/raid1/www/Hosts/bankrupt/TCREUR_Public/040309.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
Tuesday, March 9, 2004, Vol. 5, No. 48
Headlines
F I N L A N D
METSO CORPORATION: Canadian Project Delayed
F R A N C E
BULL SA: Govt Submits Rescue Proposal to E.U. Regulator
G E R M A N Y
INTERSHOP COMMUNICATIONS: Raising EUR3.8 Mln Via Rights Issue
KAMPS AG: Provisional Net Loss Down 74% to EUR33.3 Million
WESTLB AG: Needs EUR1.5 Billion in Additional Capital, Says CEO
WESTLB AG: Agrees to Dispose Shares in British Cinema Chain
H U N G A R Y
K&H BANK: Faces Lawsuit Over Scheme to Pay Fraud Victims
I T A L Y
PARMALAT FINANZIARIA: DebtTraders Rates Canadian Unit 'Buy'
N E T H E R L A N D S
ISPAT INTERNATIONAL: 'B-' Ratings Affirmed; Outlook Stable
KONINKLIJKE AHOLD: Agrees to Sell Disco Stake for US$315 Mln
PETROPLUS N.V.: Inks Heads of Agreement with Petronas, BG
P O L A N D
PHS STEEL: LNM Holdings Acquires Government's Majority Stake
R U S S I A
DZERZHINSKY MINE: Declared Insolvent
IBRESINSKAYA FURNITURE: Court Opens Bankruptcy Proceedings
IRKUTSKOBLTEPLOENERGO: Court Appoints Insolvency Manager
KONUS: Under Bankruptcy Supervision Procedure
MINE ZENKOVSKAYA: Declared Insolvent
NATIONAL RESERVE: Improved Cash Position Merits Fitch Upgrade
NOVOSIBIRSKELECTRODSTROY: Under Bankruptcy Supervision Procedure
URALSTROYMECHNIZAZIYA: Denis Kostromin Named Insolvency Manager
YADRINSKAYA SELCHOZTECHNIKA: Under Bankruptcy Supervision
S P A I N
VALEO: Revamping Facilities in Portugal, Spain
S W E D E N
LM ERICSSON: S&P Retains Ratings Despite Tax Probe
S W I T Z E R L A N D
ADECCO SA: To Publish Long-awaited Financial Report April 20
U N I T E D K I N G D O M
ACORN MOTORIST: Creditors Assembly Set March 19
ANGEL WAREHOUSE: Hires Liquidator from PricewaterhouseCoopers
BEECH TREE: Assembly of Creditors Next Week
BETA LIGHTING: Liquidator to Bare Report March 10
BLACK CAT: Creditors Meetings Scheduled March 18
BLUEDENT LIMITED: Meeting of Creditors Set March 25
CANARY WHARF: Investors Urged to Hold while Silvestor Mulls Bid
CANARY WHARF: Bid Sole Offer on Table, CWG Reminds Shareholders
CES LIMITED: Appoints BDO Stoy Hayward Administrator
CHADWICK DONNISON: Creditors Assembly Set March 11
CJM LABELS: Creditors Meeting Slated Friday
CORPORATE CATERING: Names Baker Tilly Administrator
CORUS GROUP: Conference Call on Full-year Results March 18
COSMIC GLOBAL: Brings in Receiver from Tenon Recovery
COUNTRYWEAR: Sharma & Co Appointed Administrator
EARTHLY ARTEFACTS: Creditors Assembly Next Week
ELEVEN LIMITED: Meeting of Creditors Slated March 24
EXPRESS TRANSACTIONS: Creditors Assembly Set March 19
FASGL REALISATIONS: Names KPMG Administrator
FULLERTON LIMITED: Wind up Resolution Passed; Liquidator Named
HOLLINGER INC.: Jerusalem Post Bidding to Start by Month's End
HOWARD ANDERSON: Hires PricewaterhouseCoopers Liquidator
INSPIRATIONAL FURNITURE: Creditors Meeting Set March 19
INVENSYS PLC: Includes Revoked Notes in Tender Offer
INVENSYS PLC: Deutsche Bank Provides New Senior Facilities
INVENSYS PLC: Copy of Senior Notes Indenture Now Available
KINGFISHER LEISURE: Appoints Ernst & Young Administrator
LONDON CLUB: Bares GBP49 Million Rights Issue
LONDON CLUB: Secures Life-saving Financing Arrangements
LONDON CLUB: Scraps Dividends Due to Profit and Loss Reserve Gap
LONDON CLUB: Faces April Deadline Related to Syndicate Deal
LONDON CLUB: Sells London Clubs Nevada for US$1
LONDON CLUB: Board to Propose New Long-term Incentive Plan
MARCONI CORPORATION: Offers Senior Noteholders Juicy Terms
M.J.M. PATTERNS: Hires Poppleton & Appleby Liquidator
PARKVIEW HOTEL: Calls in Liquidator from Crane & Partners
RANK GROUP: Hamish Dodds Joins Hard Rock as Chief Executive
WARDAERO COMPANY: Hires Liquidator from PricewaterhouseCoopers
* Large Companies with Insolvent Balance Sheets
*********
=============
F I N L A N D
=============
METSO CORPORATION: Canadian Project Delayed
-------------------------------------------
Metso Paper received in 2002 an order for a rebuild of an on-
line printing and writing super calandered coated paper line
from Papiers Gaspesia in Chandler, Quebec, Canada. The rebuild
was expected to be completed in mid-2004. According to the
information Metso has received, the project is on hold due to
additional financing arrangements. As a result Metso Paper is
prepared to make an approximately EUR10 million reserve in the
result for the first quarter of 2004.
Metso Corporation (rated 'BB+' by Standard & Poor's) is a global
supplier of process industry machinery and systems, as well as
know-how and aftermarket services. The Corporation's core
businesses are fiber and paper technology (Metso Paper), rock
and mineral processing (Metso Minerals) and automation and
control technology (Metso Automation). In 2003, the net sales
of Metso Corporation were EUR4.3 billion and the personnel
totaled approximately 27,400. Metso Corporation is listed on
the Helsinki and New York Stock Exchanges.
CONTACT: METSO CORPORATION
Olli Vaartimo, Executive Vice President and CFO
Phone: +358 204 84 3010
Eeva Makela, Manager, Investor Relations
Phone: +358 204 84 3253
===========
F R A N C E
===========
BULL SA: Govt Submits Rescue Proposal to E.U. Regulator
-------------------------------------------------------
The French government has submitted to the European Commission a
financial restructuring aid for Bull S.A. According to reports,
the government and the commission are now ironing the conditions
under which the aid would be carried out.
This is part of the recapitalization plan of the Company
approved by the Board of Directors and the creditors at the end
of 2003. This plan is mainly built around a capital increase,
backed by a group of investors as well as the efforts of the
shareholders and the creditors of the Company. The operational
turnaround of the Company, which started at the end of 2002, the
confidence of both investors and bondholders in the proposed
recapitalization plan are key components for the success of the
transaction.
CONTACT: BULL S.A.
Press
Marie-Claude Bessis
Phone: 33 1 39 66 70 55
Mobile: 06 80 64 18 81
E-mail: marie-claude.bessis@bull.net
=============
G E R M A N Y
=============
INTERSHOP COMMUNICATIONS: Raising EUR3.8 Mln Via Rights Issue
-------------------------------------------------------------
Intershop Communications AG (Prime Standard:ISH1) announced that
the Company's Executive Board (Vorstand) and Supervisory Board
(Aufsichtsrat) have decided to implement a public rights issue
from authorized capital in order to raise cash and strengthen
the company's balance sheet.
As part of the subscription offer, the company will offer all
current Intershop shareholders the opportunity to subscribe for
one new Intershop common bearer share per 11.5 existing
Intershop common bearer shares held at a price of EUR2.00 per
share (indirect pre-emptive right) during the period from March
10, 2004 to March 24, 2004. To this end, Intershop will issue
up to 1,916,113 new common bearer shares from authorized
capital.
Any shares not subscribed by shareholders will be placed with
institutional investors by Munich, Germany-based VEM Aktienbank
AG, the investment bank handling the transaction. Through this
additional private placement by VEM Aktienbank AG, Intershop
expects to raise approximately EUR3.8 million.
"Upon completion, this rights issue will strengthen Intershop's
equity position and provide the Company with additional
flexibility for financing its ongoing business and future
growth. Overall, this action will substantially increase
Intershop's freely available cash. We are convinced that this
will send a positive message to our shareholders, customers, and
partners," said Dr. Jurgen Schottler, Chief Executive Officer
and Chairman of Intershop's Executive Board.
The new shares are expected to increase the total number of
Intershop issued and outstanding shares by 8.7% from 22,035,299
to 23,951,412. Consequently, the Company expects this rights
issue will be dilutive to consolidated earnings per share. The
Company will publish the subscription offer on March 9, 2004 in
the electronic Bundesanzeiger (Federal Gazette) at
http://www.ebundesanzeiger.deand in the Frankfurter Allgemeine
Zeitung (FAZ), a German daily newspaper.
About Intershop
Intershop Communications AG (Prime Standard: ISH1) a leading
provider of software solutions that help organizations evolve
their trading relationships with consumers and business partners
online. Founded in 1992, Intershop has a long tradition of
driving innovation in e-commerce by automating and simplifying
sales and buying processes. Intershop Solutions enable
organizations to consolidate and manage unlimited online
commerce channels on a single platform. As a result, Intershop
customers benefit from reduced operating expenses and
competitive advantages in their online sales activities. More
than 300 enterprise customers worldwide, including HP, and BMW,
run Intershop Solutions. Four of the five largest e-commerce
sites in Germany rely on Intershop Solutions: Otto, Tchibo,
Deutsche Telekom, and Quelle. Intershop is headquartered in
Jena, Germany, and has branch offices in the United States,
Europe and Asia. More information about Intershop can be found
on the Web at http://www.intershop.com
CONTACT: INTERSHOP COMMUNICATIONS
Investor Relations:
Klaus F. Gruendel
Phone: +49-3641-50-1307
Fax: +49-3641-50-1002
E-mail: k.gruendel@intershop.com
Press:
Dana Schmidt
Phone: +49-3641-50-1000
Fax: +49-3641-50-1002
E-mail: d.schmidt@intershop.com
KAMPS AG: Provisional Net Loss Down 74% to EUR33.3 Million
----------------------------------------------------------
KAMPS AG recently published provisional figures for the 2003
financial year. In a press statement, the company said its
business volume has stabilized despite the weak consumer
climate.
On a comparable basis, i.e. without the contribution to sales of
the shareholding in Harry's, which was sold on September 30,
2003, the Group recorded net sales of EUR1,486.8 million (2002:
EUR1,479.7 million). Including the nine months of Harry's sales
for 2003, Group net sales in 2003 totaled EUR1,679.6 million
(2002: EUR1,728.8 million).
The net loss for the year was cut to EUR33.3 million from
EUR126.8 million in 2002. The sale of its shareholding in
Harry's for EUR300 million enabled KAMPS AG to completely repay
bank loans and reduce gross debt to EUR578.7 million (2002:
841.5 million) now mainly consisting of bonds. Thanks to this
move, KAMPS has regained the financial flexibility it needs to
implement the Group's transformation program, which was
presented in November 2003 and which includes investments of up
to EUR300 million in the next few years.
