforce of about 9,000. =========== F R A N C E =========== ALCATEL: Moody's Downgrades Debt Ratings to Ba1 and Not-Prime ------------------------------------------------------------- Alcatel's senior debt rating has been downgraded to Ba1 from Baa2 by Moody's. Moody's has also cut the company's short-term debt to Not-Prime from Prime-2, a statement from Moody's Investors Service said. Moody's said the short-term debt rating was "based on the expectation of continued declines in telecom equipment demand over the next two years and consequently concerns over the company's ability to timely adjust its cost base and financial flexibility in the current environment." Moody's observed that "management has prepared the company well financially for the expected period of earnings pressure, by shoring up cash liquidity and reducing overall debt. However, Alcatel's ample liquidity today is likely to erode over time, if its market continues to decline rapidly. The negative outlook for the ratings reflects continued low visibility of the shrinking order patterns by the telecom carriers and complex challenges for management to turnaround the optics division, which operates in depressed markets. The rating action completes a review that was initiated on May 14, 2002." Moreover, Moody's notes that the company's "optics business is currently experiencing a particularly sharp downturn. In the first quarter 2002, Alcatel's optics revenues declined by 40% year on year due to the huge overcapacity in long haul fiber networks and a lack of new installation of submarine cables resulting in significant losses for the division. Management is downsizing the operations to a lower fixed cost basis, and trying to protect its technology advantage." "In Moody's view, however, a substantial turnaround would likely require a repositioning of key parts of the division." Moody's said it "is concerned about the time frame to stabilization of orders, the level at which they become sustainable, and the timing for an eventual pick-up, all of which factors suffer from a lack of visibility currently." The rating agency also said "through the initial stages of depressed order volumes, Alcatel has maintained a solid capital structure, mostly through free cash flows and recently has strengthened its credit lines. Currently, the company holds more than EUR 4.0 billion cash and equivalents and has already repaid its 2002 debt maturities. However, since the downturn Alcatel's cash inflows came primarily from working capital reductions partly driven by shrinking revenues and from disposals of business interests and financial investments. Alcatel's ability to maintain this source of free cash flow going forward will become more challenging as time passes." Moody's said it "expects cash burn to set in when working capital sources are exhausted. Even though the company still has significant non-strategic assets available for sale, a continuing shrinkage of the business with the resulting restructuring needs would likely lead to an erosion of its financial strength." Alcatel is based in Paris, France. During the fiscal year 2001, it had sales of EUR2.5 billion. It is one of the world's leading providers of advanced solutions for telecommunication systems and equipment. MOULINEX: Finance Ministry Approves SEB's Takeover of Moulinex -------------------------------------------------------------- The proposed takeover of the Moulinex group by its rival SEB has been approved by French finance minister Francis Mer, a report from Les Echos and the Financial Times said. The authorization came after the European Union gave the operation the go-ahead six months ago, the papers said. In its statement, the finance ministry saw the takeover as a neutral move for both parties despite observations that the takeover can possibly lead to competition problems. It will leave the two groups a combined market share of 60% for some products. Nonetheless, SEB will still benefit from it. Besides, the finance ministry reasoned that Moulinex's ex- customers would lose various benefits like after-sales services under a liquidation of Moulinex's assets, the papers said. VIVENDI UNIVERSAL: Banks Agree on EUR 1BB Loan to Avoid Crisis -------------------------------------------------------------- Vivendi Universal SA may have finally found hope now that has to closed a deal with its five creditor banks on an estimated loan of EUR1 billion, a report from Bloomberg said. The world's second largest media company is burdened with debt worth EUR17 billion and currently faces short-term liquidity woes. Earlier this week, executives were anxious to close the deal in order to avoid a cash crunch. Bloomberg also reported that according to bankers charged with negotiating the loan, BNP Paribas SA, Citigroup Inc., Credit Lyonnais SA, Credit Suisse First Boston and Societe Generale SA were the banks that signified to lend the money. Vivevendi continues to face a possible debt default with a EUR1.8 billion debt due to be repaid this month. The debt could be offset by EUR2.4 billion in cash and credit lines, the news outfit reported. The French company's news chief executive officer, Jean-Rene Fourtou, will be responsible for securing more loans and selling assets to prevent the company from running out of cash, according to analysts. Moreover, the news outfit said Moody's Investors Service might cut the company's credit rating to below investment grade. A credit analyst at ABN Amro observed that Vivendi's status would perhaps be better in the next two to three months. "If it can shore up refinancing risk, then further downgrades won't happen," he said. The company had earlier requested for a moratorium from the