/raid1/www/Hosts/bankrupt/TCREUR_Public/031015.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
Wednesday, October 15, 2003, Vol. 4, No. 204
Headlines
B E L G I U M
ARCELOR SA: Gives Corus Full Control of Belgian Joint Venture
REAL SOFTWARE: Chides Shareholders for Undermining Debt Talks
F R A N C E
ALSTOM SA: Additional Loan Could Force Further Divestments
ALSTOM SA: Holzer Holzer & Cannon Files Class Action Lawsuit
BULL SA: Denies Rumored Breakthrough in Debt Negotiations
G E R M A N Y
AXEL SPRINGER: Might Pursue Secondary Offering this Year
DRESDNER BANK: Selling 25% Telecinco Stakes to Vocento
DRESDNER BANK: To Axe Hundreds of Advance Bank Employees
EUROBIKE AG: Fairchild Corporation Completes Takeover
HVB GROUP: Secures Mortgage Loans with "Provide-A 2003-1"
KIRCHMEDIA GMBH: Sportfive Buys Stakes in Sports Rights Business
WESTLB AG: Fitch Affirms Ratings; Outlook Stable
H U N G A R Y
ANTENNA HUNGARIA: Fails to Exercise Vodafone Call Option
N E T H E R L A N D S
BUHRMANN N.V.: E.U. Commission OKs Paper Merchanting Unit Sale
IFCO SYSTEMS: International Limited Partnership Buys 82% Stake
ROYAL PHILIPS: To Phase out Mixers, Vacuum Cleaners
R U S S I A
VNESHTORGBANK: Long-term Deposit Ratings Raised to 'Ba1'
U N I T E D K I N G D O M
AMP LIMITED: Sale of U.K. Business Not Farfetched, Says CEO
AMP LIMITED: U.K. Writedown Could Reach GBP1 Billion
BOOSEY & HAWKES: Document Related to Regent Offer Now Available
BROOKES & GATEHOUSE: Yeoman Group Sells Loss-making Subsidiary
CHESTERTON PLC: Johnson Acquires Facilities Management Business
EASYCAR: Owner Injects GBP11 Mln into Losing Car Rental Unit
EURODIS ELECTRON: Announces Two New Board Appointments
HANSON BUILDING: Court Sanctions Scheme of Arrangement
IMPERIAL CHEMICAL: Workers Mull Response to Redundancies
INVENSYS PLC: Encouraged to go Ahead with U.S. Unit Sale
LAMCO TECHNICAL: Joint Administrators Seek Buyers
MISYS PLC: U.S. FDA Orders Recall of Faulty Laboratory Software
PAS ACCESS: Business, Assets Up for Sale
TECHNOLOGY & INCOME: Opts to Liquidate Insolvent Business
THE HOUSE RESTAURANT: Administrators Offer Business for Sale
ZYLEPSIS LIMITED: Receivers Auction Assets
* Ratings of European Brewers Under Pressure, Says Fitch Ratings
*********
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B E L G I U M
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ARCELOR SA: Gives Corus Full Control of Belgian Joint Venture
-------------------------------------------------------------
Further to its announcements on July 3 and 16, 2003, Corus Group plc has
completed the purchase of Arcelor S.A.'s two-thirds share in Segal SCRL -- a
Belgian joint venture previously one-third Corus and two-thirds Arcelor --
for EUR33.3 million cash.
Simultaneously, Corus has completed the sale of a 50% share of Segal to
MetalInvest, a Dutch investment fund, for EUR25 million cash. Segal is a
galvanizing operation, which until this transaction, has toll-processed the
material of its shareholders. Corus will retain its 50% holding and intends
to utilize 100% of Segal's production capacity.
The completion of the purchase from Arcelor follows confirmation from the
European Commission that this meets Arcelor's undertaking to divest its
stake. The sale to MetalInvest has received regulatory consent as well.
CONTACT: CORUS Corporate Relations
Mike Hitchcock
REAL SOFTWARE: Chides Shareholders for Undermining Debt Talks
-------------------------------------------------------------
After months of negotiations with the banks, a framework agreement has been
reached along these lines:
(a) Restoration of capital and reserves thanks to EUR99 million
debt reduction
(b) EUR65 million repayable over 10 years
(c) EUR34 million convertible
(d) Capital and interest installments to start in 2006
(e) Continued collaboration with current management set as a
condition
Board of Directors accuses Syndicated Shareholders of jeopardizing the
continuity of the company and its 1,600 employees through disinformation in
the press.
Company launched legal action against reference shareholder in mid-September
in connection with misuse of EUR26 million of company assets.
Board of Directors acts to ensure continuity in the interests of all
employees and all shareholders, and particularly for the company's customers
and suppliers, in accordance with the plan devised by the Board, the
operational management and in conjunction with the banks.
A group of shareholders [consisting of Anthylis SA (controlled by Messrs
Fontinoy and Kelders), Marc Sunnen, Rudy Hageman, Indi NV, Hawk NV, Mark
Vanderheyden, Alex Vandervelde, Joseph Balette, Lodewijk Ilsen, Paul
Knippenberg and Jean-Paul De Wachter (the Syndicated Shareholders)]
announced in a press release on October 7, 2003 that they were considering
calling an extraordinary general meeting with a view to replacing the
current directors. The same press release stated that the new Board of
Directors would then draw up an alternative recovery plan for the company.
Two days later, on October 9, 2003, the Syndicated Shareholders officially
notified the company via their representative, Mr. Johan Verbist, that they
had been acting jointly since October 7, 2003. The company received an
official request by fax for an extraordinary general meeting to be called
for the replacement of the current directors only Friday last week.
The Board of Directors wishes to respond to these developments as:
The Board regards it as irresponsible of the Syndicated Shareholders to opt
to publicly withdraw their confidence in the current Board via the press, in
the knowledge that the Board was very eager to finalize a debt-restructuring
plan with the bank syndicate. Internal communication beforehand, in line
with legal requirements in this area, would have prevented a great deal of
commotion and damage for the company.
The Board has the unmistakable impression that the sowing of confusion and
turmoil by exclusive communication via the press forms part of the strategy
opted for by the shareholders concerned.
Since December 2001, Real Software N.V. has been conducting an intensive
search together with various investment banks for a financial or industrial
partner to reinforce the company's capital structure. A number of
Syndicated Shareholders have been closely involved in this search, in their
capacity as key-manager.
The claim by the Syndicated Shareholders that the Board has had little or no
interest in bringing in an industrial or financial partner is therefore
manifestly untrue, as the Syndicated Shareholders themselves know better
than anyone.
Due to various factors including the company's high degree of leverage and
the crisis in the ITC sector, none of the financial or industrial partners
that the company's specialist advisers have suggested have shown a serious
interest in collaboration in the short term. The recent negative reaction
of Telindus to the report in the press that the Syndicated Shareholders had
set their sights on a takeover of Real Software by Telindus only goes to
confirm that, in the current circumstances, attracting an industrial partner
in the short term is unrealistic.
The expectation which the Syndicated Shareholders claim to cherish -- or
which they are at any rate actively communicating to the market -- namely
that shareholder value can be created in the near future by bringing in a
financial or industrial partner, is evidence of a considerable lack of
realism. Such a partner does not currently exist, cannot be found in the
short term and would more than likely require the existing shareholders'
interests to be substantially diluted even if it were found.
Real Software N.V.'s customers, suppliers and employees are waiting for news
about the debt restructuring. Given this and in view of the current
circumstances, the Syndicated Shareholders' strategy, in which a six-month
search will be conducted for a partner, is irresponsible and reckless.
The Syndicated Shareholders, some of whom belonged to the management until
recently or indeed still belong to it, must be well aware that the delays
that would be inherently involved in their strategy and the commotion that
has been created by their press release may have a damaging effect on the
company.