As a reaction to KAMPS' reduced debt, the rating agency Fitch
changed in February 2004 the 'BB' credit rating's outlook to
"positive." This year's press conference for the 2003 results
will be held on April 27, 2004.
Business governed by consumers' price awareness
The fall in consumer spending in 2003 impacted on the company's
sales structure and margins as demand shifted to retail bakery
goods and discount articles. On a comparable basis KAMPS Retail
Bakeries increased sales by 2% to EUR1,219.0 million (2002: EUR
1,195.5 million). Sales of the KAMPS Bakeries reached EUR246.7
million (2002: EUR264.4 million) in Germany and the Netherlands
with traditional craft bakery goods. The segment Others
provided sales of EUR21.1 million (2002: EUR19.8 million).
Sharp improvement in results
In the absence of special balance-sheet clean-up expenses, which
were incurred in 2002 and thanks to strict cost management, EBIT
increased substantially to EUR52.8 million in 2003 (2002:
EUR22.2 million). Interest expenses were also well down thanks
to better financing conditions. Overall, the KAMPS Group
managed to slash its net loss from EUR126.8 million in 2002 to
EUR33.3 million.
Systematically implementing transformation process KAMPS
anticipates no fundamental change in market trends in 2004 and
will be concentrating on implementing the transformation
projects. Revitalization of the Golden Toast and Lieken Urkorn
brands has been initiated. Lieken Urkorn has already been
relaunched with the new-look products on the supermarket shelves
since the beginning of the year. Initial investments to
streamline and modernize the production infrastructure are
planned so the company can counteract pressure on margins by
increasing productivity. In the craft bakeries segment,
KAMPS is taking action on the selling side: The portfolio of
locations is being optimized, the shops revamped and new ranges
tested to make the bakeries more attractive.
About KAMPS
KAMPS is the leading producer of bakery goods in Germany and the
Netherlands. The company supplies food retailers with the
"Golden Toast" and "Lieken Urkorn" brands, private labels and
bake-off products. Consumers buy fresh, traditionally baked
articles directly from the 1,900 bakery shops in the Group.
KAMPS is a member of the Italian Barilla Group, the
international market leader for pasta and bakery goods.
Profit and loss statement KAMPS Group
In Euro mn 2003 * 2002
P&L
Net Sales 1,679.6 1,728.8
Cost of goods sold -1,002,5 -1,010,3
Selling expenses -614.0 -640.3
Administration expenses -64.7 -72.8
Other operating income/expenses 69.8 50.1
Amortization -15.4 -32.7
Depreciation on financial assets 0.0 -0.6
Operating result (EBIT) 52.8 22.2
Interest result -54.2 -63.4
Extraordinary result -22.6 -57.4
Taxes -8.5 -27.3
Partial transfer of profits -0.8 -0.9
Net loss -33.3 -126.8
* including 9 months of Harry's sales
CONTACT: KAMPS AG
Press department
Christina Stylianou
Phone: +49(0) 211 or 530634-435
E-mail: christina.stylianou@KAMPS.de
WESTLB AG: Needs EUR1.5 Billion in Additional Capital, Says CEO
---------------------------------------------------------------
WestLB AG Chief Executive Thomas Fischer revealed the German
bank needs to raise capital to satisfy regulatory requirements.
Speaking to the regional parliament in Dusseldorf, Mr. Fischer
was quoted by Times Online saying WestLB has to raise EUR1.5
billion (GBP1 billion) to boost its capital after a EUR2.3
billion loss last year. The increase is expected to lift the
company's key capital ratio to 7% from 5%.
The amount to be raised may, however, be lowered or increased
depending on the progress of the company's disposal program.
WestLB has already sold Pubmaster chain to rival Punch Taverns,
netting GBP40 million from a sale price of GBP1.2 billion. It
is currently in the process of selling BoxClever, its troubled
rental business. The disposal, however, is likely to cause the
bank a net loss.
WestLB expects to raise the money from the group of savings
banks that hold more than a 32% share of the German Landesbank,
according to the report.
WESTLB AG: Agrees to Dispose Shares in British Cinema Chain
-----------------------------------------------------------
Odeon said last week Iranian property magnate Robert Tchenguiz
and Entertainment Cinemas had been given the right to purchase
WestLB's 43% stake in the cinema chain, which if exercised will
give them full ownership.
The agreement with WestLB is effective within an unspecified
timeframe, according to Reuters. No price was disclosed, but
German newspapers suggested last month that WestLB would sell
its stake at a loss in a deal worth only GBP300 million.
Reuters said WestLB declined to comment while Odeon declined to
give any detail.
WestLB is disposing assets to return to profit following huge
losses in 2002 and 2003, mainly due to bad loans. The sale of
the Odeon holding is part of winding down investment in its
principal finance unit that made the disastrous investment to
BoxClever, the troubled television rental business.
=============
H U N G A R Y
=============
K&H BANK: Faces Lawsuit Over Scheme to Pay Fraud Victims
--------------------------------------------------------
K&H Bank Rt has started repairing damages caused by the scandal
at its brokerage business, K&H Equities, by settling accounts
with clients.
K&H Equities suspended operations in July last year after
finding out one of its brokers was involved in fraudulent
transactions that police say totaled HUF10 billion. In
December, the parent bank announced plans to assume full control
of the unit by taking over ABN Amro Bank's 50.1% stake in the
brokerage business. It also pledged to pay clients after
screening the accounts.
For starters, the bank has invited companies most affected by
the fraud to come for negotiations, according to Budapest
Business Journal. It plans to eventually include other victims
in the settlement. Despite these efforts, it appears that its
problem is not easing up. Lawyers of those who were gravely
affected by the case are set to mount a legal case regarding the
process. According to lawyer Gyorgy Magyar, there is a plan to
form a legal entity that would carry the case to the court this
week. They claim the bank did not provide adequate information
to resolve the dispute in any other fashion.
=========
I T A L Y
=========
PARMALAT FINANZIARIA: DebtTraders Rates Canadian Unit 'Buy'
-----------------------------------------------------------
DebtTraders initiates coverage of Parmalat Finanziaria S.p.A.
and its subsidiaries with an extensive analysis of the current
situation, as well as its assessment of value for several
classes of debt.
In particular, DebtTraders assigned a 'BUY' recommendation on
Senior Notes of Parmalat Dairy & Bakery, Inc., a major Canadian
subsidiary of the Company, with maturities ranging from '05 to
'10 with a SAFETY rating of 90%, and ATTRACTIVENESS ratings in
the range of 81% to 86%. At the current price range of 78.00 to
85.00, the notes yield 13.2% to 17.6%. Dairy & Bakery, unlike
the Italian, U.S., Brazilian, and other subsidiaries of the
Company, has not filed for bankruptcy.
Even in a bankruptcy situation followed by a fire sale of
assets, the trading firm expects full recovery on the notes due
to the low leverage of the subsidiary (debt-to-EBITDA of 4.4
times) resulting in IRRs of 12% to 18%. A decision by
Finanziaria, the Italian parent, to sell this subsidiary would
make the notes more attractive, as a sale would expedite
recovery on the notes.
"We believe debt issued or guaranteed by Finanziaria carries a
high risk profile due to structural subordination to potential
inter-company debt, however, at a price of 12.00, offers an
upside of 80% given our Base Case valuation of 21.60, largely
based on Finanziaria's indirect ownership of two of the most
valuable international entities," DebtTraders says.
"Due to the aforementioned risk, however, we are not issuing a
recommendation on this debt. We believe debt issued or
guaranteed by Parmalat S.p.A. is overvalued at 12.50, compared
to our Base Case value of 8.60, due to a significant amount of
structurally senior debt according to our estimates.
"Finally, we value the debt issued by Parmalat Participacoes do
Brasil Ltda and guaranteed by Parmalat Brasil, S.A. Industria de
Alimentos at 18.90, however point out several unknowns
surrounding this debt such as the amount outstanding, seniority,
and EBITDA generation potential of Parmalat Brasil Alimentos
depending on whether the unit will stay as a going concern, or
be compelled to sell its assets on a piecemeal basis. These
bonds are currently priced at 15.00."
Potential for value appreciation exists however, and can be
summarized as:
(a) improvement of operating profitability from the lower end
of our dairy universe to average, or above average levels
due to normalization of operations and removal of
excessive costs;
(b) an earlier than expected conclusion of the bankruptcy
process that is moving forward at a faster-than-expected
pace, which would reduce the discount applied to recovery
calculations;
(c) an orderly sale of certain subsidiaries with multiple
suitors in contested auctions at premium multiples; and
(d) potential value to be added to the estate through
disgorgement of personal and family assets of Calisto
Tanzi, Finanziaria's former chairman and chief executive,
funds found in certain bank accounts, or other means (none
assumed in the analysis).
"We understand that preliminary details of a restructuring plan
may be released as early as March, much earlier than the
deadline in June, and a creditor vote may be scheduled in April-
May. However, in our Base Case we assume a bankruptcy process
of two years, still far shorter than regular procedures, which
may last as long as seven years. Similar to the restructuring
plan offered for Cirio Finanziaria S.p.A. that defaulted on
EUR1.6 billion of debt, Parmalat's restructuring plan may offer
a debt swap for equity at Finanziaria, as well as new debt to
certain classes of claim holders. We believe, however, that the
sustainable debt capacity of Parmalat is no more than EUR1.5
billion (5.0 times Base Case EBITDA), hence the restructuring
package is likely to involve a high equity content," DebtTraders
says.
"In the report, readers will find in Chapter I a description of
the group's outstanding debt securities (Capital Structure), its
organization structure (Corporate Structure), an analysis of the
group's business and cash generating potential (Financial
Analysis), a sum-of-the parts valuation of subsidiaries and of
the Group (Valuation), a depiction of various scenarios to value
debt issued or guaranteed by Finanziaria or Parmalat S.p.A.
(Scenario Analysis), DebtTraders' views on the restructuring
plan (Thoughts on the Reorganization Plan) and descriptions of
the group's main subsidiaries (Overview of Subsidiaries); in
Chapter II a report on Dairy & Bakery, in Chapter III a report
on Parmalat Par; followed by appendices detailing the
Extraordinary Administration process in the Italian bankruptcy
law (App. 1), the Cirio Finanziaria S.p.A. bankruptcy (App. 2),
a summary of Parmalat S.p.A. bond covenants (App. 3), and a
table of currency rates (App. 4)."
DebtTraders' clients can access extensive background documents-
consolidated and subsidiary filings, financial models,
prospectuses and bankruptcy documents at
http://www.DebtTraders.com/
=====================
N E T H E R L A N D S
=====================
ISPAT INTERNATIONAL: 'B-' Ratings Affirmed; Outlook Stable
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
Dutch-registered steel consortium Ispat International N.V.,
including its 'B-' long-term corporate credit rating on the
group. The outlook is stable.
At the same time, Standard & Poor's affirmed its 'B-' ratings on
wholly owned subsidiary Ispat Sidbec Inc. and removed them from
CreditWatch, where they were placed on October 6, 2003. The
outlook is stable.
The rating actions follow Ispat Sidbec's progress in amending
its bank debt maturity profile, and an improved market outlook
for steel. This is particularly the case for integrated mini-
mills that can substitute direct reduced iron, which is
currently cheaper, for steel scrap as input material in the
steel making process. Given the favorable steel market outlook,
it is in Ispat's interest -- along with the group's shareholders
and majority owner, Lakshmi Mittal and his family -- to see a
favorable outcome to the bank syndicate negotiations at Ispat
Sidec.