successive downgrades its has received in the past days from credit rating agencies. Citing bankers, the report also said the company would undergo another bigger reorganization of its finances after the credit line. Vivendi is negotiating the roll over EUR3.8 billion of its debt this July. Since, the EURI billion loan from creditors won't be enough, Vivendi's chief executive officer, Mr. Fourtou is expected to sell phone and pay-TV assets in order to help repay debts, Bloomberg said. ============= G E R M A N Y ============= BABCOCK BORSIG: Alstom Denies Interest in Parts of Babcock ---------------------------------------------------------- Babcock Borsig's U.S. operations will be sold to U.S. Bank One Corporation Unit One Equity Partners some sources said, while Alstom denied that its is interested in buying large parts of the insolvent company, reports from AFX News said. AFX was told by a spokesperson from Alstom that the company is "still in the middle of a disposals program to cut debt" so it is not interested in acquiring Babcock's parts. Babcock Borsig filed for insolvency last Friday after last-ditch talks failed because creditor banks refused to back a restructuring plan. This was even after the state of North Rhine- Westphalia and the federal government promised to produce around half of the EUR700 million the company needs to go on in the form of guarantees and loans, AFX said. EMTEC MAGNETICS: Magnetic Tape Maker Faces Liquidity Problems ------------------------------------------------------------- Emtec Magnetics is reported to be confronting liquidity problems, the Financial Times said. But the German manufacturer of magnetic tapes refuted this, saying it is not facing imminent insolvency. The company sited restructuring costs, which are expected to affect 200 jobs in Germany, as one of the main triggers for its financial dilemma, the paper said. The 2001 figures are expected to be published in August. The company's turnover in 2000 was at EUR767 million with pre-tax profit of EUR1.4 million, the paper reported. FAIRCHILD DORNIER: Piaggo Eyes Takeover of 30-seat 328 Range ------------------------------------------------------------ The German regional jet maker, Fairchild Dornier, has announced that Piaggo Aero Industries, its Italian competitor, is planning to acquire the 30-seat 328 range, the Financial Times said. Previous interested buyers of the 30-seat 328 range were U.S. investment company Dimeling, Schreiber & Park, the paper said. Earlier this month, Fairchild Dornier initiated insolvency proceedings proper even with strong backing from the German and Bavarian governments to seek financial solutions. In a desperate move to stay intact, Fairchild Dornier got a credit of 94MM EUR to continue operations until the end of June. It hoped that by the time, it would be able to seek a major investor. Unfortunately, the troubled German plane maker failed to do so. The Financial Times said the aircraft manufacturer hopes that Alenia, which is believed to be eyeing Fairchild's 728 series will come out with its initial decision by July 19. Earlier reports have also indicated that MAN AG has expressed interest in the company's airplaneproduction components. KIRCHGRUPPE: Premiere Buys Budesliga Rights From KirchMedia ------------------------------------------------------------ Premiere, the Pay-TV channel subsidiary of Kirch PayTV, took another step in the ladder of recovery, following its purchase of live broadcast rights for all of the German Bundesliga's soccer matches in subsequent seasons from KirchMedia, Handelsblatt said. Citing industry insiders, Handelsblatt reported Premiere plans to award a "success premium" to DFL German Football League of EUR20 for every subscriber Premiere will get since the beginning of Bundesliga season. In buying the rights, Premiere may be in the way toward solving most of its urgent problems. It is still currently holding talks with Hollywood studios including Universal regarding old debts and future deliveries of films, the daily said. Moreover, the daily said that some sources close to the parties have indicated that agreements have been reached with Rupert Murdoch's Fox Studios and Steven Spielberg's Dreamworks. However, the daily reported that Premiere still needs funds. It was awarded a loan of EUR100 million in June, which it can use in the next few days. It has also closed an agreement with KirchMedia regarding the write off old debts. Meanwhile, the hunt for new investors for Kirch Pay-TV Gruppe, Premiere's parent, which was also forced to file for insolvency, is making good progress. Joseph Fuchsl is acting as insolvency administrator, the Handelsbaltt said. ============= I R E L A N D ============= DATALEX PLC: Will Provide IT Solution for French Travel -------------------------------------------------------- French travel agencies can now look forward to an affordable Internet distribution solution with the signing of a major contract between ITERRA, France and Datalex, a leading provider of technology solutions for the global travel industry. The agreement allows the Datalex Internet booking engine, BookIt! ConsumerTM , to power the new ITERRA Travel 21 ASP solution for French agencies and other merchant portals. "Datalex is pleased to co-operate with ITERRA in supplying high quality IT services and technological innovation to its clients, which will ensure immediate return on investment for agencies using the Travel 21 solution," said Ornagh Hoban, Country Manager, France." "Changing trends in the industry are forcing agencies to reassess their roles and business models and they are increasingly taking advantage of the opportunities afforded by the Internet to