Because the Board of Directors had already come to the realization in the
spring 2003 that it was irresponsible to make the company's survival
exclusively dependent on the intervention of a financial or industrial
partner, it started talks with the bank consortium about a new debt
restructuring. The simultaneous or subsequent involvement of a partner has
of course never been ruled out in these talks.
The Syndicated Shareholders have not responded to the Board's request to
most of them to present a united front in these negotiations. In other
words, they have continued to attach more importance to their individual
interests as shareholders than to the interests of the company as a whole.
The company had intended to announce an agreement in principle with the
banks during early October, in order to set the minds of its employees,
customers and suppliers at rest.
The issue of the Syndicated Shareholders' press release on October 7, 2003
was clearly intended to prevent this agreement that is so needed by the
company. Once again, it placed individual shareholders' interests above the
broader interests of the company: undermining market confidence was the
price the Syndicated Shareholders were prepared to pay in order to safeguard
the illusion that a partner could still be found and that this partner would
deliver them an unexpected boost to shareholder value.
Out of their concern to ensure both the short-term continuity and the
long-term growth opportunities of the company, the company and the bank
consortium have continued to work on a debt restructuring, despite this
opposition from shareholders. On October 10, the Board received from the
bank consortium the conditions and details of a framework agreement that
should ensure the short- and long-term continuity of the company.
This is the outline of the framework agreement:
(a) EUR99,000,000 debt reduction.
(b) (i) EUR40,000,000 loan with interest rate of EURIBOR + 200
bp., repayable over 10 years, with a 2-year holiday
until June 2006 on the half-yearly capital repayments
and a two-year holiday on the interest payments (on the
understanding that the interest for 2004 and 2005 is
still owed, but will only become payable on a staggered
basis starting in 2006), and
(ii) a working capital facility of EUR20,000,000, repayable
after 10 years, with interest rate of EURIBOR plus 200
bp, payable under the same conditions as the above-
mentioned senior debt and
(iii) two subordinated loans for a total amount of
EUR5,000,000, with repayment to be guaranteed by the
pledging of shares in the company held by Indi NV, R.
Hageman's management company, as security.
(c) The other "senior debt" of EUR34,000,000 will be transformed into a
convertible loan.
(d) The banks have stipulated the maintenance of the present management team
as a condition. This signal speaks volumes in the circumstances.
The Board of Directors believes that this plan should in principle give the
company sufficient breathing-space to carry through its business plan,
provided the commotion caused by the Syndicated Shareholders dies down
quickly. The Board will provide more details about this plan and present it
for shareholders' approval at an extraordinary general meeting.
From statements in the press, the Board has inferred that the Syndicated
Shareholders are hoping that the current shareholders' interests will be
diluted by a maximum of 34%. With the current plan, there is a chance that
the dilution will be even less.
By contrast with the Syndicated Shareholders' alternative plan, this plan is
genuine and well founded and benefits from the approval of the banks. It is
also timely (once it has been approved it can be put into practice
immediately) and realistic (it does not assume that a partner who does not
currently exist will extract value from the banks and pass it on to the
existing shareholders rather than keeping it for itself). The acceptance
and execution of this plan is also crucial for the company's survival.
Moreover, it is the company's operational management that is pleading for
the rapid execution of the plan.
Since the latest reshuffling of mandates within the Board of Directors, a
number of transactions by a Syndicated Shareholder have come to lights,
which have been thoroughly investigated, by the Audit Committee and the
Board itself. The conclusions of this investigation, which has lasted
months and been conducted with the utmost prudence, were presented to the
Audit Committee in August so that they could be reported on to the Board.
The latter decided in mid-September to instruct the company's lawyer to
commence legal action against this Syndicated Shareholder on the grounds of
misuse of EUR26 million of company assets, and to submit a private claim for
damages in parallel to a criminal prosecution case against unknown parties.
These proceedings were launched on September 26, 2003. Shortly afterwards,
the Syndicated Shareholders withdrew their confidence in the Board.
It is being suggested in the press that non-executive directors are needed
to look out for the interests of the small shareholder. All the directors
are currently non-executive, and have never lost view of all shareholders'
interests. However, small shareholders' interests are not served by
spreading vague messages about possible takeovers which would create
shareholder value, when the hard economic reality is that no such candidate
exists today, that the company badly needs a debt restructuring in the very
short term, and that this debt restructuring will inevitably involve a
dilution (just as the involvement of any partner would). It is also highly
questionable whether small shareholders' interests are served by juggling
with dilution percentages in the press by would-be directors.
The current Board believes that small shareholders are entitled to accurate
information that reflects the economic reality, and is determined to
continue to provide such news in a spirit of complete objectivity. The
current economic reality is that the company's burden of debt is intolerably
high and that all parties, including the shareholders, will need to make a
considerable effort to ensure the company's survival. The Board has a plan
ready that makes the company's survival possible. The banks have shown
themselves prepared to make a big effort. The financial or industrial
partner that would give the whole picture a more rosy hue does not currently
exist, or at any rate has not been discovered. All the Board can do is
inform the shareholders that the present recovery plan, which has been
worked out in consultation with the banks and the operational management,
must be approved with utmost urgency.
The Syndicated Shareholders have announced via the press that the current
Board of Directors and the current senior managers are "clinging to their
power." All members of the Board are non-executive, and by definition have
no other concern than to defend the company's interests. The senior
managers are all professionals who are very much in demand in the market and
likewise serve no interests other than those of the company.
The current Board regards it as its duty to continue to inform the market
and to implement the framework agreement regarding the debt restructuring
that has been reached. Given the threat to the company's continuity and
precisely in order to safeguard the interests of the company's small
shareholders and employees, the current directors and managers do not regard
it as appropriate to voluntarily resign even though this is what certain of
the Syndicated Shareholders would like, especially in view of the fact that
the vague plans of the Syndicated Shareholders in question, insofar as they
are known to the Board, do not offer any guarantee of continuity.
About Real Software
Real Software was established in 1986. In 2002, a group turnover of
EUR179.6 m was generated, with an operating profit (EBIT) of EUR14 million,
representing an EBIT margin of 7.8%. The Real Software Group currently has
1,547 employees. Since 2002, the group's organization has been based around
four divisions: Banking & Insurance, Industry (formerly Manufacturing &
Maintenance), Business & Government, and Retail. It offers a comprehensive
range of software services, from the development and implementation of
in-house products, tailor-made projects and outsourcing through advice,
implementation and sales of products produced by other companies such as
SAP, JD Edwards, Oracle, Microsoft Navision and Microsoft Axapta. The
company exports Belgian technology to a number of countries, including
Luxembourg, the Netherlands, France, Germany and Switzerland. Its customer
portfolio includes companies such as Du Pont de Nemours, Carrefour, Johnson
& Johnson, Merck Sharp & Dohme, Biogen, Renault, the Paris Metro, TF1, EDF -
Electricite de France, SNCF, PTT Post, NedCar, Philips, Bandag, Goodyear,
KBC Bank and Fortis Bank.
CONTACT: REAL SOFTWARE
Dina Boschmans
Corporate & Marketing Communications Manager
Theo Dilissen, CEO & Managing Director
Prins Boudewijnlaan 26, 2550 Kontich
Mobile: +32.475.48.26.93
Phone: +32.3.290.23.11
Fax: +32.3.290.23.00
Direct: +32.3.290.25.30
Mobile : +32.477.619.682
E-mail : Dina.Boschmans@realsoftware.be
Homepage: http://www.realsoftwaregroup.com
Phone: +44 (0)20 7717 4502
Investor Relations:
Anthony Hamilton
Phone: +44 (0)20 7717 4503
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F R A N C E
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ALSTOM SA: Additional Loan Could Force Further Divestments
----------------------------------------------------------
The European Commission will focus its investigation this week on the EUR1.1
billion (US$1.3 billion) Paris agreed to provide Alstom last month in
addition to the EUR900 million it had previously announced, the Financial
Times said.