"After two difficult years for Ispat, the market outlook for
2004 looks promising with balanced supply and demand in North
America and strong demand from China giving rise to higher steel
prices," said Standard & Poor's credit analyst Tommy Trask.
"Ispat Sidbec and Ispat Inland are set to benefit from the
present environment with rising scrap, iron ore, and coke prices
than many of its peers and mini-mill rivals."
Ispat's management, however, is faced with the immediate
challenge of addressing refinancing and liquidity risks, in
particular at Ispat Sidbec and Ispat Inland, and an expensive
labor union contract in North America that puts the company at a
disadvantage compared with competitors that have emerged from
bankruptcy with cheaper and more flexible contracts.
KONINKLIJKE AHOLD: Agrees to Sell Disco Stake for US$315 Mln
------------------------------------------------------------
Ahold has reached agreement with Chilean retailer Cencosud S.A.
on the terms of sale of its controlling stake in the Argentine
supermarket chain Disco S.A. Closing of the transaction is
expected to occur prior to the end of the year. It is subject
to the fulfillment of certain conditions, including obtaining
local anti-trust approval and the absence of any court
regulation prohibiting the sale of the Disco shares to Cencosud.
Certain Argentine and Uruguayan court orders currently are in
effect that may prohibit a sale of part or all of the Disco
shares held by Ahold and, if so, will need to be addressed prior
to closing. The enterprise value related to the transaction is
approximately US$315 million, which will be subject to working
capital and net debt adjustments through the closing date.
Cencosud has interests in real estate, do-it-yourself (DIY)
stores and hypermarkets in Chile and Argentina. The company
operates 12 hypermarkets and 23 DIY stores in Argentina. It
acquired Ahold's stake in the Chilean supermarket chain Santa
Isabel in July 2003.
Commenting on the agreements, Theo de Raad, the Ahold Corporate
Executive Board member responsible for Latin America and Asia,
said: "Ahold is very pleased to have reached agreement with
Cencosud on the terms of the sale of these operations. We are
confident that Cencosud will continue the tradition of
excellence and service for which Disco is known."
The divestment of Ahold's activities in Argentina is part of
Ahold's strategy to optimize its portfolio and to strengthen its
financial position by reducing debt.
Ahold first entered the Argentine market in 1998. Through a
series of purchases made from 1998 to 2002, Ahold directly and
indirectly increased its ownership of Disco to 99.94%. At year-
end 2003, Disco operated 236 stores in Argentina and had more
than 14,700 associates. Unaudited 2003 net sales for Disco
amounted to approximately ARS2,355 million (approximately EUR
708 million).
CONTACT: ROYAL AHOLD N.V.
P.O. Box 3050 1500 HB
Zaandam Netherlands
Phone: +31 (0) 75 659 57 20
Fax: +31 (0) 75 659 83 02
PETROPLUS N.V.: Inks Heads of Agreement with Petronas, BG
---------------------------------------------------------
On December 19, 2003 Petroplus International N.V. [corporate
credit rated 'B+' by Standard & Poor's] announced that it had
executed a Letter of Intent with Petroliam Nasional Berhad in
respect of its proposed LNG import terminal at Milford Haven in
Wales. Petroplus and BG Energy Holdings, a subsidiary of BG
Group, executed a Memorandum of Understanding in respect of the
Milford Haven project on November 12, 2003.
Petroplus announces that it has signed further documentation
with Petronas and BG, as envisaged in the Letter of Intent with
Petronas. The documents include a Heads of Agreement with
Petronas that expands upon and develops the principles outlined
in the LoI. Petroplus regards this event as another important
milestone in the development of the Milford Haven project, which
remains on schedule to deliver first gas to the United Kingdom
in the fourth quarter of 2007.
Petroplus
Petroplus was established 10 years ago and has since developed
into a leading player in the European midstream oil market. The
midstream sector encompasses refining, marketing and logistics.
Petroplus is the owner of refineries in Antwerp (Belgium),
Cressier (Switzerland) and Teesside (United Kingdom) with a
total capacity of 240,000 barrels per day including is Antwerp
desulphurisation capacity. Petroplus has a sales volume in
excess of 20 million tones a year of oil products and a storage
capacity of almost 5 million m3 throughout Western Europe.
Web site: http://www.petroplusinternational.com
CONTACT: PETROPLUS INTERNATIONAL N.V.
P.O. Box 85002 3009 MA
Rotterdam Netherlands
Investor Relations:
Martijn Schuttevaer
Phone: +31 (0) 10 242 5900
Fax: +31 (0) 10 242 6052
E-mail: IR@petroplus.nl
Web site: http://www.petroplusinternational.com
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P O L A N D
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PHS STEEL: LNM Holdings Acquires Government's Majority Stake
------------------------------------------------------------
The Polish government on Friday completed the sale of its
majority stake in Polskie Huty Stali (PHS) to Anglo-Dutch steel-
maker LNM Holdings, according to Associated Press. The
transaction gives LNM a 70% stake in the country's largest steel
group for US$1.06 billion in a deal considered one of the
biggest privatizations in the Polish steel industry. Under the
agreement, LNM will invest about US$607 million in the company
by 2009.
PHS Steel, which produces 70% of the country's steel output,
nearly succumbed to bankruptcy in the past years due to huge
debts. The company has an annual output of 6 million tons and
controls 70% of Poland's steel market.
===========
R U S S I A
===========
DZERZHINSKY MINE: Declared Insolvent
------------------------------------
The Arbitration Court of Kemerovo region declared mining company
Dzerzhinsky insolvent and introduced bankruptcy proceedings on
the firm. The case is docketed as A27-12878/2001-4. Grigory
Tretyak, a member of TP Kuzbass self-regulated organization of
arbitral managers, has been appointed insolvency manager.
Creditors have until April 21, 2004 to submit their proofs of
claim to the insolvency manager at: 653000, Russia, Kemerovo
region, Prokopyevsk, Zabutovochnaya str.1.
CONTACT: DZERZHINSKY MINE
653008, Russia, Kemerovo region
Prokopyevsk, Zabutovochnaya str.1
Grigory Tretyak, Insolvency Manager
653008, Russia, Kemerovo region
Prokopyevsk, Zabutovochnaya str.1
IBRESINSKAYA FURNITURE: Court Opens Bankruptcy Proceedings
----------------------------------------------------------
The Arbitration Court of Republic of Chuvashia declared Closed
JSC Ibresinskaya furniture factory insolvent and introduced
bankruptcy proceedings on the group. The case is docketed as
A79-6902/2003-SK1-6767. I. Semenov, a member of TP Self-
regulated organization of arbitral managers Alyans, has been
appointed insolvency manager.
Creditors have until April 21, 2004 to submit their proofs of
claim to the insolvency manager at: 428020, Russia, Republic of
Chuvashia, Cheboksary, Colektivnaya str.12-6.
CONTACT: I. Semenov, Insolvency Manager
428020, Russia, Republic of Chuvashia
Cheboksary, Colektivnaya str.12-6
IRKUTSKOBLTEPLOENERGO: Court Appoints Insolvency Manager
--------------------------------------------------------
The Arbitration Court of Irkutsk region commenced bankruptcy
supervision procedure on heat power company Unitary Enterprise
Irkutskoblteploenergo (TIN3809013908). The case is docketed as
A19-15809/03-37. Yuri Nikonov, a member of TP Self-regulated
organization of arbitral managers "Avangard", has been appointed
temporary insolvency manager.
Creditors are asked to submit their proofs of claim to the
temporary insolvency manager at: 664020, Russia, Irkutsk, Post
User Box 24. A hearing will take place on April 24, 2004, 10:30
a.m. at the Arbitration Court of Irkutsk region (Irkutsk,
Gagarin str.70, hall 305 "a").
CONTACT: IRKUTSKOBLTEPLOENERGO
664007, Russia, Irkutsk region
Irkutsk, Marata str.28.
Yuri Nikonov, Temporary Insolvency Manager
664020, Russia, Irkutsk
Post User Box 24
ARBITRATION COURT OF IRKUTSK REGION
Irkutsk, Gagarin str.70, hall 305 "a"
KONUS: Under Bankruptcy Supervision Procedure
---------------------------------------------
The Arbitration Court of Republic of Udmurtia commenced
bankruptcy supervision procedure on OJSC Konus (Cone).
The case is docketed as #A71-28/04-G26. N. Gordilova, a member
of TP Self-regulated organization of arbitral managers RSNE, has
been appointed temporary insolvency manager.
Creditors are asked to submit their proofs of claim to the
temporary insolvency manager at: 427790, Russia, Republic of
Udmurtia, Mozhga, Sygailsky prosp.15.
CONTACT: OJSC KONUS
427790, Russia, Republic of Udmurtia
Mozhga, Sygailsky prosp.15
N. Gordilova, Temporary Insolvency Manager
427790, Russia, Republic of Udmurtia
Mozhga, Sygailsky prosp.15
MINE ZENKOVSKAYA: Declared Insolvent
------------------------------------
The Arbitration Court of Kemerovo region declared OJSC Mine
Zenkovskaya insolvent and subsequently introduced bankruptcy
proceedings on the company. The case is docketed as A27-
12878/2001-4. Genady Kupzov, a member of TP Siberian self-
regulated organization of arbitral managers, has been appointed
insolvency manager.
Creditors have until April 21, 2004 to submit their proofs of
claim to the insolvency manager at: 653017, Russia, Kemerovo
region, Prokopyevsk, Trud str.118.
CONTACT: MINE ZENKOVSKAYA
653017, Russia, Kemerovo region
Prokopyevsk, Trud str.118
Genady Kupzov, Insolvency Manager
Kemerovo, Predzavodskaya str.1B
NATIONAL RESERVE: Improved Cash Position Merits Fitch Upgrade
-------------------------------------------------------------
Fitch Ratings upgraded National Reserve Bank's (NRB) Long-term
rating to 'CCC+' from 'CCC-' and removed it from Rating Watch
Positive. A Stable Outlook is now in place. At the same time,
NRB's other ratings have been affirmed at Short-term 'C',
Individual 'D/E' and Support '5'.
The rating action reflects NRB's better financial position and
outlook following the settlement in 1H03 of its long-lasting
dispute with Credit Agricole Indosuez. However, Fitch notes
that the progress NRB has made to date in diversifying its
business has been limited, meaning the bank has not been
upgraded to the level previously indicated might be possible
(the single 'B' range) when NRB's Long-term rating was placed on
Rating Watch Positive on 19 June 2003 (see press release at
http://www.fitchratings.com). NRB's commercial banking
operations are likely to remain significantly smaller than its
investment banking operations, which, in turn, have remained
concentrated on a small number of sizeable positions in Russian
and Ukrainian government debt and Russian equities.
Consequently, NRB's Long-term, Short-term and Individual ratings
reflect this very concentrated business, the bank's high
exposure to market risk and, as a result, potentially high
earnings volatility. The ratings also reflect some lack of
clarity over the bank's customer base.
Asset quality has been below average for a Russian bank, with
RUB2.1 billion (a high 30% of the loan portfolio) of fully
reserved loans at end-1H03. However, newer loans appear to be
of better quality. Recent rapid loan growth may also be
concealing potential asset quality problems as loans season,
although the short-term nature of many loans offers some
mitigation and this is one area where some business
diversification is taking place.