distribute their products and enhance their services to their consumers." Travel 21 is being marketed to travel related companies in the French market that require a secure, supplier-neutral and scalable online distribution environment for their travel products and services. The solution will provide cost effective and affordable access to industry-leading online booking technology for agencies, merchants and travel suppliers. "ITERRA has chosen to integrate its product - Travel 21 - with Datalex technology, to bring to its clients, travel agencies, the most eminent solution available in the French market," said Herve Belvaux, CEO, ITERRA, France. "Our extensive experience with the travel agency segment combined with the renowned global technological expertise of Datalex is a guaranteed success for our customers." BookIt! ConsumerTM , which is built upon the Datalex core integration platform, BookIt! MatrixTM , enables ITERRA to create individual, full featured Webstorefronts for travel companies offering them connectivity to a wide range of Global Distribution Systems (GDSs), Central Reservations Services (CRSs), ferry and rail systems in addition to other hosts systems. Datalex is a leading provider of technology solutions for the global travel industry. Founded in 1985, the company is headquartered in Dublin, Ireland, and maintains offices throughout the world: Europe (Amsterdam, Frankfurt, Paris, Manchester); U.S. (Atlanta, Petaluma. Minneapolis); and Asia- Pacific (Melbourne, Singapore). FLEXTRONICS: Will Shut Down Limerick Plant in September ------------------------------------------------------- Computer and telcom equipment supplier Flextronics will close its Limerick electronics manufacturing site in September as part of a plan to consolidate its Irish manufacturing operations, a report obtained from Ananova says. About 150 non-manufacturing staff will stay in place in Limerick. However, up to 200 employees will have to quit or move to about 50 miles to Cork, where all production will be transferred. The company says many of the 200 manufacturing workers would be offered positions in Cork but it was unsure how many would be able to make the move when the Limerick plant closed in September. About 130 workers were laid off in March as part of the company's restructuring program following a global downturn in the high- tech industry. ========= I T A L Y ========= FIAT SPA: Offers Rebates to Gov't for New Car Purchase ------------------------------------------------------ Italian carmaker Fiat SpA announced that it will offer rebates and financing supplements to the Italian government's new car purchase incentives, a report obtained from AFX News said. The auto manufacturing company also said it will give zero- interest financing of up to EUR 12,000 for the procurement of new cars, AFX said. The report said that last week, the Italian government announced its plans to abolish a registration tax "on the purchase of a new car with a maximum power of 85 kilowatts, when the owner is upgrading to car with an anti-pollution catalyser." ===================== N E T H E R L A N D S ===================== KPNQWEST: Annual Report Reveals Loss Was EUR100 MM Greater ---------------------------------------------------------- Dutch data carrier KPNQwest was found to have net losses of more than EUR100 million, a figure greater than the amount the company reported in its preliminary full-year results, a report from the Financial Times said. The information was obtained from a document entitled "annual report 2001," which is currently in the hands of trustees who are in the process of disentangling the company's assets. The document also revealed that KPNQwest knew about its burgeoning financial status by March 15, three days prior to its acquisition of the European assets of Global TeleSystems. A loan worth EUR525 million advanced by a banking syndicate funded the deal, the paper said. The Financial Times reported that it was only on April 24 that the company revealed its financial dilemma when it announced a profit warning that prompted a collapse of its share price. By May, the company declared bankruptcy. Citing a source familiar with the process, the paper disclosed that banks have started moves to push for an investigation of the company's accounting practices. This is in the light of some "major discrepancies" found between the company's revenue records and those of its parents, U.S.-based Qwest Communications and Dutch telecoms group KPN NV. Moreover, the 27-page annual report was intended for submission to the U.S. stock market regulators but was not circulated publicly. The report, which was dated February 1 and amended on March 15, showed a net loss of EUR376 million in 2001, a figure very different from the EUR266 million loss the company published in February 12, the paper said. In addition, the report evidently stated that KPNQwest was experiencing a financial crisis and was thinking of measures to restructure after a "dramatic deterioration" in demand for capacity, the paper further reported. It also contained an unsigned auditor's report, which only shows an address alleged to be of Arthur Andersen. LANDIS NV: Declared Bankrupt by Dutch Court ------------------------------------------- H Dulack and WJM van Andel were named receivers of Landis Group NV and its unit Landis Group BV, the AFX News said citing Landis' company statement. Both companies were declared bankrupt by a Utrecht court. The news adds that the company had already secured court protection from creditors. Its U.K. operating unit Landis UK Plc and Landis ICT Services Limited were already put up for sale by the unit's joint administrators, Philip Long