The EUR900 million of the additional EUR1.1 billion in aid was a short-term
bridging loan, Commission officials said. It is not a "rescue aid" to
sustain the company as there was a larger "restructuring" package to make it
financially viable again, it added.
A restructuring aid could prompt the Commission to demand compensatory
measures from Alstom, such as divestments to alleviate the effect of
restructuring aid on competition. To escape consequences of having to force
Alstom to sell some of its valuable assets -- as proposed by some
competition officials -- Commissioner Mario Monti wants to complete the
investigation within six months, according to the report.
Mr. Monti is foreseeing heavy resistance from France to possible additional
divestments. The report said Alstom and the French government, which also
provided the group with EUR2.275 billion in guarantees, consider such demand
unnecessary, since the group has already sold off units that previously
account for 25% of its revenue.
ALSTOM SA: Holzer Holzer & Cannon Files Class Action Lawsuit
------------------------------------------------------------
The Law Firm of Holzer Holzer & Cannon, LLC announced Monday that it has
filed a class action lawsuit in the United States District Court for the
Southern District of New York on behalf of:
(i) all purchasers of the American Depositary Receipts
(ADRs) of Alstom SA (NYSE:ALS) between May 26, 1999 and
June 29, 2003, inclusive (the Class Period) who
purchased such shares on the New York Stock Exchange;
and
(ii) all purchasers of the securities of Alstom between May
26, 1999 and June 29, 2003, inclusive (the Class
Period), who live in the United States and who were
damaged thereby. A copy of the complaint filed in this
action is available from the Court, or can be obtained
by e-mailing mfistel@holzerlaw.com
The complaint alleges that defendants violated Sections 10(b) and 20(a) of
the Securities Exchange Act of 1934, and Rule 10b-5 promulgated thereunder.
Throughout the Class Period, as alleged in the complaint, defendants issued
numerous positive statements concerning the growth and financial performance
of its transportation subsidiary. The complaint alleges that these
statements were materially false and misleading because they failed to
disclose and/or misrepresented the following adverse facts, among others:
(a) that the Company had failed to recognize costs incurred in a
rolling-stock supply railcar contract at its transportation unit in
anticipation of shifting the costs to other contracts;
(b) that the Company lacked adequate internal controls and was therefore
unable to ascertain the true financial condition of the Company; and
(c) that as a result of the foregoing, the value of the Company's losses was
materially understated at all relevant times and the value of the Company's
margins was materially overstated at all relevant times. The complaint
alleges that on June 30, 2003, before the U.S. market opened for trading,
Alstom announced that it is "conducting an internal review assisted by
external accountants and lawyers following receipt of letters earlier this
month alleging accounting improprieties on a railcar contract being executed
at the Hornell, New York facility of ALSTOM Transportation Inc. (ATI), a
U.S. subsidiary of the Company." As part of the review, the complaint
alleges, the Company "identified that losses have been significantly
understated in ATI's accounts, in substantial part due to accounting
improprieties by the understatement of actual costs incurred, including by
the non-recognition of costs incurred in anticipation of shifting them to
other contracts, and by the understatement of forecast costs to completion."
As a result, the Company announced that it would record an additional net
after tax charge of EUR51 million ($US58 million) for the year ended March
31, 2003.
If you bought Alstom publicly traded securities between May 26, 1999 and
June 29, 2003, inclusive (as defined above), and you wish to serve as lead
plaintiff, you must move the Court no later than October 28, 2003. Any
member of the purported class may move the Court to serve as lead plaintiff
through Holzer Holzer & Cannon, LLC or other counsel of their choice, or may
choose to do nothing and remain an absent class member. If you would like
to discuss this action, or if you have any questions concerning this Notice
or your rights as a potential class member, you may call or write these
attorneys:
Michael I. Fistel, Jr.
Holzer Holzer & Cannon, LLC
1117 Perimeter Center West
Suite E-107
Atlanta, Georgia 30338
(888) 508-6832
mfistel@holzerlaw.com
CONTACT: HOLZER HOLZER & CANNON, LLC
Michael I. Fistel, Jr.
Phone: (888) 508-6832
E-mail: mfistel@holzerlaw.com
BULL SA: Denies Rumored Breakthrough in Debt Negotiations
---------------------------------------------------------
French computer company, Bull S.A., on Monday denied reports it is nearing a
deal to refinance its debts.
The company said: "Nothing significant has happened on the financial
restructuring of Bull between the last statement on September 15 and the
current situation."
The statement is in response to reports saying Bull was studying as many as
three potential solutions to its obligations. Citing Les Echos, the
Financial Times said Bull is considering the possibility of raising fresh
funds from France Telecom and Japan's NEC -- which both own 16.9% stakes in
Bull -- and launching a debt-for-equity swap and investment by its
management or clients.
But Bull S.A. said it does not expect to raise enough money to repay all its
US$531 million loan to the government. Its directors are still to meet on
October 30, and it is hoping that a refinancing deal could be agreed before
that time. A deal, though, still needs European Commission approval and
entail "important sacrifices on the part of the state shareholder,
convertible bondholders and current shareholders."
A transaction with state-owned France Telecom is expected to come under
close scrutiny from the Competition Commission, the report said.
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G E R M A N Y
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AXEL SPRINGER: Might Pursue Secondary Offering this Year
--------------------------------------------------------
San Francisco-based private equity firm Hellman & Friedman on Thursday
bought a 19.5% stake in Axel Springer from Deutsche Bank for EUR350 million
(US$490 million), according to the Financial Times. Deutsche Bank inherited
Axel Springer shares from bankrupt Kirch Gruppe as collateral for an unpaid
loan last year.
Hellman & Friedman believes there is growth potential in Axel Springer's
market despite the current downturn, which it considers the worst in
decades. The private equity firm plans to offer shares in Europe's largest
publisher, most likely through a secondary stock market offering, within
five to seven years, according to the report.
"Our investments usually have a five to seven-year timeframe, and I expect
that to be similar in this case," Chief Executive Brian Powers said.
The deal will give Axel Springer extra time to groom itself for a secondary
offering that has been planned since Deutsche Bank inherited the Springer
stake, the report said. It might consider selling shares on the market as
early as this year because Deutsche Bank was keen to shed its stake,
observers say. It even bought Deutsche Bank's remaining 3.4 million shares,
or 10% of its capital, for EUR54 each, for use as a possible acquisition
currency.
Springer's illiquid shares are hardly traded at present, the report
observes.
DRESDNER BANK: Selling 25% Telecinco Stakes to Vocento
------------------------------------------------------
Dresdner Bank AG, whose investment writedowns and soaring loan-loss
provisions forced parent Allianz to record a negative bottom in March, is
reportedly in talks to sell its 25% stake in Telecinco, AFX News said,
citing La Gaceta de los Negocios.
Dresdner is still negotiating with Spanish media group Vocento, although the
high price Dresdner is seeking for its stake has temporarily put talks on
hold, the report said. Dresdner spokesman previously told La Gaceta that
its Telecinco stake is not strategic and that, while it plans to divest the
holding to achieve the maximum possible return on investment, it is "under
no pressure to sell."
Formerly known as Grupo Correo, Vocento holds 13% of Telecinco, while
Mediaset SpA controls 52% and ICE Finance 10%.
In July, Fitch downgraded both the Long-term and Individual ratings of
Dresdner.