Funding is heavily dependant on limited number of customers and
banks, which has led to high volatility in the bank's customer
funding base. While NRB's capital ratios look high, its
capitalization is significantly compromised by a few very large
strategic positions in Russian and Ukrainian securities, held as
part of shareholders' broader intentions, a sizeable investment
in aircraft leasing company Ilyushin Finance Co., and the bank's
concentrated loan book.
In the past, NRB had largely focused on investment banking, a
strategy that served it well until the 1998 crisis, but resulted
in significant financial distress thereafter. A holding company
for NRB, named National Reserve Corporation, is being
established, which will operate aviation, banking, leasing,
mortgage, and other business lines. NRB is intended to be
primarily an investment bank, with some commercial banking
activities.
CONTACT: FITCH RATINGS
James Longsdon, London
Phone: +44 20 7417 4309
Vladlen Kuznetsov, London
Phone: +44 20 7862 4029
Media Relations:
Richard Lindsay, London
Phone: +44 20 7862 4080
NOVOSIBIRSKELECTRODSTROY: Under Bankruptcy Supervision Procedure
----------------------------------------------------------------
The Arbitration Court of Novosibirsk region commenced bankruptcy
supervision procedure on Closed JSC Novosibirskelectrodstroy.
The case is docketed as A45-1812/04-SB/19. Gennady Parshkov, a
member of TP Siberian self-regulated organization of arbitral
managers, has been appointed temporary insolvency manager.
Creditors are asked to submit their proofs of claim to the
temporary insolvency manager at: 630099, Russia, Novosibirsk,
Sovetskaya str.65-40. A hearing will take place on June 9,
2004, 10:00 a.m. at the Arbitration Court of Novosibirsk region.
CONTACT: NOVOSIBIRSKELECTRODSTROY
Russia, Novosibirsk region, Iskitimsky Area
Linyevo' Listvyanskaya str.1
Gennady Parshkov, Temporary Insolvency Manager
630099, Russia, Novosibirsk
Sovetskaya str.65-40
URALSTROYMECHNIZAZIYA: Denis Kostromin Named Insolvency Manager
---------------------------------------------------------------
The Arbitration Court of Sverdlovsk region declared OJSC
URALSTROYMECHNIZAZIYA insolvent and subsequently introduced
bankruptcy proceedings on the company. The case is docketed as
A60-17810/2001-C3. Denis Kostromin has been appointed
insolvency manager.
Creditors have until April 20, 2004 to submit their proofs of
claim to the insolvency manager at: 620027, Russia,
Ekaterinburg, Post User Box 206.
CONTACT: URALSTROYMECHNIZAZIYA
620027, Russia, Sverdlovsk region
Ekaterinburg, Sverdlov str.11A
Grigory Tretyak, Insolvency Manager
653008, Russia, Kemerovo region
Prokopyevsk, Zabutovochnaya str.1
YADRINSKAYA SELCHOZTECHNIKA: Under Bankruptcy Supervision
---------------------------------------------------------
The Arbitration Court of Republic of Chuvashia commenced
bankruptcy supervision procedure on agricultural machinery
company, OJSC Yadrinskaya selchoztechnika. The case is docketed
as A79-7320/03-SK1-6999. I. Stepanov has been appointed
temporary insolvency manager.
Creditors are asked to submit their proofs of claim to the
temporary insolvency manager at: 429800, Russia, Republic of
Chuvashia, Alatyr, Pushkin str.43. A hearing will take place on
May 18, 2004 at 13:15 at the Arbitration Court of Republic of
Chuvashia.
CONTACT: YADRINSKAYA SELCHOZTECHNIKA
Russia, Republic of Chuvashia, Yadrin
I. Stepanov, Temporary Insolvency Manager
429800, Russia, Republic of Chuvashia
Alatyr, Pushkin str.43
=========
S P A I N
=========
VALEO: Revamping Facilities in Portugal, Spain
----------------------------------------------
Valeo has called for a meeting of its European Works Council
Bureau on March 18 to discuss proposals for the restructuring of
its Santo Tirso (Portugal) facility, which produces wiring
harnesses and for its Madrid (Spain) facility, which produces
Wiper systems. The Santo Tirso facility is part of the
Electronics and Connective Systems Branch, and the Madrid
facility is part of the Wiper Systems Branch.
Despite the restructuring activities undertaken at Santo Tirso
in 2003, the economic situation has continued to worsen and
volumes have dropped significantly. The facility, which
employees 339 people, cannot be competitive as compared with
production in lower cost countries, and it is now envisaged to
close the plant.
The plant of Villaverde in Madrid currently produces both wiper
motors and wiper arms and blades. The introduction of new
technologies for wiper arms and blades has led to a drop in
volume of the products produced in Madrid. The production of
these products is no longer competitive and it is envisaged to
move production to other Valeo facilities. This would involve a
reduction in headcount of 173 employees -- 38% of the total
number of employees at the facility. Production of wiper motors
will continue in Villaverde.
In both cases, Valeo will put in place the actions necessary to
find alternative jobs for affected employees through internal
and external redeployment activities. The company will work
with unions and local agencies to this effect.
Valeo is an independent industrial group fully focused on the
design, production and sale of components, integrated systems
and modules for cars and trucks. Valeo ranks among the world's
top automotive suppliers. The Group has 129 plants, 65 R&D
centers, 9 distribution centers and employs 68,200 people in 28
countries worldwide.
===========
S W E D E N
===========
LM ERICSSON: S&P Retains Ratings Despite Tax Probe
--------------------------------------------------
Standard & Poor's Ratings Services said its ratings and outlook
on Sweden-based telecommunications equipment supplier Ericsson
(Telefonaktiebolaget L.M.) (BB/Negative/B) are not affected by
the recent ongoing tax investigation of the company.
Standard & Poor's has closely monitored recent developments of
the tax investigation that is currently in process -- which is
challenging the deductibility of certain payments made to sales
representatives -- as well as the results of an alleged
obstruction of the tax investigation by certain Ericsson
employees. In particular, Standard & Poor's estimates that the
replacement of Ericsson's senior audit partner at auditing house
PricewaterhouseCoopers (PWC) by another senior PWC partner is
not related to the audit of the group's 2003 accounts but rather
is a consequence of this tax investigation and related risks of
a conflict of interest.
"Standard & Poor's takes comfort from the clean opinion given by
auditors on Ericsson's fourth-quarter 2003 results and the
status of the audit process on Ericsson's 2003 financial
statements," said Standard & Poor's credit analyst Leandro de
Torres Zabala. "Additionally, contingent payments made as a
result of a negative outcome of the tax probe are considered to
be moderate."
Ericsson's strong liquidity at year-end 2003 SKR73.2 billion
(EUR8.1 billion) in cash and cash equivalents, mostly at the
parent level -- continue to provide an adequate degree of credit
protection and is not expected to be materially impaired by tax-
related payments.
Standard & Poor's will continue to closely monitor developments
of these tax investigations through direct contacts at
Ericsson's finance department and tax and audit representatives.
CONTACT: STANDARD AND POORS RATING SERVICES
Analyst E-mail Addresses
leandro_detorreszabala@standardandpoors.com
guy_deslondes@standardandpoors.com
CorporateFinanceEurope@standardandpoors.com
=====================
S W I T Z E R L A N D
=====================
ADECCO SA: To Publish Long-awaited Financial Report April 20
------------------------------------------------------------
The Board of Directors of Adecco S.A. issued these statements:
(a) Following the meeting of the Audit and Finance Committee and
the Board of Directors, the Company now expects to announce
Adecco Group Full Year 2003 audited results on April 20,
2004. On the same day, the Company also intends to announce
its Q1 2004 figures.
(b) The Annual General Meeting of shareholders convened to
approve the Adecco Group 2003 financial results will take
place on May 26, 2004. This meeting will also elect the
Board of Directors.
(c) The Board notes that, according to the latest management
information, operations to the end of February YTD remain
healthy, with Group sales in local currencies continuing to
grow in February faster than in the same period last year.
(d) The Board also reiterates that, based on information
currently available to it, to date no evidence demonstrating
major misappropriations or irregularities that would be
financially significant to the Company as a whole has been
found.
(e) The Board of Directors together with the Management wish to
thank all the Adecco Group employees for their commitment
and hard work during this period, and all the clients and
associates for their continuing support.
About Adecco
Adecco S.A. is a Forbes 500 company and the global leader in HR
Solutions. The Adecco Group network connects 650,000 associates
with business clients each day through its network of 28,000
employees and more than 5,800 offices in 68 territories around
the world. Registered in Switzerland, and managed by a
multinational team with expertise in markets spanning the globe,
the Adecco Group delivers an unparalleled range of flexible
staffing and career resources to corporate clients and qualified
associates.
The Adecco Group comprises four Divisions, Adecco Staffing,
Ajilon Professional, LHH Career Services and Jobpilot e-HR
Services. In Adecco Staffing, the Adecco staffing network
focuses on flexible staffing solutions for global industries in
transition, including automotive, banking, electronics,
logistics and telecommunications; Ajilon Professional offers an
unrivalled range of specialized branded businesses; LHH Career
Services encompasses our portfolio of outplacement and coaching;
Jobpilot e-HR focuses on online recruiting activities for the
Adecco Group.
Adecco S.A. is registered in Switzerland and is listed on the
Swiss Exchange (ADEN/trading on Virt-x: 1213860), NYSE (ADO),
Euronext Premier Marche (12819).
Additional information is available at the Company's Web site at
http://www.adecco.com
CONTACT: ADECCO
Media Centre:
Phone: +41 1 878 8888
===========================
U N I T E D K I N G D O M
===========================
ACORN MOTORIST: Creditors Assembly Set March 19
-----------------------------------------------
There will be a Creditors Meeting of the Acorn Motorist Centre
Limited Company on March 19, 2004 at 10:30 a.m. It will be held
at The Rhinewood Inn and Hotel, Glazerbrook Lane, near
Warrington, Cheshire WA3 5BB.
Proxies to be used at the Meeting must be lodged at the offices
of Campbell Crossley and Davis, 348-350 Lytham road, Blackpool
FY4 1DW, not later than 12:00 noon on March 18, 2004.
Notice is further given to Richard Ian Williamson of Campbell
Crossley and Davis as the appointed Insolvency Practitioner who
will furnish Creditors information about the assembly free of
charge.
By Order of the Board.
ANGEL WAREHOUSE: Hires Liquidator from PricewaterhouseCoopers
-------------------------------------------------------------
Name of Companies:
Angel Warehouse Co. Limited
Bargain Centres (London) Limited
Discount Super Markets Limited
Fieldcastle Investments Limited
Goodworths Limited
London Grocers Limited
Reynolds (Kent) Limited
Titus Ward & Co. Limited
W.S. Chapman & Co. Limited
Waltham Properties Limited
At the Extraordinary General Meeting of these Companies on
February 19, 2004, the subjoined Special Resolutions to wind up
these Companies were passed. Richard Setchim and Tim Walsh, of
PricewaterhouseCoopers LLP, Plumtree Court, London EC4A 4HT,
were appointed Joint Liquidators of the Companies.