and Fred Satow. The subsidiary business is being offered as a going concern, the administrators said in May. In June, Johannesburg-listed Datatec Ltd completed the acquisition of Landis Group NV's Dutch operations in 10 countries in Europe (Austria, Belgium, Denmark, France, Germany, Netherlands, Norway, Spain, Sweden and the United Kingdom). Datatec combined the distribution assets and businesses of Landis with its own leading subsidiary, Westcon, to form the industry's largest data and voice networking distributor concern. The company plans a public liquidation auction for the rump of its operating units on Tuesday. LAURUS NV: Names New Board Members, Rights Issue Starts Thursday ---------------------------------------------------------------- Dutch company, Laurus NV has chosen new members its supervisory board following the first closing date of its deal with Casino Guichard-Perrachon. It also announced the schedule of a planned EUR135.6 million rights issue, a report from AFX News said. According to AFX, the company has placed on Tuesday 293,799,444 new shares at 0.90 EUR/share with Casion and its banks ABN Amro, ING, and Rabobank. In addition, Laurus also obtained an access to credit facility worth EUR950 million and an additional credit of EUR250 million for its Belgian and Spanish operations, the news outfit reported. Some statute changes were also authorized during an extraordinary general meeting, marking the end of certain structures designed to guard against takeovers. Laurus also revealed that three representatives of Casino and one representative of the works council were also chosen to be in the group's supervisory board, AFX said. Furthermore, Laurus has announced the "offering of 150,644,790 new shares will open on Thursday. Existing shareholders' rights will be assigned after the close of trade tomorrow, with the rights fully tradeable until noon July 18." The company said that a portion of the proceeds from the offering will be used in the reduction of bank debts, AFX reported. =========== P O L A N D =========== HUTA OSTROWIEC: Ispat & Celsa Eyes Steel Co. Huta Ostrowiec ---------------------------------------------------------- Steelworks company, Huta Ostrowiec SA has found interested buyers in Ispat International NV and Spanish company Celsa, following the Kielce regional court's decision to put Huta Ostrowiec into liquidation, said spokesman, a report from AFX News said. The report further said Huta Ostrowiec currently has 2,100 employees. It faces a debt worth EUR172.84. In addition, the Huta spokesman revealed that Austrian and Swedish companies are also interested in a lease. Hut Ostrowiec's sales were EUR26.17 million during the first quarter of 2002, which is 30% less than the previous year, AFX said. STOCZNIA SZCZECINSKA: Piotrowski Arrested for Embezzlement ---------------------------------------------------------- Mr. Krzysztof Piotrowski, former president of Stocznia Szczecinska and four former board members of the Polish shipyard were arrested on charges of misappropriation of funds, said prosecutors on Monday, the Associated Press reported. According to the news outfit, prosecutors believe that the former company executives led by Mr. Piotrowski, had some involvement in the company's demise, as they allegedly drained off at least USD5.9 million from the company's register to fund their own private ventures. Prosecutors said the men were responsible for the transfer of shares between the shipyard and Grupa Przemyslowa, a company that owns 50% of Porta Holding and owns and runs the shipyard. The accused board members created Grupa Przemyslowa, the news outfit said. Mr. Piotrowski and the four board members were incarcerated on Sunday. If convicted, the suspects will be facing prison terms of up to 10 years. At the start of the probe last month, Mr. Piotrowski, who was fired late May, denied allegations of any misdeeds and said prosecutors were just looking for a scapegoat. He faulted the company's allegiance with labor unions as the key factor that contributed to the shipyard's woes. After struggling for a year, Stocznia Szczecinska SA shipyard filed for bankruptcy protection in June 17. Ever since, 6,000 shipryard workers have held nonviolent protests asking the government to help in saving the shipyard and in reclaiming their salaries, the news outfit reported. The government reacted by handing the workers some back pay, which was insufficient to make up for lost wages in April. It has also promised to make a new company around the old shipyard, the report said. =========== S W E D E N =========== LM ERICSSON: Will Provide WLAN Solution to Dutch Operator --------------------------------------------------------- Ericsson has signed a contract with TDC Mobil for deployment of a Mobile Operator WLAN system, the Stockholm-based mobile equipment maker announced in its statement Tuesday. This will enhance TDC Mobil's GPRS and WCDMA services, offering very high bit rates in strategically located hotspots. Users of laptops and handheld computers will have mobile and secure access to company mail and files at wire-line broadband speeds. The Ericsson Mobile Operator WLAN system (wireless local area network) enables mobile operators to complement the wide area "always-on" data connectivity of 2G and 3G mobile networks (GPRS and WCDMA) with the higher speeds offered by WLAN in hotspots. The system allows laptop and handheld computer users to access the Internet and corporate intranets at selected locations. Any laptop or handheld fitted with a WLAN network card can be used, together with all common web browsers. Corporate users can protect their data using a VPN connection and personal firewall to