DRESDNER BANK: To Axe Hundreds of Advance Bank Employees
--------------------------------------------------------
Dresdner Bank AG, a unit of the Allianz insurance group, is planning to
eliminate 400 jobs at its direct online brokerage unit, Advance Bank
operation, Intestrade news agency said, citing Munich newspaper Sueddeutsche
Zeitung.
The move is part of the company's plan to completely get rid of the Advance
Bank brand. This is in addition to plans to close two offices in Munich and
Wilhelshafen by the middle of next year.
"We want to strike all jobs," a spokesman for the bank told the newspaper,
contradicting an earlier announcement that only 50 will.
There would be no program for early retirements, he added: "With an average
age of 34 in the workforce, there would not be many candidates."
The spokesman also said the bank will try to find positions for the
employees affected in either Dresdner or Allianz, but acknowledged that this
would be "very difficult."
EUROBIKE AG: Fairchild Corporation Completes Takeover
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Following intensive negotiations, The Fairchild Corporation of
Dulles/Virginia has taken over the activities of the Eurobike
Group within the framework of an asset deal with retrospective effect as of
October 1, 2003.
The deal includes the activities of POLO EXPRESSVERSAND Gesellschaft fur
Motorradbekleidung und Sportswear mbH & Co. KG and Intersport Fashions West,
Inc. The decision in favor of the American investor was taken by a creditor
committee together with Dr. Biner Bahr, the preliminary insolvency
administrator of EUROBIKE AG (WKN 570660, 540884) and of Hein
Gericke-Holding GmbH, Hein Gericke Vertriebs GmbH and Paul A. Boy GmbH. The
decision was based not only on a suitable purchasing price and a conclusive
strategic plan, but also on the assurances given that most of the jobs at
Hein Gericke would be retained on an ongoing basis. Given the comprehensive
agreement reached by all the parties involved, the entry of The Fairchild
Corporation means that the ongoing existence of the Group has now been
basically secured.
The Fairchild Corporation (http://www.fairchild.com)has been investing
since the early 1960s in companies which supply customers of the air and
space travel industries and which provide complex logistics services. In
the retail sector,
Fairchild has invested in and operates a shopping center in Farmingdale, New
York. It plans to extend its portfolio in future to include investments in
various business areas and in selected international companies.
CONTACT: EUROBIKE AG
Camilla Lowenberg
Reisholzer Werftstr. 76
D-40589 Dusseldorf
Phone: +49 (0) 211 9898 774
Cellphone: + 49 (0) 173 - 72 643 09
Fax: + 49 (0) 211 - 9898 636
E-mail: ir@eurobikeag.com
HVB GROUP: Secures Mortgage Loans with "Provide-A 2003-1"
---------------------------------------------------------
HVB Group together with Lehman Brothers has launched "Provide-A 2003-1", its
fourth securitization transaction this year. With a total volume of EUR3.1
billion, this is the largest securitization transaction launched so far
under the PROVIDE platform of the Frankfurt-based KfW Group. With this
Residential Mortgage Backed Securities transaction, risks from mortgage
loans of HypoVereinsbank private customers are removed from the books. Of
the total 5 volume, about EUR388 million have been placed successfully in
the capital market with institutional investors.
With this PROVIDE transaction, the risks from more than 30,000 private
mortgage loans have been securitized. The loans have an average volume of
approximately EUR100,000 and cover about 22,500 properties. The average age
of the loans in the pool is 5.7 years. The average indexed LTV amounts to
72.8%. As to the geographic distribution, a disproportionately high share
of almost 50% of the loans was extended to southern Germany. The pool is
static -- there is no substitution risk for investors. This Residential
Mortgage Backed Securities transaction marked the first time that a pool in
Germany has been rated by all three rating agencies. Overall, 90.3% of the
pool was rated AAA, and the lowest tranche accounts for only 2.2 %, which
demonstrates the excellent quality of the pool and the structure.
The first transaction of HVB under the PROVIDE platform took place in
October 2001 (Provide-A 2001-1). By using securitization, HVB frees up
regulatory capital. In this way, free capacities are created for new
mortgage loans. Unlike so-called true sale transactions, where funding is
obtained at the same time, Provide-A 2003-1 is a synthetic transaction,
where only the risk of the underlying pool of loans is securitized. The
credit risk is transferred to KfW via a credit default agreement. In turn,
KfW transfers the risk with a super senior swap, mezzanine notes and a
junior swap to the capital market.
The transaction is part of HVB Group's liquidity and balance-sheet
management aimed at reducing the bank's risk-weighted assets. Part of the
aim of its "Transformation Program
2003" is to reduce risk-weighted assets by means of securitization and the
sale of holdings and loan portfolios. A reduction of about EUR19 billion
was achieved in the first half of 2003.
With Provide-A 2003-1, another step to reduce risk assets has now been
implemented in the 30 volume of approximately EUR1.8 billion.
The transaction has been priced on October 6. The agreements were signed on
October 9; the settlement of the transaction will be concluded next week.
So far in 2003, four securitization transactions have been effected under
PROVIDEŽ in the 35 total amount of EUR6.8 billion, one of which was a
European foreign-currency transaction (in Pound Sterling) in the equivalent
of around EUR2.5 billion. Further transactions are currently in
preparation.
Tranching and pricing:
Tranche Rating Volume in EUR Coupon (p.a)
Super Senior Swap AAA 2.644.049.964 3-M Euribor + 37 BP
Class A AAA 155.000.000 3-M Euribor + 68 BP
Class B AA 117.800.000 3-M Euribor + 95 BP
Class C A 65.100.000 3-M Euribor + 210 BP
Junior Swap priv. rated 68.199.999
CONTACT: KFW GROUP
Nathalie Drucke
Phone: + 49 (0)69 7431-2098
E-mail: nathalie.druecke@kfw.de
HVP GROUP
Dr. Knut Hansen
Phone: + 49 (0)89 378-24644
E-mail: knut.hansen@hvbgroup.com
KIRCHMEDIA GMBH: Sportfive Buys Stakes in Sports Rights Business
----------------------------------------------------------------
KirchMedia, the insolvent German media group, has agreed to sell more than
half of its sports rights business to Sportfive, according to AFX News
The move to sell the company's 51% stake follows the sale of 61% of the
shares in KirchMedia Entertainment GmbH to Constantin Film AG for EUR4.5
million. Bertelsmann AG's RTL GROUP AG, Vivendi Universal's Canal Plus, and
media entrepreneur Jean-Claude Darmon own Sportfive.
KirchMedia, part of the empire of Bavarian media entrepreneur Leo Kirch,
filed for bankruptcy-court protection last year and its assets are currently
being sold to repay creditors. KirchMedia filed for creditor protection
after losing on
investments in Hollywood movie rights and the unprofitable pay-TV channel
Premiere. These ventures left it staggering with US$5.5 billion in debts
that eventually forced it to file the largest German bankruptcy since World
War II. The Munich-based company received more than EUR9 billion ($11
billion) in claims from creditors, including U.S. studios.
WESTLB AG: Fitch Affirms Ratings; Outlook Stable
------------------------------------------------
Fitch Ratings has affirmed WestLB AG's Individual rating at 'D'. At the
same time, the ratings of WestLB AG's guaranteed obligations are affirmed at
Long-term 'AAA' and Short-term 'F1+'. The Support rating is '1'. The
Outlook for the Long-term rating remains Stable.
Fitch affirms WestLB AG's Individual rating following the announcement made
by the bank on Saturday October 11, that its current interim CEO, Mr.