CONTACT: PRICEWATERHOUSECOOPERS LLP
Plumtree Court,
London EC4A 4HT
Contact:
Richard Setchim, Liquidator
Tim Walsh, Liquidator
Phone: [44] (20) 7583 5000
Fax: [44] (20) 7822 4652
Web site: http://www.pwcglobal.com
BEECH TREE: Assembly of Creditors Next Week
-------------------------------------------
There will be a Creditors Meeting of the Beech Tree Construction
(U.K.) Limited Company on March 15, 2004 at 10:15 a.m. It will
be held at the Wesley House, Huddersfield Road, Birstall,
Batley, West Yorkshire WF17 9EJ. A full list of names and
addresses of the Company's Creditors may be examined free of
charge at the offices of O'Hara & Co. between 10:00 a.m. and
5:00 p.m. on March 13 and 14, 2004.
CONTACT: O'HARA & CO.
Wesley House,
Huddersfield Road,
Birstall, Batley
West Yorkshire WF17 9EJ
BETA LIGHTING: Liquidator to Bare Report March 10
-------------------------------------------------
There will be a Creditors Meeting on March 12, 2004 at 11:00
a.m. It will be held at the offices of Chamberlain & Co,
Aireside House, 24-26 Aire Street, Leeds LS1 4HT.
On March 10, 2004, Michael Chamberlain, Liquidator will furnish
Creditors information concerning the Company's affair as they
may reasonably require, free of charge.
CONTACT: CHAMBERLAIN & CO
Aireside House,
24-26 Aire Street,
Leeds LS1 4HT
Contact:
Michael Chamberlain, Liquidator
BLACK CAT: Creditors Meetings Scheduled March 18
------------------------------------------------
There will be a Creditors Meeting of the Black Cat Trading
Limited on March 18, 2004 at 11:00 a.m. It will be held at the
Albany House, 18 Theydon Road, Clapton E5 9NZ.
A list of the names and addresses of the Company's Creditors
will be available for inspection, free of charge on March 16 and
17, 2004 between 10:00 a.m. and 4:00 p.m. at the Albany House.
By Order of the Board.
BLUEDENT LIMITED: Meeting of Creditors Set March 25
---------------------------------------------------
There will be a Creditors Meeting of the Bluedent Limited
Company on March 25, 2004 at 11:00 a.m. It will be held at the
Albany House, 18 Theydon Road, Clapton, London E5 9NZ.
A list of the names and addresses of the Company's Creditors
will be available for inspection, free of charge, on March 23
and 24, 2004 at Albany House, 18 Theydon Road, London E5 9NZ,
between the hours of 10:00 a.m. and 4:00 p.m.
By Order of the Board.
CANARY WHARF: Investors Urged to Hold while Silvestor Mulls Bid
---------------------------------------------------------------
The Independent Committee announces that it is posting a
circular to Canary Wharf Shareholders
(i) containing its views on the offer for Canary Wharf
Group plc made on behalf of CWG Acquisition, a company
formed at the direction of Brascan and other parties;
(ii) giving its opinion on the proposal for the warrants held
for the benefit of, amongst others, Mr. Paul Reichmann
and his family (the Warrant Proposals); and
(iii) convening an extraordinary general meeting to approve:
(a) The proposed investment by a company owned by a
trust established for the benefit of Mr. Paul
Reichmann and other members of the Reichmann family
in CWG Acquisition Holdings (the Investment
Proposal); and
(b) The proposed appointment of Mr. Paul Reichmann as a
member of the management committee of Canary Wharf
and his proposed service as co-chairman of the
strategic advisory committee of Canary Wharf on the
terms set out in the Circular (the Management and
Consultancy Proposal).
The Circular provides analysis of the current situation and
includes these opinions and recommendations.
Recommendation concerning the CWGA Offer
The Independent Committee has sought to conduct an auction
process and to keep that process open for as long as there is
the possibility of achieving greater value for shareholders.
However, CWG Acquisition has entered into agreements with
certain shareholders that seek to prevent Silvestor's proposal
in relation to the Company from succeeding on its current terms
and thus inhibit the orderly auction process.
The Independent Committee recognizes that the cash available
under the CWGA Offer matches the cash available under
Silvestor's proposal, although the equity component of the CWGA
Offer is different. The Independent Committee, which has been
so advised by Cazenove and Lazard, considers the CWGA Offer to
be fair and reasonable. However, Silvestor has informed the
Independent Committee that it continues to consider its options.
Silvestor is expected to clarify its position during the course
of CWGA's offer timetable. Shareholders should be aware that
accepting the CWGA Offer at this time may prevent Silvestor from
making a superior proposal.
Accordingly, the Independent Committee is recommending
shareholders not to accept the CWGA Offer at this time. The
Independent Committee intends to write to shareholders again as
soon as it is appropriate.
In providing advice to the Independent Committee, Cazenove and
Lazard have taken into account the commercial assessments of the
Independent Committee.
The Warrant Proposals
Terms of the Warrant Proposals are contained in CWG
Acquisition's offer document dated February 24, 2004 and also in
the Circular.
The Independent Committee, which has been so advised by Cazenove
and Lazard, considers the Warrant Proposals to be appropriate
proposals for the purposes of Rule 15 of the City Code. In
reaching this opinion, the Independent Committee has considered
the nature of the Canary Wharf Warrants and their rights in the
context of the Offer.
In providing advice to the Independent Committee, Cazenove and
Lazard have taken into account the commercial assessments of the
Independent Committee. Furthermore, the Independent Committee
and its advisers have relied upon certain information provided
to them by CWG Acquisition, Brascan and their advisers.
Recommendation concerning the Investment Proposal and the
Management and Consultancy Proposal
Terms of the Investment Proposal and the Management and
Consultancy Proposal are contained in CWG Acquisition's offer
document dated February 24, 2004 and also in the Circular.
It is expected that, if the CWGA Offer is successful, and
subject to the Panel's requirements being satisfied, the
Investment Proposal and Management and Consultancy Proposal will
be implemented. The Investment Proposal and the Management and
Consultancy Proposal are not arrangements available to any other
Canary Wharf Shareholders and accordingly, under the City Code,
a meeting of Canary Wharf Shareholders needs to be convened to
consider and, if thought appropriate, to approve them.
The Independent Committee has considered the terms of these
proposals and has placed particular reliance on certain
additional information received from CWG Acquisition, Brascan,
Mr. Paul Reichmann and their respective advisers which is
contained in the Circular.
CWG Acquisition has assured the Independent Committee that the
Investment Proposal and the Management and Consultancy Proposal
are the only proposed arrangements between the Reichmann
Entities (on the one hand) and CWG Acquisition Holdings, Brascan
and Trilon, (on the other) in relation to the subject matter of
the Investment Proposal and the Management and Consultancy
Proposal.
The Independent Committee, which has been so advised by Cazenove
and Lazard, considers the Investment Proposal and the Management
and Consultancy Proposal to be fair and reasonable, in the
context of the CWGA Offer, so far as Independent Shareholders
are concerned.
In providing advice to the Independent Committee, Cazenove and
Lazard have taken into account the commercial assessments of the
Independent Committee. Furthermore, the Independent Committee
and its advisers have relied upon the information provided to
them by the parties to these arrangements and their advisers.
The Independent Committee is recommending Independent
Shareholders (Canary Wharf Shareholders excluding the Reichmann
Entitities, Trilon, British Columbia Investment Management
Corporation and certain funds managed by Hermes Pensions
Management Limited) to vote in favor of the resolution to
approve the Investment Proposal and the Management and
Consultancy Proposal to be proposed at the Extraordinary General
Meeting to be held on March 22, 2004. A notice convening the
Extraordinary General Meeting is contained in the Circular.
Shareholders should note that the recommendation of the
Independent Committee in relation to the Investment Proposal and
the Management and Consultancy Proposal set out above is without
prejudice to the Independent Committee's recommendation that
Canary Wharf Shareholders do not accept the CWGA Offer at this
time.
Summary of advice to shareholders
The Independent Committee is recommending that Canary Wharf
Shareholders do not accept the CWGA Offer at this time.
The Independent Committee is recommending Independent
Shareholders to vote in favor of the resolution to approve the
Investment Proposal and the Management and Consultancy Proposal
that will be put to them at the Extraordinary General Meeting.
No action is required from Canary Wharf Shareholders in relation
to the Silvestor Scheme at this time. Shareholders should
ignore any forms of election relating to the Silvestor Scheme
received by them to date. Shareholders will be given not less
than 14 days' notice if the Court Meeting and extraordinary
general meeting, which were to have been held on February 23,
2004, are re-convened and new forms of election will be
circulated in that event.
CONTACT: LAZARD
(Financial adviser to the Independent Committee of
Canary Wharf)
William Rucker
Maxwell James
Phone: 020 7187 2000
CAZENOVE
(Financial adviser to the Independent Committee of
Canary Wharf and joint broker to Canary Wharf)
Duncan Hunter
Richard Cotton
Phone: 020 7588 2828
CREDIT SUISSE FIRST BOSTON
(Joint broker to Canary Wharf)
George Maddison
Richard Crawley
Phone: 020 7888 8888
BRUNSWICK
(Public relations adviser to Canary Wharf)
James Bradley
Fiona Laffan
Phone: 020 7404 5959
CANARY WHARF: Bid Sole Offer on Table, CWG Reminds Shareholders
---------------------------------------------------------------
CWG Acquisition notes the announcement by the Independent
Committee of Canary Wharf. CWG Acquisition's offer for the
Company is the only offer or acquisition proposal for Canary
Wharf that is open for acceptance and capable of completion.
Canary Wharf Shareholders are reminded that:
(a) Trilon and RF Holdings, which together hold approximately
18% of Canary Wharf's existing issued share capital, are
irrevocably committed to vote against, or procure that their
shares are voted against, any offer for Canary Wharf by
Silvestor, whether such proposal is to be effected by way of
a scheme of arrangement or an offer and regardless of the
offer price, prior to December 31, 2004; and
(b) Franklin Mutual, which holds approximately 6.8% of Canary
Wharf's existing issued share capital, is irrevocably
committed to vote against any resolutions to approve the
acquisition of Canary Wharf by Silvestor (unless Silvestor
revises its proposal to offer Canary Wharf Shareholders cash
of at least 292 pence per Canary Wharf Share, or CWG
Acquisition's proposal is not implemented).
CWG Acquisition urges Canary Wharf Shareholders to accept the
Offer by completing and returning the Form of Acceptance in
accordance with the instructions printed thereon as soon as
possible and, in any event, so as to arrive by no later than
3:00 p.m. (London time)/10:00 a.m. (New York time) on
March 23, 2004.
Terms defined in the Offer Document have the same meaning in
this announcement.
CONTACT: CANARY WHARF
Brascan
Katherine Vyse
Phone: +1 (416) 363 9491
DEUTSCHE BANK
Debbie Robertson-Bond
David Church
James Agnew
Phone: +44 (0) 20 7545 8000
MERRILL LYNCH INTERNATIONAL
Kevin J. Smith
Michael Profenius
Mark Brooker
Phone: +44 (0) 20 7628 1000
THE MAITLAND CONSULTANCY
Angus Maitland
Philip Gawith
Martin Leeburn
Phone: +44 (0) 20 7379 5151
CES LIMITED: Appoints BDO Stoy Hayward Administrator
----------------------------------------------------
Name of Company: CES (Europe) Limited
Nature of Business: Telecommunications
Trade Classification: 32
Date of Appointment: February 19, 2004
Administrative Receiver: BDO STOY HAYWARD LLP
Prospect Place,
85 Great North Road,
Hatfield, Hertfordshire AL9 5BS
Receivers:
G S Kinlan
A J Sanderson
(IP Nos 8268/01, 4750)
CHADWICK DONNISON: Creditors Assembly Set March 11
--------------------------------------------------
There will be a Creditors Meeting of the Chadwick Donnison
Limited Company on March 11, 2004 at 11:00 a.m. It will be held
at the Founder's Suite, CLB, Century House, St. Peter's Square,
Manchester M2 3DN.