create a secure tunnel. Access to the WLAN service is secured for all users by leveraging the established security of mobile phones with SIM cards to deliver one-time passwords. Ericsson Mobile Operator WLAN gives operators new business opportunities using local content tailored to partners with properties such as airports and hotels, including systems for revenue sharing and specific access rights for preferred customers. The service profile can be tailored to the individual user, to the property, or to a group such as employees of a large corporation. A group profile could include mandated secure corporate access. Mobile operators can reuse the subscriber management, billing, and authentication functions of their GSM systems, enabling a cost efficient extension of the capabilities of the wireless network. The Ericsson Mobile Operator WLAN system has been developed in cooperation with the Swedish company Service Factory, a leading supplier of WLAN service creation and provisioning systems. Ericsson is shaping the future of Mobile and Broadband Internet communications through its continuous technology leadership. Providing innovative solutions in more than 140 countries, Ericsson is helping to create the most powerful communication companies in the world. TDC Mobil is Denmark's leading mobile communications company and is thriving to create closer connections through communication. TDC Mobil is part of Denmark-based TDC, which operates in 13 countries in Northern and Central Europe. SONG NETWORKS: Telenor Will Take 39.9% Stake for Svc, SEK 550MM --------------------------------------------------------------- Song Networks Holding AB and Telenor Business Solutions Holding AS have entered into a business combination agreement as part of an overall financial restructuring of the Song Networks group whereby Song Networks will issue new shares and a convertible bond to Telenor Business Solutions Holding AS in exchange for the contribution of the Telenor Business Solutions AB business together with a cash balance of SEK 550 million. The transaction is conditional upon completion of a restructuring of Song Networks in which substantially all of the outstanding bonds of Song Networks will be exchanged for a combination of cash and new equity. Song Networks is engaging in discussions regarding the proposed restructuring with an ad hoc committee of its bondholders. Pursuant to the business combination agreement, Song Networks will acquire Telenor Business Solutions AB, which will have a cash balance of SEK 550 million. In exchange for its contribution, Telenor Business Solutions Holding AS will receive new Song Networks shares representing 39.9% of the increased share capital of Song Networks Holding AB and a convertible bond which, if converted during the next four years, would increase Telenor Business Solution Holding AS' holding to 84.5% of the enlarged group's voting stock after the restructuring. Interest on the convertible bond is payable in kind for the first two years from issuance and thereafter in cash or in shares at Telenor Business Solution Holding AS' election. The transaction is conditional upon a number of events, including, among others: - approval by Song Networks 's bondholders of a bond restructuring, which is expected to comprise the balance of the SEK 550 million cash balance transferred with Telenor Business Solutions AB together with Song Networks equity; - receipt of all necessary approvals by Song Networks 's shareholders at an Extraordinary General Meeting; Any securities being offered will not be, and have not been, registered under the United States Securities Act of 1933 and may not be offered or sold in the United States absent registration or an exemption from registration requirements. As part of the agreement with Telenor Business Solutions Holding AS and in connection with the restructuring, Song Networks will conduct up to an SEK 200 million rights offering to subscribe for new Song Networks shares at the same subscription price at which Telenor Business Solutions Holding AS is investing. The share price for Telenor Business Solutions Holding AS' investment and the rights offering will be determined after an agreement has been reached between Song Networks and its bondholders on the number of shares to be issued to those bondholders. If all shareholders subscribe to the offering, Telenor Business Solutions Holding AS' ownership after conversion of the bond would decrease from 84.5% to 73.2% of the fully diluted voting equity of the restructured Song Networks. Song Networks expects to complete a restructuring, conclude an Extraordinary General Meeting and close these transactions by the end of September 2002. Song Networks will inform the market of any developments related to the restructuring. Contact Information: Tomas Franzen, CEO Mobile: +46 701 810111 =========================== U N I T E D K I N G D O M =========================== ALBERT FISHER: Application for Cancellation of Listing ------------------------------------------------------- The Directors of the Company announced Wednesday that they have applied to the U.K. Listing Authority and the London Stock Exchange for cancellation of the listing of the Company's ordinary shares of 5p each and American depository receipts (10:1) on the official list. The expected date of the cancellation is July 15, 2002. Albert Fisher is an international food processing, sourcing and distribution group, in eating sectors of fruit, vegetables and seafood. The group services the retailing, foodservice and food manufacturing markets in the United Kingdom, Continental Europe and the Americas. The company has sold a handful of non-domestic operations to