Johannes Ringel will resign from his position with effect from end-March
2004. Mr Ringel was appointed interim chief executive officer on June 23,
2003, after Mr. Juergen Sengera resigned when further asset quality problems
and discussions about the adequacy of the bank's credit approval procedures
came to light. Fitch downgraded WestLB's Individual rating to 'D' in
August, reflecting serious concerns over the bank's profitability and asset
quality problems, as well as uncertainty about the bank's future top
management, still to be appointed, and strategic orientation. WestLB AG is
currently undergoing significant business reorientation.
The announcement that Mr. Ringel will leave at a specific date increases the
pressure on the bank to find a permanent replacement for Mr. Sengera within
the next six months. In light of questions in the market about the bank's
corporate governance and uncertainty about its future strategic orientation
in the context of the removal of state guarantees in July 2005, Fitch
considers the appointment of future top management crucial to the bank's
future and that it is vital to resolve this issue in the short-term.
WestLB AG is wholly owned by Landesbank Nordrhein-Westfalen, which in turn
is owned by State of North-Rhine Westphalia (43.2%), two regional
associations (23.4%) and two savings bank associations (33.4%). The
Long-term, Short-term and Support ratings of guaranteed obligations of
WestLB AG are based on the strength of the support mechanisms provided by
Landesbank Nordrhein-Westfalen's owners for WestLB AG directly in the form
of Anstaltslast and Gewaehrtraegerhaftung ("A and G") and Fitch's 'AAA'
rating for State of North-Rhine Westphalia. These state guarantees cover
all obligations except those entered into between July 19, 2001 and July 18,
2005 maturing after end-2015. They will not apply to obligations entered
into after July 18, 2005, but will be grandfathered for obligations existing
at that time.
Separate ratings will be assigned to unguaranteed obligations in due course.
These will reflect WestLB AG's ownership structure and the nature of its
relationship with its ultimate parent, State of North-Rhine Westphalia, as
well as its stand-alone financial strength. The ratings will also take into
account the bank's relationship with the regional savings banks, which may
become increasingly important customers of WestLB AG as part of the bank's
business reorientation and are likely to convert their stake in Landesbank
Nordrhein-Westfalen into a direct stake in WestLB AG in 2004.
=============
H U N G A R Y
=============
ANTENNA HUNGARIA: Fails to Exercise Vodafone Call Option
--------------------------------------------------------
In order to finance the exercising of its call option on Vodafone Hungary
shares, Antenna Hungaria has organized a bank consortium. At the same time,
acting in accordance with the requirements of the banks, it has requested
stronger minority shareholder protection guaranties from the main owner.
However, Vodafone International Holdings B.V. denied AH's request, thus
essentially making it impossible for AH to obtain financing. Due to not
exercising the option, AH's voting share will decrease to 12.1%, matching
its equity share, upon the expiration of the option and following the
conversion of the "C" series Vodafone Hungary shares. The company is still
in the process of negotiating with the main owner regarding its future
participation in Vodafone Hungary.
As it is known, the agreement which has been signed in 2002 extended for an
additional year the purchase right for the newly issued Vodafone Hungary
shares that had originally been determined in the 2001 option agreement
signed with Vodafone International Holdings B.V. Moreover, the 2002
agreement also provided a solution for the 2003 capital increase by granting
Antenna Hungaria a purchase right until October 9, 2003 for 30% of the newly
issued shares and a maximum of 25% of the share purchased by Vodafone
International Holdings B.V. from RWE Com GmbH & Co oHG.
Lacking other financial sources, Antenna Hungaria decided to finance its
call option by having a consortium of commercial banks provide, within the
framework of a special project loan, the amount needed for exercising the
call option to the extent necessary for preserving 25%+1 votes. Despite the
existing market risks, Antenna Hungaria has managed to organize a consortium
from well-known banks. The consortium agreed to supply the necessary
finances, under the condition that Vodafone International Holdings B.V.
would grant Antenna Hungaria a slightly higher protection than the minority
shareholder guaranties currently available. However, Vodafone International
Holdings B.V. has rejected Antenna Hungaria's request for minority
shareholder protection guaranty, thus the bank consortium could not finance
the call option anymore.
Antenna Hungaria is currently leading intense negotiations regarding its
future participation in Vodafone Hungary with the main owner. The results
of the negotiations will be announced later.
*****
Antenna had consolidated pre-tax losses of approximately HUF2.3 billion in
H1 2003, and overall losses of HUF1.925 billion in 2002.
=====================
N E T H E R L A N D S
=====================
BUHRMANN N.V.: E.U. Commission OKs Paper Merchanting Unit Sale
--------------------------------------------------------------
The European Commission has approved an operation by which Australian based
company PaperlinX Ltd. will acquire sole control over the paper merchant
division of Buhrmann N.V., Europe's leading paper merchant, registered in
the Netherlands. Having examined the companies' combined market share in
the paper merchanting market, the Commission came to the conclusion that the
operation raises no competition concerns.
The market investigation carried out by the Commission has shown, that the
increased market shares in the U.K. and in Ireland would not lead to the
creation or the strengthening of a dominant position, since in both
countries customers will retain sufficient choice between various bigger and
smaller competing paper merchants. Furthermore, there is potential
competition, especially from merchants outside U.K. and Ireland. As
European paper mills have considerable overcapacities, potential competitors
would not face constraints from the supply-side.
Buhrmann and PaperlinX are both active in the market for distribution of
graphic paper. Unlike Buhrmann, PaperlinX also produces paper, though with
only negligible exports from PaperlinX' mills in Australia to Europe. At
present, PaperlinX's merchanting activities are focused outside Europe,
whereas Buhrmann's merchanting division distributes paper mainly with in
Europe. Hence, the activities of the parties only overlap in the U.K. and
in Ireland.
The Commission has accordingly declared the operation compatible with the
Common Market and with the EEA agreement.
IFCO SYSTEMS: International Limited Partnership Buys 82% Stake
--------------------------------------------------------------
IFCO Systems, N.V. (IFCO Systems) has been informed that investment funds,
advised by Apax Partners acting through Island International Limited
Partnership, have signed, in a series of private transactions, purchase
agreements with shareholders representing more than 82% of the issued shares
of IFCO Systems. The purchase agreements are subject to, inter alia, merger
control clearance. IFCO Systems intends to remain listed on the Prime
Standard market of Deutsche Bourse.
*****
IFCO Systems' long-term corporate credit rating was upgraded to 'B+' from
'D' following the Netherlands-based company's restructuring. At June 30,
2003, IFCO had total debt of $114 million.
ROYAL PHILIPS: To Phase out Mixers, Vacuum Cleaners
---------------------------------------------------
The management of Philips DAP Hoogeveen has decided to drop its plan of
installing a production line for new models of motors for mixers and vacuum
cleaners, according to Dow Jones.
Studies launched on the production line found out that the cost of these new
products would be too high, so the company decided to eventually phase out
its production of mixers and vacuum cleaners. Production of mixer motors
will cease in mid-2004, while that of vacuum cleaner motors will stop the
following year. The company will also eventually move its Center of
Competence to the Philips Drachten site in order to fortify the former using
the Drachten site's facility and technology.
The move is expected to result to the phasing out of 109 jobs, which will
occur in two phases: the first involving 47 staff, and the second involving
62. Philips Hoogeveen at present has 260 jobs and employs approximately 270
people. It still has to reach agreements with trade unions regarding social
compensation plan.
===========
R U S S I A
===========
VNESHTORGBANK: Long-term Deposit Ratings Raised to 'Ba1'
--------------------------------------------------------
Moody's Investors Service upgraded the long-term deposit rating of
Moscow-based Vneshtorgbank from 'Ba3' to 'Ba1' in conjunction with the
upgrading of the foreign currency bank deposit ceiling of the Russian
Federation.