Creditors wishing to vote at the Meeting must lodge their proxy,
together with a full statement of account at the registered
office, 14 Wood Street, Bolton BL1 1DZ, not later than 12.00
noon on or before March 10, 2004.
Notice is further given that a list of the names and addresses
of the Company's Creditors may be inspected, free of charge, at
14 Wood Street, Bolton BL1 1DZ, between 10:00 a.m. and 4:00 p.m.
on March 9 and 10, 2004.
By Order of the Board.
CJM LABELS: Creditors Meeting Slated Friday
-------------------------------------------
There will be a Creditors Meeting of the CJM Labels Limited
Company on March 12, 2004 at 11:30 a.m. It will be held at The
Norfolk Club, 17 Upper King Street, Norwich NR3 1RB.
Creditors wishing to vote at the Meeting must lodge their proxy,
together with a full statement of account at the offices of
McTear Williams & Wood, 90 St. Faiths Lane, Norwich NR1 1NE not
later than 12:00 noon of March 11, 2004.
CONTACT: MCTEAR WILLIAMS & WOOD
90 St. Faiths Lane
Norwich NR1 1NE
Phone: 01603 877549
CORPORATE CATERING: Names Baker Tilly Administrator
---------------------------------------------------
Name of Company: Corporate Catering Company Limited
Nature of Business: Licensed Premises
Trade Classification: 48
Date of Appointment: February 25, 2004
Administrative Receiver: BAKER TILLY
1st Floor, 46 Clarendon Road,
Watford WD17 1JJ
Receivers:
Mark John Wilson
Tracey Elizabeth Callaghan
(IP Nos 008612, 008317)
CORUS GROUP: Conference Call on Full-year Results March 18
----------------------------------------------------------
Corus' results for the year ended January 3, 2004 will be
announced at 7:30 a.m., Thursday, March 18.
You are invited to attend or be represented at a presentation of
the results at 11:30 a.m. on March 18 at the Lincoln Centre, 18
Lincoln's Inn Fields, London WC2 with a link-up to Amsterdam
(Okura Hotel). The presentation will be given by Mr. Philippe
Varin, Chief Executive and Mr. David Lloyd, Finance Director.
There will be an opportunity for questions.
Picture Editors: there will be a photo call at 11:20 a.m. at the
same venue.
CONTACT: CORUS GROUP
Anne-Sophie Brieussel
Phone: +44 (0) 20 7717 4597
E-mail: anne-sophie.brieussel@corusgroup.com
COSMIC GLOBAL: Brings in Receiver from Tenon Recovery
-----------------------------------------------------
Name of Company: Cosmic Global Limited
Reg No 4678453
Nature of Business: Suppliers of Computer Software
Trade Classification: 36 Computer Services
Date of Appointment of Joint Administrative Receivers:
February 19,2004
Name of Person Appointing the Joint Administrative Receivers:
GMAC Commercial Finance Plc
Joint Administrative Receivers: TENON RECOVERY
Sherlock House, 73 Baker Street,
London W1U 6RD
Receivers:
Simon Robert Thomas
Steven John Parker
(Office Holder Nos 08920, 08989)
COUNTRYWEAR: Sharma & Co Appointed Administrator
------------------------------------------------
Name of Company: Countrywear By Lewis R. Lillie
Registered Office:
Aspect Court, 4 Temple Row, Birmingham B2 5HG
Nature of Business: Countrywear
Administration Order made: February 6, 2004
Administrator: SHARMA & CO
Aspect Court, 4 Temple Row,
Birmingham B2 5HG,
Contact:
G D Sharma
(Office Holder No 9145)
EARTHLY ARTEFACTS: Creditors Assembly Next Week
-----------------------------------------------
A Creditors Meeting is set for the Earthly Artefacts Limited
Company on March 17, 2004 at 11:00 a.m. It will be held at
Albany House, 18 Theydon Road, Clapton, London E5 9NZ.
A list of the names and addresses of the Company's Creditors
will be available for inspection, free of charge, on March 15
and 16, 2004 between 10:00 a.m. and 4:00 p.m. on the Albany
House, 18 Theydon Road, Clapton, London E5 9NZ.
By Order of the Board.
ELEVEN LIMITED: Meeting of Creditors Slated March 24
----------------------------------------------------
A Meeting of Creditors of the Eleven Limited Company will be
held on March 24, 2004 at 11:00 a.m. It will be held at the
Albany House, 18 Theydon Road, Clapton, London E5 9NZ.
A list of names and addresses of the Company's Creditors will be
available for inspection, free of charge, on March 22 and 23,
2004 at Albany House, 18 Theydon Road, Clapton, London E5 9NZ.
By Order of the Board.
EXPRESS TRANSACTIONS: Creditors Assembly Set March 19
-----------------------------------------------------
Notice is given to the Creditors of Express Transactions Limited
Company for their scheduled Meeting on March 19, 2004 at 2:00
p.m. It will be held at the Norfolk House, 82 Saxon Gate, West
Milton Keynes MK9 2DL.
A list of names and addresses of the Creditors of the Company
may be inspected at the offices of Elwell Watchorn & Saxton, 109
Swan Street, Sileby, Leicestershire LE12 7NN between 10:00 a.m.
and 4:00 p.m. on March 17 and 18, 2004.
FASGL REALISATIONS: Names KPMG Administrator
--------------------------------------------
Name of Companies:
FASGL Realisations Limited
FASL Realisations Limited
FASGSL Realisations Limited
Larkinair Limited
There will be a Creditors Meeting of these Companies on March
12, 2004 at 11:00 a.m. It will be held at the registered office
of KPMG, 2 Cornwall Street, Birmingham M3 2DL.
Creditors who want to be represented during the Meeting will
have to submit complete proxy form not later than 12:00 noon on
or before March 12, 2004 at KPMG, 2 Cornwall Street, Birmingham
M3 2DL.
Paul Andrew Flint, Mark Jeremy Orton, and Richard Dixon Fleming,
all of KPMG LLP, St. James's Square, Manchester M2 6DS are Joint
Administrators for these Companies.
CONTACT: KPMG LLP
St. James's Square,
Manchester M2 6DS
Contact:
Paul Andrew Flint, Joint Administrator
Mark Jeremy Orton, Joint Administrator
Richard Dixon Fleming, Joint Administrator
Phone: (0161) 838 4000
Fax: (0161) 838 4040
Web site: http://www.kpmg.co.uk
KPMG LLP
2 Cornwall Street,
Birmingham M3 2DL
Phone: (0121) 232 3000
Fax: (0121) 232 3500
Web site: http://www.kpmg.co.uk
FULLERTON LIMITED: Wind up Resolution Passed; Liquidator Named
--------------------------------------------------------------
Name of Companies:
Fullerton Limited
Kirk House Limited
Stone Prior Limited
Heatherlea Limited
Hortiack Limited
Lypiatt Limited
At Extraordinary General Meetings of these Companies on February
13, 2004 held at 12 Imperial Square, Cheltenham GL50 1QB, the
subjoined Special Resolutions to wind up the Companies were
passed.
Philip John Gorman, of Hazlewoods, Barnett Way, Barnwood,
Gloucester GL4 3RT is appointed Liquidator for the Companies.
CONTACT: HAZLEWOODS
Barnett Way,
Barnwood,
Gloucester GL4 3RT
Contact:
Philip John Gorman, Liquidator
Phone: +44 (0) 1452 634800
Fax: +44 (0) 1452 371900
Web site: http://www.hazlewoods.co.uk
HOLLINGER INC.: Jerusalem Post Bidding to Start by Month's End
--------------------------------------------------------------
Hollinger International Inc. is planning to sell its marquee
publication, Jerusalem Post, to CanWest Global Communications
according to the Asian Wall Street Journal.
The move comes after a Delaware court blocked efforts of ousted
Hollinger International CEO Conrad Black to sell his controlling
stake to David and Frederick Barclay. The court order enabled
Hollinger International's banker, Lazard LLC, to pursue a
separate plan to sell the company and its assets.
The Hollinger International, Chicago, said it is "pleased with
preliminary interest displayed in its properties," according to
the report. "A first round of bids is due by the end of March,"
a person familiar with the matter said.
Hollinger International's assets include London's Daily
Telegraph and the Chicago Sun-Times.
HOWARD ANDERSON: Hires PricewaterhouseCoopers Liquidator
--------------------------------------------------------
There will be a Meeting of the unsecured Creditors of the Howard
Anderson Limited Company (formerly Holden and Brooke Limited) in
March 26, 2004 at 11:00 a.m. It will be held at the
PricewaterhouseCoopers LLP, 101 Barbirolli Square, Lower Mosley
Street, Manchester M2 3PW.
Creditors must submit full details in writing of their debt
claims the Company due them to the Joint Administrative
Receivers, I D Green and M Horrocks not later than 12:00 noon on
or before March 25, 2004.
Creditors of the Company requiring copies of the Joint
Administrative Receivers' report may obtain it, free of charge
at PricewaterhouseCoopers LLP, 9 Bond Court, Leeds LS1 2SN.
CONTACT: PRICEWATERHOUSECOOPERS LLP
101 Barbirolli Square,
Lower Mosley Street,
Manchester M2 3PW
Phone: [44] (161) 236 9191
Fax: [44] (161) 247 4000 (ABAS)
245 2902/3/6/7 (TLS)
245 2910(MCS)
245 2905(FAS)
Web site: http://www.pwcglobal.com
PRICEWATERHOUSECOOPERS LLP
9 Bond Court,
Leeds LS1 2SN
Phone: [44] (113) 289 4000
Fax: [44] (113) 289 4460
Web site: http://www.pwcglobal.com
Company Address: 1 Miles Street
Manchester
M12 5BZ
Phone: 0161 274 2404
Web site: http://www.holden-brooke.com
*****
With over 200 years of combined experience in designing,
manufacturing, supplying and servicing pumps and pumping
equipment, Holden Brooke Pullen, under the ownership of Howard
Anderson Limited offers one of the most comprehensive ranges of
pumps, pumping systems and packages in the industry.
INSPIRATIONAL FURNITURE: Creditors Meeting Set March 19
-------------------------------------------------------
There will be a Creditors Meeting of the Inspirational Furniture
Limited Company on March 19, 2004 at 11:00 a.m. It will be held
at 1 City Square, Leeds LS1 2DP.
Creditors must submit in writing full details of the debt claim
the Company due them. This should be submitted not later than
12:00 noon on or before March 18, 2004 to the Joint
Administrator C. MacMillan.
INVENSYS PLC: Includes Revoked Notes in Tender Offer
----------------------------------------------------
(NOTE: Not for distribution in or into the United States or
Italy)
Acceptance notice
In connection with the tender offer announced on February 16,
2004 for EUR500,000,000 Medium Term Notes due April 1, 2005
issued by Invensys Plc (a public company incorporated in England
and Wales with limited liability under registered number 166023)
ISIN: XS0109640671:
Notice Is Hereby Given to the holders of Notes who tendered
Notes pursuant to the Tender Offer that, except for tenders of
Notes that have been revoked or cancelled by or with the
agreement of Invensys plc, all such tenders are accepted for
purchase. The aggregate amount of the Notes accepted for
purchase under the Tender Offer is EUR452,105,000. Settlement
will occur on March 8, 2004. This Notice is given by Invensys
PLC.