curb losses and pay down debt. In May, the Board of The Albert Fisher Group announced the appointment of Messrs Michael McLoughlin and James Tucker, both partners of KPMG, as administrative receivers of the Company and Fisher Foods Limited, its U.K. operating subsidiary. The group was forced to invite its creditors to appoint receivers after the company was unable to reach an agreement with its lenders in May. BIG FOOD: Update on Sales Growth, Average Net Debt -------------------------------------------------- Following the completion of the Company's refinancing on 18 June and in line with best practice, the Company will issue quarterly trading statements shortly after the end of each thirteen-week period which will incorporate current trading updates. The Preliminary and Interim Results Announcements will contain full financials on the relevant financial period, but will not include any additional updates on current trading. The Company announces today its first quarter trading statement of the 2002/2003 reporting year in respect of the thirteen weeks to 28 June 2002. The sales growth in our wholesale businesses (Booker and Woodward) continue to show improvement. As previously reported, the Iceland comparatives were affected by additional promotional activity introduced on 20 May 2001 and volatility will continue to be a feature of short-term sales comparisons while the strategic initiatives are implemented. Like for like sales for the 13 weeks to 28 June 2002 were as follows: Adjusted for Easter Group -0.9% 0.0% Booker 0.9% 1.3% - tobacco -0.3% 0.0% - non tobacco 1.8% 2.4% Woodward 9.5% 10.6% Iceland Foods -5.8% -3.5% Net Debt All aspects of the refinancing were completed on 18 June 2002, comprising a new senior debt facility of GBP300 million, a 9.75% high yield bond of GBP150 million and a sale and lease back of 31 properties for GBP129 million. This provides the Company with the necessary financial resources to pursue its strategic plans. As a result of the reduction in net debt arising from the sale and lease back, the average net debt figures are given for the period to 17 June 2002 and for the period from June 18, 2002. Average net debt GBP Million Period March 30 to June 17 377 Period June 17 to June 28 224 Strategic Initiatives (i) New Iceland Formats Trading at the new format stores continues to be encouraging confirming management's view that these strategic initiatives are delivering a step change in performance as planned. Like for like sales at the original four new format stores are achieving average uplifts of 17.8% to 28 June with particularly strong results being achieved from the Core Plus and Core formats as anticipated. Three more new stores are now trading to one of our new segmented formats at Cardiff (re-fit), Leicester (new store) and Bath (consolidation). (ii) Booker Delivered Wholesale The number of Premier fascia retailers increased from 705 to 751 during the quarter. Booker also completed its plans for drop shipments direct from suppliers to customers which will be operational later in the year. Delivered wholesale represents a key source of sales growth for Booker. (iii) E-business capabilities Contracts for the purchase of certain commodity products have now been carried out through e-auctions which have simplified the negotiating process and delivered improvements to buying prices. Pension Scheme The Company has received notice that it may face legal action over the pension scheme changes to be introduced from 1 August 2002. The Company believes that such action would be unsupported by existing law or precedent and is firmly of the view and has been advised that it has acted properly in a manner consistent with the fundamental economic issues. As a result of further falls in equity markets, the latest estimate of the funding position of the defined benefit scheme at 30 June 2002 shows a deficit of approximately GBP110 million. This will not effect the cash outlay by the Company in the short term as contributions of GBP7 million per annum have been agreed with the trustees based on the deficit of GBP65 million at 31 December 2001 and will continue until the next actuarial valuation in 2004. Contact Information: Bill Grimsey - Chief Executive Bill Hoskins - Finance Director Telephone: 01933 371000 BIG FOOD: Notification of Interest in Shares -------------------------------------------- Fidelity International Limited (FIL) and its direct and indirect subsidiaries, being non-beneficial holders reports the following interest in the shares of Big Food Group PLC: LETTER FROM FIDELITY INVESTMENTS NOTIFICATIONS UNDER SECTIONS 198 TO 202 -- UK COMPANIES ACT 1. Company in which shares are held: BIG FOOD GROUP 2. Notifiable Interest: ORDINARY SHARES Fidelity International Limited (FIL) P.O. BOX HM 670 Hamilton HMCX, Bermuda Parent holding company for various direct and indirect subsidiaries, including Fidelity Investment Services Ltd (FISL), investment managers for various non-US investment companies and institutional clients. (See Schedule A for listing of Registered Shareholders and their holdings). 3. The notifiable interests also comprise the notifiable interest of Mr Edward C Johnson 3d 82 Devonshire Street Boston, MA 02109 Principal shareholder of Fidelity International Limited. 4. The notifiable interests include interest held on behalf of authorized unit trust schemes in the U.K. notwithstanding the exemption from reporting pursuant to Section 209 (1) (h) of the Companies Act 1985. 