Vneshtorgbank's ratings were maintained at the ceiling for such ratings in
Russia by virtue of its being government-owned and importance to the banking
system. Moody's expect the state to support the bank in case of crisis.
Banks, rated 'Ba' for deposits, offer questionable credit quality, according
to Moody's rating definitions. Often the ability of these banks to meet
punctually deposit obligations may be uncertain and therefore not well
safeguarded in the future, it said.
Vneshtorgbank had total IAS assets of US$6.13 billion (consolidated) as of
June 30, 2003.
===========================
U N I T E D K I N G D O M
===========================
AMP LIMITED: Sale of U.K. Business Not Farfetched, Says CEO
-----------------------------------------------------------
CEO Andrew Mohl hopes to sell its U.K. business once conditions are right,
according to Dow Jones.
Mr. Mohl told analysts on Monday: "The proposals that we've received to date
at least, do not offer shareholders, in our view, full value for the
businesses." Buyer requirements for indemnities and warranties have been
unacceptable, he said.
He, however, clarified: "That's not to say that it's inconceivable that we
might still not sell the businesses. But it certainly would require
something significant to change."
AMP is currently in the process of demerging its U.K. businesses from its
Australasian operation, and Mr. Mohl considers the move the best route
forward as of the time being, the report said.
AMP last week received preliminary approval from British and Australian
regulators for the demerger, which would leave the U.K. operation debt-free.
Shareholders are due to vote on the break up on December 9. The demerger
will create two separately listed companies, with the London operation using
the name HHG plc.
AMP LIMITED: U.K. Writedown Could Reach GBP1 Billion
----------------------------------------------------
AMP Limited wishes to clarify media reports about proposed writedowns in the
value of its U.K. operations as part of its demerger.
AMP first informed the market of the need for a possible reduction in the
carrying value of its U.K. operations, as a consequence of its demerger, in
its interim results announcement on August 20, 2003.
A reduction would be needed to account for any difference between the
current book value of the U.K. operations, and the expected market value of
the operations at the time of listing (December 2003).
It is not possible for AMP to quantify the exact size of the expected
reduction in the carrying value, as the market value is yet to be
determined. However on the basis of the Directors' current valuation of the
U.K. operations of GBP1.3 billion, it is expected that the reduction in
carrying value is likely to be around GBP1 billion (AU$2.4 billion).
The final reduction will be contained in AMP's accounts for the year to
December 31, 2003, to be announced in early 2004. If the demerger does not
proceed, the reduction in the carrying value would not be necessary.
This reduction is a non-cash item and is required under Australian
accounting standards. The shareholder capital resources of 'new' AMP of
AU$6.027 billion, as announced on October 10, 2003, are unaffected by the
final reduction in carrying value.
Any reduction will have no impact on the financial strength of 'new' AMP.
CONTACT: AMP LIMITED
Level 24, 33 Alfred Street
Sydney NSW 2000 Australia
ABN 49 079 354 519
Contact: Mark O'Briend
Phone: +61 2 9257 7053
BOOSEY & HAWKES: Document Related to Regent Offer Now Available
---------------------------------------------------------------
Regent announces that the following contracts entered into by Regent and
referred to in the Offer Document each dated September 9, 2003 unless in
agreed form are available now for inspection at the offices of Ashurst
Morris Crisp, Broadwalk House, 5 Appold Street, London EC2A 2HA during
normal business hours on any weekday (Saturdays and public holidays
excluded) while the Offers remain open for acceptance:
(a) Subscription and Shareholders' Deed between Regent Street Music Group
Limited, Regent Street Music Holdings Limited, The Managers (as defined
therein), Stirling Square Capital Partners LP, EAC Fund III Limited
Partnership, EAC Fund III GmbH & Co Beteiligungs KG and The Persons listed
in Schedule 5 thereof (as defined therein);
(b) Articles of Association of Regent Street Music Group Limited;
(c) Agreed Form Bond Instrument to be constituted by Regent Street Music
Holdings Limited;
(d) Senior Facility Agreement between Regent Street Music Group Limited,
Regent Street Music Holdings Limited, Regent, The Lenders (as defined
therein) and The Royal Bank of Scotland plc (Agent, Arranger and Overdraft
Bank);
(e) Mezzanine Facility Agreement between Regent Street Music Group Limited,
Regent Street Music Holdings Limited, Regent, The Lenders (as defined
therein) and The Royal Bank of Scotland plc (Agent, Arranger and Overdraft
Bank);
(f) Intercreditor Deed between Regent Street Music Group Limited, Regent
Street Music Holdings Limited, Regent, The Royal Bank of Scotland plc
(Security Agent) and The Parties (as defined therein); and
(g) Agreed Form Share Warrant Instrument by way of Deed Poll to be
constituted by Regent Street Music Group Limited.
13 October 2003
Citigroup, which is regulated by the Financial Services Authority for the
conduct of investment business in the United Kingdom, is acting exclusively
for Regent and no-one else in connection with the Offers for Boosey & Hawkes
and will not be responsible to anyone other than Regent for providing the
protections afforded to its customers or for giving advice in relation to
the offers for Boosey & Hawkes.
The directors of Regent accept responsibility for the information contained
in this announcement. To the best of the knowledge and belief of the
directors of Regent (who have taken all reasonable care to ensure that such
is the case), the information contained herein for which they accept
responsibility is in accordance with the facts and does not omit anything
likely to affect the import of such information.
CONTACT: CUBITT CONSULTING
Phone: 020 7367 5100
Fergus Wylie
Sarah Brydon
BROOKES & GATEHOUSE: Yeoman Group Sells Loss-making Subsidiary
--------------------------------------------------------------
Yeoman Group plc, the mobile navigation company, announced Monday that it
has sold its marine instrumentation subsidiary Brookes & Gatehouse Ltd to
KONGSBERG for an immediate cash consideration of GBP2.7 million, subject to
certain retentions against specific trading items.
The Directors estimate that the value of assets of loss-making B&G at
disposal was GBP760,000. The net proceeds of sale will be applied as
additional working capital for Yeoman's mobile navigation business.
The sale of Brookes & Gatehouse completes the re-structuring of Yeoman as
announced at the Group's interim results in June 2003. The disposal of
non-core businesses will allow Yeoman to meet its key objective to become a
focused telematics business. In parallel with these disposals Yeoman
continues to advance the commercialization of its TravelM8 product through
an agreement to provide Vodafone Live! customers with mapping, traffic and
travel information services. Vodafone launched the first of these TravelM8
services on September 26, 2003.
CONTACT: YEOMAN GROUP
Phone: 01590 679 777
Vincent Geake / Charles Marshall
GAVIN ANDERSON & COMPANY
Phone: 020 7554 1400
Neil Bennett / Keith Brookbank
CHESTERTON PLC: Johnson Acquires Facilities Management Business
---------------------------------------------------------------
On April 17, 2003, Resurge announced that it had provided a GBP12.86 million
term loan through its wholly owned subsidiary Skillglass Limited to Phoenix
Acquisitions Limited enabling it to make a successful GBP10.2 million cash
offer for the entire issued share capital of Chesterton International PLC.
Resurge has a 25% interest in the equity share capital of Phoenix
Acquisitions Limited.
[On Monday], Johnson Service Group has announced that it has exchanged
contracts to acquire the facilities management operation of Chesterton,
Workplace Management Business. Jamie Constable, Joint Managing Director of
Resurge, commenting on the transaction said:
"Chesterton has [on Monday] exchanged contracts on the divestment of this
non-core division. We are delighted that its management team has brought
these negotiations to a successful conclusion. Through our interest in
Phoenix Acquisitions Limited, this will obviously benefit Resurge."