INVENSYS PLC: Deutsche Bank Provides New Senior Facilities
----------------------------------------------------------
On February 5, 2004, Invensys plc announced details of a GBP2.7
billion refinancing plan, consisting of a placing and open offer
of 2,187,363,013 new ordinary shares at a price of 21.5 pence
per share, an issue of senior notes and an arrangement of new
credit facilities, the senior notes and credit facilities
together totaling GBP2,250 million.
In relation to the Refinancing, Invensys announces that it has
on Friday entered into a new senior facilities agreement with
inter alia, Deutsche Bank AG London.
The new senior facilities consist of:
(a) A 5-year term loan for US$730 million;
(b) A 5-year and 6-month term loan for US$520 million and for
EUR134.2 million;
(c) A 5-year revolving credit facility for US$365 million;
(d) A 5-year bonding facility for US$730 million; and
(e) A 5-year and 9-month second lien facility for US$300 million
and for EUR150 million.
A copy of the New Senior Facilities Agreement will be available
for inspection during normal business hours at the offices of
Freshfields Bruckhaus Deringer, 65 Fleet Street, London EC4Y 1HS
on March 5, 2004.
Deutsche Bank AG London is acting as sole underwriter and
bookrunner of the new credit facilities and the issue of the
Senior Notes.
CONTACT: INVENSYS PLC
Victoria Scarth
Mike Davies
Phone: +44 (0) 20 7821 2121
DEUTSCHE BANK
Carl Tack
David Bugge
Charles Foreman
Phone: +44 (0) 20 7545 8000
INVENSYS PLC: Copy of Senior Notes Indenture Now Available
----------------------------------------------------------
On February 27, 2004, Invensys plc announced the pricing for the
senior note portion of a GBP2.7 billion refinancing plan.
Invensys announces that it has on Friday entered into an
indenture in respect of the senior notes with inter alia,
Deutsche Trustee Company Limited. The senior [were issued
Friday] and admission [was then] expected to occur on March 8,
2004.
A copy of the Indenture will be available for inspection during
normal business hours at the offices of Freshfields Bruckhaus
Deringer, 65 Fleet Street, London EC4Y 1HS on March 5, 2004.
Deutsche Bank AG London is acting as sole underwriter and
bookrunner of the new credit facilities and the issue of the
Senior Notes.
CONTACT: INVENSYS PLC
Victoria Scarth
Mike Davies
Phone: +44 (0) 20 7821 2121
DEUTSCHE BANK
Carl Tack
David Bugge
Charles Foreman
Phone: +44 (0) 20 7545 8000
KINGFISHER LEISURE: Appoints Ernst & Young Administrator
--------------------------------------------------------
Name of Company: Kingfisher Leisure Limited
Nature of Business: 5540-Bars
Trade Classification: 48-Licensed Premises
Date of Appointment: February 24, 2004
Joint Administrative Receiver: ERNST & YOUNG LLP
1 Colmore Row,
Birmingham B3 2DB
Receiver:
Ian Best
(IP No 8631)
ERNST & YOUNG LLP
1 More London Place,
London SE1 2AF
Receiver:
Alan Lovett
(IP No 6476)
ERNST & YOUNG LLP
100 Barbirolli Square,
Manchester M2 3EY
Receiver:
Simon Allport
(IP No 8763)
*****
Kingfisher Leisure PLC operates five medium-sized discotheques,
two entertainment bars and two McClusky's entertainment
bar/restaurants. The facilities are located in South and South
East of England.
LONDON CLUB: Bares GBP49 Million Rights Issue
---------------------------------------------
The Board [of London Clubs International] announces that it
proposes to raise approximately GBP49 million (net of expenses)
by way of a 1 for 2 Rights Issue of 73,692,413 New Ordinary
Shares at a price of 70 pence per Ordinary Share. The Rights
Issue will enable London Club International to participate in
the exciting opportunities presented by Deregulation. The
Board also announces the refinancing of its current debt
facilities conditional, inter alia, upon the successful
completion of the Rights Issue. The Board also proposes a long-
term incentive plan for executive directors and a number of
other key employees.
The Issue Price represents a discount of 40% to the middle-
market closing price of an Ordinary Share of 116.75 pence on
March 4, 2004, the last dealing day in the Ordinary Shares prior
to the date of this document. The New Ordinary Shares to be
issued under the Rights Issue, when fully paid, will rank in
full for any dividends declared, paid or made after the date of
this document, and otherwise pari passu with the Existing
Ordinary Shares.
The Rights Issue has been fully underwritten by Rothschild and
Panmure. Rothschild is acting as sponsor, financial adviser and
joint underwriter and Panmure is acting as broker and joint
underwriter in relation to the Rights Issue.
In view of the requirement to seek authority from Shareholders
to, inter alia, issue and allot the New Ordinary Shares to
implement the Rights Issue and to approve the proposed LTIP,
there will be an Extraordinary General Meeting of the Company
convened for March 29, 2004.
London Clubs International plc
London Club International has owned and operated casinos for
over 30 years and runs five casinos in London, namely 50 St
James Club, Les Ambassadeurs Club, the Rendezvous Casino,
The Sportsman Casino and the Golden Nugget Casino
London Club International has two regional casinos, The
Rendezvous Casino in Southend-on-Sea, which opened in April
2001, and The Rendezvous in Brighton, which opened in February
2002. London Club International has been granted a license for
a further casino in Manchester.
Internationally, London Club International operates three
casinos in Egypt (in the Ramses Hilton and the Nile Hilton in
Cairo, as well as in the Taba Hilton in Taba) and one in
South Africa (The Emerald Resort & Casino), as well as providing
consulting services to a casino operation in the Lebanon.
To see copy of refinancing plan:
http://bankrupt.com/misc/LondonClubs_Refinancing.htm
LONDON CLUB: Secures Life-saving Financing Arrangements
-------------------------------------------------------
[London Clubs International] has agreed a new GBP180.5 million
financing package fully underwritten by The Bank of Nova Scotia,
to refinance all of the Group's current debt facilities (other
than non-recourse facilities of the Company's South African
subsidiary) and repay and redeem in full the promissory notes
issued by the Company pursuant to note purchase agreements dated
30 June 1997.
The refinancing package includes GBP133 million of senior debt
loans with a maturity of five years, which includes a GBP38
million committed capital expenditure facility to fund in part
the Group's proposed expansion in accordance with its business
plan and a standby facility of up to GBP15 million as required
by the Gaming Board for Great Britain.
GBP18 million of the committed capital expenditure facility may
be drawn down in the first year. The refinancing package also
includes a subordinated debt facility of up to a maximum of
GBP47.5 million with a maturity of six years. In connection
with the subordinated facility, The Bank of Nova Scotia will be
granted warrants to acquire 3% of the share capital of the
Company following the Rights Issue exercisable at a price of 200
pence with a duration of eight years.
The warrants will not be exercisable until the first anniversary
of first drawdown under the subordinated facility.
The Company's new bank facilities are conditional on the receipt
of the proceeds of the Rights Issue and the satisfaction of
certain other conditions which, with the customary exception of
the standard opinion letter to be provided by the bank's lawyers
at closing, were either satisfied on or prior to the date of
this document or are within the control of the Company.
In addition, the Company's new bank facilities are conditional
upon no default continuing under the loan agreement on the date
of drawdown or resulting from the proposed loan (which would be
the case if there had been, inter alia, a material adverse
change in the financial condition, business or assets of any
Group company party to the arrangements, or if certain
representations made by the Group companies concerned were no
longer true).
If material adverse change or breach of representation occurred
after Admission, the Rights Issue would proceed but the
refinancing would not occur.
If the new financing arrangements are not completed, the Group
may suffer major constraints in its ability to finance its
operating requirements; if the Company is unable to replace its
existing facilities when they expire on 30 June 2004, the Group
will be dependent for its continuing solvency on the support of
its existing lenders. Without such support, the Group would not
have sufficient working capital after June 2004 and, as a
consequence, the Group would become insolvent.
The Company's lenders have supported the business through a
difficult trading period after the Aladdin investment, and have
historically extended its facilities when required at a time
when the Company's indebtedness was significantly more than at
present.
The disposals last year of the Palm Beach casino and the 50 St.
James freehold property have helped to reduce indebtedness.
Since that time, management has been working with The Bank of
Nova Scotia to put appropriate financing proposals in place to
help position the Company to take advantage of the opportunities
expected to arise from Deregulation, and the proposed facilities
recognize the capital requirement to exploit such an
opportunity.
Although the Directors believe that this is now an exciting time
for investment in the U.K. casino industry, it should be
stressed that there is no certainty that the existing facilities
would be extended in the event that the Rights Issue is not
successfully completed.
To see copy of refinancing plan:
http://bankrupt.com/misc/LondonClubs_Refinancing.htm
LONDON CLUB: Scraps Dividends Due to Profit and Loss Reserve Gap
----------------------------------------------------------------
Current Trading and Prospects
The outlook for London Club International's financial and
trading prospects remains unchanged since the release of its
interim results released on 28 September 2003, and the Directors
expect London Club International to achieve a satisfactory
result for the current financial year.
In London, at the top end of the market, Les Ambassadeurs has
continued to enjoy high levels of business, although levels of
win have been lower following exceptional trading levels in the
first half of the financial year.
Progress has been made in collecting the sums that were
outstanding at the end of the first half of the financial year
and further collection is anticipated to benefit this financial
year.
While there has been some delay in implementing London Club
International's original proposals at 50 St. James, the Group,
together with its joint venture partner Robert Earl, is about to
commence work on the planned refurbishment of the property.
It is anticipated that the completion of the project will be
towards the end of the summer this year.
London Club International's casinos in Southend-on-Sea and
Brighton continue to perform well, and the entertainment-based
product is helping to grow the business and expand market share.
Overseas, the operations in Egypt and South Africa have achieved
significant increases in business levels. The new casino at the
Nile Hilton continues to perform well and the Emerald Casino is
now making a significant contribution to the Group's profits.
The Company has a substantial deficit on its profit and loss
reserve in the balance sheet and would only be able to resume
paying dividends once substantial profits are earned to offset
the deficit, or if there was a substantial reduction in its
capital, which may require bank consent. As a result, the
Directors are unable to forecast when the Company will resume
paying a dividend.
To see copy of refinancing plan:
http://bankrupt.com/misc/LondonClubs_Refinancing.htm
LONDON CLUB: Faces April Deadline Related to Syndicate Deal
-----------------------------------------------------------
Aladdin Resort & Casino
The Directors are pleased to announce that they have concluded
all outstanding matters relating to the Company's investment in
Aladdin, which went into Chapter 11 proceedings under the
Bankruptcy Code in 2001. The Company will now be able to draw a
line under this difficult chapter in its history.
Aladdin Bank Syndicate Arrangements
In connection with the release of the Company from arrangements
made with the Aladdin Banks, the Company agreed in 2001 to issue
warrants to the Aladdin Banks, as outlined in the accounts for
the year ending 30 March 2003, to subscribe for 5% of the then
issued share capital of the Company at an exercise price which
has been calculated to be 19.25 pence (subject to adjustment in
certain circumstances including in connection with the Rights
Issue).