5. These notifications of disclosable interests constitute separate notifications of interest in the shares and are combined solely for the purposes of clarity. Nothing herein should be taken to indicate that Fidelity International Limited and its direct and indirect subsidiaries or Mr Edward C Johnson 3d act as a group or in concert in respect of the disclosed interests, or that they are required to submit these notifications on a joint basis. 6. The disclosable interests arise under section 208(4) (b) of the Act, namely where a person, not being the registered holder, is entitled to exercise a right conferred by the holding of the shares or to control the exercise of such rights, or under section 203 of the Act respectively. SCHEDULE A SECURITY: BIG FOOD GROUP Amendment No 33 MANAGEMENT SHARES HELD COMPANY NOMINEE/REGISTERED NAME (Ordinary Shares) 10,302,162 FISL Chase Nominees Ltd 1,653,328 FIL Chase Nominees Ltd 26,519,894 FIL MSS Nominees Ltd TOTAL ORDINARY SHARES: 38,475,384 CURRENT OWNERSHIP PERCENTAGE: 11.22% SHARES IN ISSUE: 343,018,618 CHANGE IN HOLDINGS SINCE LAST FILING: +2,756,600 ordinary shares ESPORTA PLC: Rejects Due Street Capital's Offer --------------------------------------------------------- The Board of Esporta plc sent Tuesday a document to Shareholders outlining Esporta's clear strategy for sustainable growth and advising them to reject the nil premium Offer from Duke Street Capital Leisure Investments Limited. Duke Street's nil premium Offer does not pay Shareholders for Esporta's strategy for growth: - GROWTH FROM INCREASING CAPACITY OF EXISTING CLUBS Esporta plans to convert approximately 140,000 sq.ft. of low utilization areas into gym areas and changing rooms, creating capacity equivalent to four new clubs or approximately 14,000 new peak time members. - GROWTH FROM Plans to increase the yield from existing assets BY INTRODUCING A WIDE RANGE OF MEMBERSHIP CONTRACTS - GROWTH IN RETURN ON CAPITAL EMPLOYED for future openings from THE new CLUB model Esporta is implementing a new model for future openings with lower capital expenditure and operating expenses. - GROWTH IN THE ADDRESSABLE MARKET RESULTING FROM THE NEW CLUB OPENING MODEL New clubs are expected to generate target returns from a lower number of members, giving access to smaller towns and cities and hence increasing Esporta's potential for UK expansion. Over 60 potential new locations have already been identified. All of these will build on: - NEW MANAGEMENT'S ACTIONS WHICH HAVE ALREADY DELIVERED STRONG EBITDA GROWTH. In the first six months of 2002, Esporta's underlying EBITDA from UK clubs is estimated to have increased 34 % to GBP 18.1 million. Overall, total EBITDA is estimated to have increased 21 % to GBP 12.9 million. - GBP 5 MILLION OF ANNUALISED PRE-TAX COST SAVINGS AND REVENUE ENHANCEMENTS - A FURTHER POTENTIAL GBP 1 MILLION OF ANNUALISED PRE-TAX COST SAVINGS ESTIMATED Management is currently implementing a program of further measures: the outsourcing of maintenance to one partner, an initiative previously announced in the Chief Executive's Review on March 14, 2002, which has now been extended to include contract cleaning. - SUBSTANTIAL FUTURE PROFIT FROM 2001 CLUB OPENINGS As membership levels of the 12 clubs opened in 2001 increase in line with the usual maturity profile, these clubs will become profitable, as demonstrated by the trading performance of the UK 2001 openings in the first half of 2002. 80 pence is not enough: - 80 PENCE IS A NIL PREMIUM OFFER It represents a 4 % discount to Esporta's current share price and a 41 % discount to the average historic EBITDA exit multiple of comparable transactions. Commenting on the Offer, Maurice Kelly, Chief Executive of Esporta, said: "Esporta's management is focused on profitability and is positioning the company for long term growth. Shareholders are set to benefit from the recent openings reaching maturity, increased utilisation of the mature estate and the potential for expansion from the new model for future openings. "This is underpinned by the strong growth of the UK health and fitness market, the annualised cost savings and revenue enhancements, GBP 5 million of which have been secured, and by measures being implemented which are estimated to deliver a further GBP 1 million. "Contrary to what Duke Street has led you to believe, the cost savings which have been secured are net of an increase in marketing expenditure which has resulted in the number of new joiners increasing by 72% in the first five months of this year. "Esporta's strong trading performance in the first half of 2002 supports the achievability of our strategy. These benefits belong to shareholders, not to Duke Street." There will be a meeting for analysts at 9.30am this morning at Brunswick, 16 Lincoln's Inn Fields, WC2. The Directors' profit estimate for the first six months ended June 30, 2002 is set out in Appendix 1. Contact Information: Maurice Kelly Chief Executive Telephone: 0118 912 3503 Michael Ball Finance Director Telephone: 0118 912 3504 METTONI GROUP: Company Profile ------------------------------ Name: Mettoni Group PLC HEAD OFFICE: 26 Farringdon Sreet London EC4A 4AB United Kingdom Telephone: (020) 7246 3004 Fax: (020) 7246 3006 REGISTERED OFFICE: Carmelite 50 Victoria Embankment Blackfriars, London EC4Y 0DX United Kingdom Telephone: (0) 7000 638864 Fax: (020) 7246 3006 Email: info@mettonigroup.com Web site: http://www.mettoni.com/ SIC: Software & Computer Services Employees: 31 Net Loss: GBP 1.6 million (June 2001) Total Assets: GBP 50.9 million (June 2001) Total Liabilities: GBP 50.9 million (June 2001) Type of Business: Mettoni Group PLC provides IT services for network communication systems integration. Trigger Event: The company was forced to call in receivers after failed negotiations with financial institutions regarding the continued operations of the company. Mettoni appointed M Rollings