*****
In June the company said: "since May 1, 2003, the seasonal increase in
activity that Chesterton has experienced in the residential market in prior
years has not materialized. Conditions also remain uncertain in the
commercial markets. This will adversely impact the company's financial
performance for the year ending June 30, 2003."
It also said that the offer from Phoenix Acquisitions Limited remains the
only offer available to shareholders.
CONTACT: RESURGE PLC
Jamie Constable, Jonathan Rowland
Phone: 020 7233 4270
BUCHANAN COMMUNICATIONS
Richard Darby, Bobbie Swanson
Phone: 020 7466 5000
EASYCAR: Owner Injects GBP11 Mln into Losing Car Rental Business
----------------------------------------------------------------
Stelios Haji-Ioannou, owner of loss-making operation car rental business
EasyCar, has made his second capital injection into one of his private
companies in a span of two years, according to the Financial Times.
Mr. Haji-Ioannou plowed in a further GBP11 million (US$18.3 million) into
EasyCar, after rights issuance aimed to raise such amount failed to gain
backing from other shareholders. A flotation of EasyCar would now be "at
the earliest in two to three years," Mr. Haji-Ioannou said.
Easycar's shareholders include HBOS, and NBGI Private Equity, the National
Bank of Greece's U.K. and continental European private equity arm. NBGI did
not participate because it had reached its maximum level of exposure to the
business. It was not clear why HBOS did not take up its rights, the report
said.
The move brought Mr. Haji-Ioannou's total funding in Easycar to about GBP21
million, and his total investment in his private Easy-branded businesses to
more than GBP120 million. This includes the GBP15 million he pumped into
EasyInternetCafe to save it from insolvency two years ago.
The capital injection will sustain EasyCar as it restructures to reduce cost
base. In the year to September 2002, EasyCar, formerly known as
EasyRentacar, made a pre-tax loss of GBP13 million, only a slight
improvement on the previous GBP13.7 million deficit. Turnover rose from
GBP20.4 million to GBP28.3 million.
EURODIS ELECTRON: Announces Two New Board Appointments
------------------------------------------------------
The company announces that as part of the ongoing process to strengthen its
Board, it has appointed two new Executive directors to its main board. Nick
Jefferies, 37, VP Sales and Dr Albert van der Wijk, 42, VP Marketing.
Steve Swayne, Chief Executive, said: "Nick and Albert have played a key role
in restructuring the Group and position it to capitalize on our
opportunities. I am delighted to welcome them to the main board."
*****
The Board announced last month proposals to raise approximately GBP17.8
million (EUR25.2 million), before expenses, by means of an issue of New
Ordinary Shares. The net proceeds will be used, inter alia, to strengthen
the Group's balance sheet and finance the Group's working capital
requirements.
The company said "trading conditions have remained very difficult, and
despite the measures taken by the Board, the Group faces a requirement for
additional working capital funding."
CONTACT: EURODIS ELECTRON PLC
Robert Leigh, Chairman
Phone: 01737 242464
Steve Swayne, Chief Executive
HANSON BUILDING: Court Sanctions Scheme of Arrangement
------------------------------------------------------
At a hearing on Monday, the High Court of Justice in England and Wales
sanctioned the proposed scheme of arrangement under section 425 of the
Companies Act 1985 to introduce a new listed holding company, Hanson
Building Materials PLC (which will be renamed 'Hanson PLC' on the Scheme
becoming effective).
Under the terms of the Scheme, all existing Hanson PLC ordinary shares will
be cancelled and shareholders will receive one Hanson Building Materials PLC
ordinary share for each existing Hanson PLC ordinary share held at the
Scheme record time (4.30 p.m. on October 14, 2003).
The Scheme became effective October 14, 2003 and the Hanson
Building Materials PLC ordinary shares are expected to be admitted to the
Official List and to trading on the London Stock Exchange's market for
listed securities at 8.00 a.m. on October 15, 2003. The listing of existing
Hanson PLC ordinary shares is expected to be cancelled by 8.00 a.m. on
October 15, 2003.
The High Court is expected to approve the reduction of capital of Hanson
Building Materials PLC at a hearing on October 20, 2003. The reduction of
capital is expected to become effective on October 21, 2003 whereupon the
nominal value of a Hanson Building Materials PLC ordinary share will be
reduced from
GBP3.00 to GBP0.10.
For the purposes of this announcement all references to Hanson Building
Materials PLC should be construed as references to the new Hanson PLC from
October 14, 2003, the expected effective date of the Scheme.
CONTACT: HANSON PLC
Justin Read
Phone: +44 (0)20 7245 124
IMPERIAL CHEMICAL: Workers Mull Response to Redundancies
--------------------------------------------------------
Amicus, Britain's largest private sector union, on Sunday held a mass
meeting for its members who work at ICI in Slough to discuss possible action
to fight job cuts at the site.
ICI recently announced redundancies that will affect over 110 jobs at this
site where over 400 staff work. The mass meeting, which took place at 11
a.m. on Sunday, October 12, was to look at possible action in defense of the
under threat posts.
Ray Dillon, Amicus Regional Officer said: "Amicus members at the ICI plant
in Slough are very angry at the way the redundancies have been handled and
will discuss what action if any they are prepared to take in defense of over
100 jobs at the site."
*****
Imperial Chemical is currently initiating the second stage of its group-wide
restructuring program that is targeting in excess of GBP100 million in
annual cost savings by 2005. Under the program, charges of GBP231 million
are expected, GBP162 million of which are cash costs. In addition, the
program will require about GBP52 million in extraordinary capital
expenditure.
At June 30, 2003, ICI had net debt of about GBP1.7 billion. In addition,
Imperial Chemical had a high pension funding gap of about GBP820 million at
year-end 2002.
EBITDA before special items for the 12 months ended June 30, 2003, was
GBP654 million
INVENSYS PLC: Encouraged to go Ahead with U.S. Unit Sale
--------------------------------------------------------
The plan of automation and controls group, Invensys, to sell its U.S.
metering systems unit, received a warm welcome, according to Dow Jones.
"It (sale) would be a positive step forward if the deal is announced. Some
kind of debt restructure could clean the whole thing up and they could move
forward at last," a trader said.
According to an earlier report, Invensys could confirm plans to sell
Invensys Metering Systems at its trading update this week. Rival Danaher
Corporation is thought interested in the subsidiary, but sources close to
Invensys said the management and a venture capitalist could also join forces
to grab a deal.
Dresdner Kleinwort Wasserstein's Nick Wilson values the transaction at
GBP540 million, while house broker Cazenove suggests GBP500 million,
according to dealers.
Invensys was not immediately available to comment, the report said. The
troubled automation and controls group has put two-thirds of its business up
for sale to plug a GBP900 million- pension deficit and take care of GBP1.6
billion in debts due to be refinanced in 2005.
LAMCO TECHNICAL: Joint Administrators Seek Buyers
-------------------------------------------------
The Joint Administrators, Derek Oakley and Ian Kings of Tenon Recovery offer
for sale the business and assets of Lamco Technical Products Limited (In
Administration), a components supplier to the circuit board industry.
Key features are: Annual turnover of approximately GBP2.0 million; High
specification leasehold premises (17,000 sq ft); and Extensive range of
machinery and stock.
CONTACT: Jeremy Woodside
Tenon Recovery
Arkwright House
Parsonage Gardens
Manchester, M3 2LF
Phone: 0161 834 3313
Fax: 0161 827 8402
E-mail: nichola.lloyd@tenongroup.com
MISYS PLC: U.S. FDA Orders Recall of Faulty Laboratory Software
---------------------------------------------------------------
On Friday, October 10, a notice was placed on the U.S. Food and Drug
Administration's Web site, relating to the recall of defective laboratory
software by Misys Healthcare Systems. We are providing the following
information to explain the facts behind this announcement.
We became aware of a defect in certain releases of our laboratory system --
Misys Laboratory -- during July and immediately notified the Food and Drug
Administration. Thereafter, acting in strict adherence with Food and Drug
Administration procedures, we notified all of the customers who had
installed the relevant software, provided them with an immediate means of
avoiding the problem (a work around solution) and made a software fix (a
patch) available. This fix will be automatically included in the next
release of the software.
Misys Healthcare is a leading vendor of systems used by clinical
professionals and caregivers. As such, our first concern is always for the
patient, and our business is managed to ensure that we give the quality of
patient care our top priority at all times. In this instance we acted
quickly and effectively to put those principles into practice. We
communicated quickly with both the FDA and with our customers, and we gave
them the appropriate means to fix the problem. Dealing with problems of
this kind quickly and professionally is an essential part of what we do.
Although this problem was given the highest operational priority from the
outset, our assessment was and remains that its financial impact will not be
material and that the impact on our business will be minimal.
*****
In London, the Food and Drug Administration's announcement cut more than
GBP60 million from Misys' market capitalization as the shares closed down
11p at 298.5p
CONTACT: MISYS PLC
Howard Evans, Finance Director
Phone: 01386 871 373
Andrew Farmer, Head of Investor Relations
Phone: 020 7368 2307
PAS ACCESS: Business, Assets Up for Sale
----------------------------------------
The Joint Administrators Tyrone Shaun Courtman and Shaun Neil Adams offer
for sale the business and assets of PAS Access Services Limited, the
Specialist Powered Access Equipment Hirers, operating in the Industrial &
Construction Market Sectors.
Principal features: operates from 3 locations in Glasgow, North London and
Midlands; full and modern range of Powered Access Equipment; experienced and
skilled workforce; extensive customer base in Blue Chip industrial
customers; and annual turnover circa GBP2.2 million.
For further information, please contact Tyrone Courtman or Andrew Stevens of
Cooper Parry LLP.
CONTACT: COOPER PARRY LLP
14 Park Row, Nottingham, NG1 6GR
Phone: 0115 958 0212
Fax: 0115 958 8800
E-mail: Tyroncec@cooperparry.com
TECHNOLOGY & INCOME: Opts to Liquidate Insolvent Business
---------------------------------------------------------
The Articles of Association of Technology and Income ZDP Limited (The
Subsidiary) effectively provide for that company to be put into liquidation
on or around December 31, 2003. The arrangements between Technology and
Income Trust Limited (the company) and the Subsidiary provide for the
Company to pay such amount to the Subsidiary as is necessary to enable the
Subsidiary to repay the capital entitlement of the Zero Dividend Preference
Shares issued by the Subsidiary (ZDP Shares) as stated in the Subsidiary's
Articles of Association.
As at September 30, 2003 the Company had net assets of circa GBP12 million
(unaudited) which means that it has insufficient assets out of which to meet
its obligations in full to the holders of the ZDP shares. It should be
noted that this valuation is based on mid market valuations for all assets
and does not take account of the costs of liquidation. The breakdown of the
portfolio is shown at the end of this announcement, Shareholders and
Stockholders should be aware that although the technology equities are
primarily large capitalization stocks liquidity in much of the rest of the
Company's portfolio is less certain.
As can be evidenced from the large cash position the Directors and Managers
have been seeking to liquidate those areas of the portfolio where liquidity
is more limited. This process will continue but it is quite possible that
at the time of the Company's winding up it will not be complete. As of
October 13, 2003 the Company intends to release its net asset value on a bid
price basis.
In the circumstances the Boards of both the Company and the Subsidiary have
decided to propose to the members of both companies that they shall be put
into liquidation so that liquidation of the companies can be effected in an
orderly fashion and so that a payment can be made to ZDP shareholders as
soon as possible. It is currently expected that the liquidation of the
Company and the Subsidiary will take place in mid November 2003.
The liquidation of the Company and the Subsidiary will be subject to the
approval of shareholders in both the Company and the Subsidiary. In
addition, the approval of the holders of the loan stock will be sought for
the liquidation of the Company.
A circular will be sent to shareholders and stockholders of the Company and
shareholders of the Subsidiary shortly setting out details of the proposed
liquidation of the Company and the Subsidiary.
As at September 30, 2003 the Company's portfolio was held as: %
total assets
Fixed interest stocks 21.53
Securities arising from Reorganization
of fixed Interest stocks 16.94
Investment companies 7.10
Technology equities 35.69
Cash 18.74
Total 100.00
CONTACT: ABERDEEN ASSET MANAGERS JERSEY LIMITED
Stephen Folland
Phone: 01534 758847
COLLINS STEWART LIMITED
Paul Richards
Phone: 0207 523 8350
THE HOUSE RESTAURANT: Administrators Offer Business for Sale
------------------------------------------------------------
Chris Laughton and Sarah Rayment, Joint Administrators of The House
Restaurant Limited offer for sale: The House on Rosslyn Hill Hampstead, NW3
Principal features include: excellent High Street location; well-established
restaurant; leasehold premises for sale, combined rental BP125k; double
fronted & 110 covers with external seating; fully licensed.
Interested parties should contact Alex Hill or Mark cutler on Phone: 020
7629 8171, Email: alex.hill@knightfrank.com
ZYLEPSIS LIMITED: Receivers Auction Assets
------------------------------------------
Grant Thornton's Ian Carr and Andrew Conquest, the joint receivers offer for
sale the businesses and assets of Zylepsis Limited (In Receivership).
Key features are:
(a) high-spec specialist R&D laboratory and pilot plant.
(b) leasehold premises, Ashford, Kent.
(c) production plant, Picardy, France.
Food Ingredient Technology:
(a) patent and intellectual property relating to low cost production of
natural vanillin.
(b) other specialist flavoring and natural antioxidants.
Cosmetics Ingredient Technology:
(a) patents and intellectual property for active sun protection, deodorancy,
anti-aging, skin brightening.
CONTACT: Jeremy Barnett
Phone: 01223 225600
Fax: 01223 225619
E-mail: jeremy.w.barnett@gtuk.com
Homepage: http://www.zylepsis.com
* Ratings of European Brewers Under Pressure, Says Fitch Ratings
----------------------------------------------------------------
Fitch Ratings said an aggressive consolidation race and heightening
competition are placing the credit quality of the European brewing sector
under pressure.
In a report, entitled "The European Brewing Sector: Who will keep their
head?", the agency summarizes the key structural changes threatening credit
quality. These include a post-consolidation heightening of execution risk,
market competition, and increasing financial leverage, and for some
participants, tackling the increased bargaining power of the major
retailers.
"Successful participants have to secure a protective "premiumisation"
strategy for their products, and have the financial flexibility to actively
participate in the sector's consolidation or risk being sidelined by the
competition," said Frederic Gits, Director of Fitch Ratings' Corporate team
and author of the report. "Finding the right balance between these factors
will largely determine the long-term survival, or at least independence, of
the major brewers."
The report has been published in response to investor demand, following the
recent Paris and London seminars held by Fitch Rating's European Retail,
Leisure and Consumer Product group.
The report is available from http://www.fitchratings.comand Fitch's Ratings
Desk: Tel: +44 (0)20 7417 6315. The report also includes a summary of the
companies Anheuser-Bush, Carlsberg, Heineken, Interbrew, SABMiller and
Scottish & Newcastle.
*********
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. Larri-Nil Veloso, Ma. Cristina Canson, and Laedevee
Gonzales, Editors.
Copyright 2003. 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
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Information contained herein is obtained from sources believed to be
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The TCR Europe subscription rate is US$575 per half-year, delivered via
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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 * * *