and S Dubey of Ernst & Young were appointed joint administrative receivers of the company on July 5. Managing Director: R G Arrowsmith Finance Director: S J Sue Bygrave Chairman: N Whittaker Bankers: National Westminster Bank PLC Financial Advisers: Teather & Greenwood Ltd Stockbrokers: Teather & Greenwood Ltd Auditors: KPMG Law Firms: Taylor Joynson Garrett Financial PR Advisers: Biddicks No. of Shares in Issue: 42.01 million 10p ordinary shares Major Shareholders: Chase Nominees Ltd 22.57%(dup) Clydesdale Bank (Head Off) 21.54% Friends Ivory & Sime PLC 19.39%(dup) Vidacos Noms Ltd 9.44% OMERS 5.83% Stephen Driskel 4.69% RBSTB Nominees Ltd 3.96% M Patel 3.29% R G Arrowsmith 5.04% PACE MICRO: Shares Plunge 24% After Trade Warning ------------------------------------------------- Pace Micro Technology shares slipped another 24% on Monday after it cautioned that trading would worsen before it got better, the Independent reported. Pace shares experienced a setback last week after the company issued its third profit warning of the year. The company said it is looking forward to a drop in sales in the first half of 2002, a turnout that would be less than in the past six months, the paper said. The daily further reported that the company said its ongoing investment in the United States and other factors would indicate a loss in the first half of the year, despite the company's expectation that trading would get better in the second half. Recent reports also imply a negative outlook on Pace's slow recovery with a 70% drop in the company's pre-tax profits to EUR13.1 million for the year ended Jume 1. Its sales also fell 33% to EUR352 million, the paper said. The daily said the set-top box maker's woes were caused by a decrease in the demand for set-top boxes and in a drop in selling prices as some of its digital-TV operator customers experienced financial problems. Pace is currently in the process of cutting 20% of its 950-strong workforce as it pushes to lessen costs. It said the sales of its digital boxes plunged to 19% to 2.2 million units following NTL and Telewest's decisions to cut orders, the paper said. SAMUEL LUMB: Yorkshire-based Manufacturing Group Shuts Down ----------------------------------------------------------- Samuel Lumb & Son Ltd's West-Yorkshire textile manufacturing site will close with the loss of 69 jobs, The Huddersfield Daily Examiner reports. Falling sales and increased maintenance costs of assets insurance have been blamed for the closure. The group said it could not absorb or pass on to its customers a 35% to 40% increase in insurance premiums. Lumb manufactures fancy woollen yarns for men's and women's woven and knitted clothing and for soft furnishings. The company is now in talks with employees and union representatives about the closure plan. Managing director Stuart Eastwood said the company would need to invest GBP5 million to update its buildings and machinery. However, he adds that this will not guarantee new customers and increased sales. In addition, Lumb also expected to face a 20% rise in the cost of wool at a time when many retailers were pressing for lower prices. Contact Information: Managing Director: Stuart Eastwood Financial Director: Frank Beer Sales Director: David Lumb Samuel Lumb & Son Ltd Perseverance Mills Elland HX5 9AX West Yorkshire Tel:01422 373434 Fax:01422 375747 STEELGUARD LIMITED: Receivers Sell Fireplace Retail Business ------------------------------------------------------------ Steelguard Limited T/a Decorcast (In Administrative Receivership) The Joint Administrative Receivers, C P Holder and M J Moore offer for sale a fireplace retail business based in Middlesborough. Established 20 years Public and building industry customer base Average annual turnover of o900,000 9,000 square foot freehold premises For further information and a sales brocuhre please contact: Susan Berry Kroll Buchler Phillips 5th Floor, Airedale House 77 Albion Street Leeds LS1 5AP Tel: 0113 386 0816 Fax: 0113 244 9305 Email: sberry@buchler-phillips.co.uk WILSON GROUP: Housing Group Calls in Receivers ---------------------------------------------- Wilson Group, the Perth-based construction company, fell into receivership last week, a report on The Courier was cited as saying. The group's banks appointed PricewaterhouseCoopers as receivers. The move comes after an internal review of the multi-million- pound business revealed its profitability had been overstated. The company, with a workforce of about 80, builds houses and manufactures timber frames, doors and windows. The Wilson Group is comprised into three groups of companies. It includes Watson Dallas. It is a window and door manufacturing business. The other two are: Wilson Manufacturing Holdings Ltd and George Wilson Homebuilders Group Ltd. The businesses will continue to trade while a buyer is sought, with the future of the 260-plus jobs across Scotland dependent on the success of that search. In June 2001, the businesses recorded a profit before tax of GBP500,000 on a turnover of GBP38 million, the paper adds. *********** S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter -- Europe is a daily newsletter co- published by Bankruptcy Creditors' Service, Inc., Trenton, NJ USA, and Beard Group, Inc., Washington, DC USA. Kimberly MacAdam, Larri-Nil Veloso, Maria Lourdes Reyes and Jean Claire Dy, Editors. Copyright 2002. All rights reserved. ISSN 1529-2754. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR Europe subscription rate is US$575 per half-year, delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are US$25 each. For subscription information, contact Christopher Beard at 240/629-3300. * * * End of Transmission * * *