The Aladdin Banks were subsequently offered a right to receive a
cash alternative to the warrants. A majority of the Aladdin
Banks have elected to utilize that alternative. Accordingly,
while approximately GBP5 million has become payable in cash to
the Aladdin Banks by virtue of their elections, this has reduced
the number of Ordinary Shares subject to the warrants to
2,421,016 Ordinary Shares, representing 1.6% of the total number
of Ordinary Shares in issue as at March 4, 2004 (being the
latest practicable date prior to the publication of this
document).
The warrants are exercisable at any time, in whole or part, from
27 August 2004 until 27 February 2011. In the event that the
monies payable under the cash elections are not paid by 20 April
2004 or the Company's new bank financing arrangements are not
completed by such time, those banks that have elected for cash
have the contractual right to receive the appropriate number of
warrants instead. To the extent that the Aladdin Banks take the
warrants, the Company will have additional funds available to
it.
As part of the arrangements under which it agreed in 2001 to
issue warrants to the Aladdin Banks, the Company also agreed to
pay to them, in 2008, the lesser of $15 million and the amount
of the senior secured debt remaining unpaid in respect of
Aladdin. The Aladdin Banks have agreed to forgo this payment in
exchange for a cash payment of $2 million, also to be paid on 20
April 2004.
To see copy of refinancing plan:
http://bankrupt.com/misc/LondonClubs_Refinancing.htm
LONDON CLUB: Sells London Clubs Nevada for US$1
-----------------------------------------------
Nevada law imposes certain licensing and information
requirements on shareholders with holdings of 10% or more in
casino operators in Nevada. As part of the London Club's
efforts to fully withdraw from the jurisdiction of the Nevada
Gaming Commission and the Nevada State Gaming Control Board,
London Club International has completed the sale of LCNI, the
only member of the Group subject to the jurisdiction of the
Nevada Gaming Commission.
LCNI was an indirectly wholly owned subsidiary of London Club
International, which held approximately 40% of the common
membership interests in Aladdin.
Under the terms of the disposal, LCNI has been sold to Barlinroy
for a cash consideration of $1. Barlinroy is 100% owned by
three London Club International executive directors, namely
Barry Hardy, Linda Lillis and Roy Ramm. LCNI had negative net
assets as at 31 March 2003 and it has been dormant since Aladdin
went into insolvency. The sole purpose of this transaction is
to remove the obligation on shareholders in London Club
International with a shareholding of 10% or more to comply with
the requirements of Nevada law. This objective has now been
achieved. Completion of the sale of the shares in LCNI took
place on 20 February 2004. The directors named above are fully
indemnified by the Company against any claim that may at any
time be brought against any of them or any losses incurred by
them as a result of this transaction or the ownership of
Aladdin.
To see copy of refinancing plan:
http://bankrupt.com/misc/LondonClubs_Refinancing.htm
LONDON CLUB: Board to Propose New Long-term Incentive Plan
----------------------------------------------------------
The Board is also seeking Shareholders' approval at the
Extraordinary General Meeting for the introduction of a Long
Term Incentive Plan (LTIP) for executive directors and a number
of other key employees.
The Company intends to expand certain of its operations, and to
do so it will impose additional requirements on the skills of
its employees, particularly the executive directors and senior
employees. At the same time, the Company is aware that other
existing operators have expansion plans, and other companies,
some from the United States, are intending to enter the United
Kingdom casino market.
As a result, the Company anticipates that approaches may well be
made to a number of the Company's senior employees.
The Company's remuneration committee, in conjunction with
independent compensation and benefits' consultants have carried
out a review of the executive directors' remuneration packages,
and they have recommended the establishment of an effective long
term incentive arrangement.
Accordingly, it is proposed to introduce the LTIP to provide the
grant of deferred contingent rights to receive shares in the
Company at a cost equal to their nominal value, the first award
being made immediately following the completion of the Rights
Issue with later grants made on an annual or bi-annual basis, as
considered appropriate by the Company's remuneration committee.
Rules under the U.K. Gaming Act applicable to 15% shareholders
in casino companies
In the event that any shareholder in the Company acquires
additional Ordinary Shares so that its total holding exceeds 15%
of the issued share capital of the Company, all Group companies
holding casino licenses in Great Britain are required to apply
to the Gaming Board for Great Britain for certificates of
continuance to their existing certificates of consent to operate
casinos in Great Britain.
On 16 February 2004, the Company was informed that the Genting
Group had acquired Ordinary Shares, which took their total
holding of Ordinary Shares above 15%. As a result, all companies
of the Group holding casino licenses in Great Britain will be
required to apply to the Gaming Board for Great Britain for
certificates of continuance to their existing certificates of
consent to operate casinos.
The Directors, who are aware that the Genting Group hold or have
held interests in casinos in a number of other jurisdictions in
the U.S. and Australia, are not aware of any reason why such
certificates of continuance would not be granted. In the
unlikely event of difficulties in this regard, the Directors
would utilize the rights granted to them under the Articles of
Association of the Company to disenfranchise some or all of the
shares held by the Genting Group and, if necessary, require a
disposal of such shares.
To see copy of refinancing plan:
http://bankrupt.com/misc/LondonClubs_Refinancing.htm
CONTACT: LONDON CLUBS INTERNATIONAL PLC
Barry Hardy
Linda Lillis
Phone: +44 (0)20 7518 0000
ROTHSCHILD
Robert Leitao
Ben Davey
Phone: +44 (0)20 7280 5000
PANMURE GORDON
Gilbert Ellacombe
Andrew Godber
Phone: +44 (0)20 7187 2000
COLLEGE HILL ASSOCIATES
Matthew Smallwood
Justine Warren
Phone: +44 (0)20 7457 2020
MARCONI CORPORATION: Offers Senior Noteholders Juicy Terms
----------------------------------------------------------
Marconi Corporation plc (LSE: MONI; NASDAQ: MRCIY) announces
that it has given notice to the owners of its Senior Notes
pursuant to Section 3.02 of the Indenture dated as of May 19,
2003 made between the Company, the guarantors named therein and
the Law Debenture Trust Company of New York (the Trustee) that
pursuant to Section 3.07 of the Indenture $73.7 million
(approximately GBP40.3 million) aggregate principal amount of
Securities will be redeemed on March 18, 2004.
The redemption price shall be 110.0% of the principal amount of
the Redemption Securities redeemed plus 63 days accrued interest
to the Redemption Date. In line with the mechanism used for the
partial redemptions of the Junior Notes, a pool factor will be
applied to every holding. Further details of the pool factor to
be applied from the Redemption Date will be announced once the
pool factor has been confirmed by the Registrar.
This mandatory partial redemption has primarily resulted from
the release of the full balance of $68 million (approximately
GBP37 million) held within the Existing Performance Bond Escrow
Account (EPBEA).
As part of Marconi's financial restructuring, this balance was
lodged in the EPBEA to cover potential calls for collateral from
a number of Marconi's performance bond providers who had rights
to call for collateral, whether conditional or unconditional.
Under the terms of the escrow arrangement, the Board of Marconi
is permitted to request early release of amounts held in the
EPBEA that are considered to be in excess of expected collateral
calls.
Having reviewed the position, and given that no calls for
collateral have been received against the performance bonds
covered by the EPBEA, the Board of Marconi has taken the view
that the monies held in the escrow account should now be
released. In addition, this redemption includes the receipt of
$7 million (approximately GBP4 million) relating to the deferred
payment arising from finalization of the completion accounts
from the GDA sale and $7 million (approximately GBP4 million)
received on February 24, 2004 as a result of the partial
redemption of the Junior Notes repurchased on February 17, 2004.
As a consequence of the release of the$68 million from the
EPBEA, the $7 million already received following the partial
redemption of repurchased Junior Notes is included in this
Notice of Second Partial Redemption. The Group will receive a
further $33 million (approximately GBP18 million) following the
redemption of its remaining repurchased Junior Notes on March 8,
2004 and this will in turn trigger a further redemption of the
Senior Notes.
The paying agent with respect to the Redemption Securities is:
The Bank of New York One Canada Square, London E14 5AL England
Attention: Corporate Trust Office. Any queries in respect of
payment, pool factor or related matters should be directed to
Emma Wilkes at Bank of New York on (+44) 20 7964 7662, who are
the Registrar, the Depositary and the Paying Agent. On the
Redemption Date, the Redemption Price, together with accrued
interest and any Additional Amounts (as described in the
Indenture), will become due and payable. Unless the Company
defaults in making the redemption payment, the Redemption
Securities shall cease to bear interest from and after the
Redemption Date. The Redemption Securities will be cancelled
following redemption by the Company. (Exchange rate, GBP1 = USD
1.83)
About Marconi Corporation plc
Marconi Corporation plc is a global telecommunications
equipment, services and solutions company. The company's core
business is the provision of innovative and reliable optical
networks, broadband routing and switching and broadband access
technologies and services. The company's customer base includes
many of the world's largest telecommunications operators. The
company is listed on the London Stock Exchange under the symbol
MONI and on the Nasdaq under the symbol MRCIY. Additional
information about Marconi Corporation can be found at
http://www.marconi.com
CONTACT: MARCONI CORPORATION
Press Inquiries:
Joe Kelly
Phone: 0207 306 1771
E-mail: joe.kelly@marconi.com
David Beck
Phone: 0207 306 1490
E-mail: david.beck@marconi.com
Investor Inquiries:
Heather Green
Phone: 0207 306 1735
E-mail: heather.green@marconi.com
M.J.M. PATTERNS: Hires Poppleton & Appleby Liquidator
-----------------------------------------------------
At an Extraordinary General Meeting of the M.J.M. Patterns &
Castings Limited Company on February 12, 2004 held at the 35
Ludgate Hill, Birmingham B3 1EH, the subjoined Special
Resolution to wind up the Company was passed.
M T Coyne, of Poppleton & Appleby, 35 Ludgate Hill, Birmingham
B3 1EH, is appointed Liquidator for the Company.
CONTACT: POPPLETON & APPLEBY
35 Ludgate Hill,
Birmingham B3 1EH
Contact:
M T Coyne, Liquidator
PARKVIEW HOTEL: Calls in Liquidator from Crane & Partners
---------------------------------------------------------
At an Extraordinary General Meeting of the Parkview Hotel
(Bromley) Limited Company on February 24, 2004 held at the
Sussex House, 8-10 Homesdale Road, Bromley, Kent BR2 9LZ, the
subjoined Special Resolution to wind up the Company was passed.
Guy Charles David Harrison, of Crane & Partners, Sussex House,
8-10 Homesdale Road, Bromley, Kent BR2 9LZ, is appointed
Liquidator for the Company.
CONTACT: CRANE & PARTNERS
Sussex House,
8-10 Homesdale Road,
Bromley, Kent BR2 9LZ
Contact:
Guy Charles David Harrison, Liquidator
RANK GROUP: Hamish Dodds Joins Hard Rock as Chief Executive
-----------------------------------------------------------
The Rank Group Plc is pleased to announce the appointment of
Hamish Dodds as President and CEO of its Hard Rock division,
based in Orlando, Florida. He joins Hard Rock on March 8, 2004.
Hamish joins from CABCORP where he had been Chief Executive
Officer since 2002. CABCORP is the main PepsiCo bottler in
Central America, with over $400 million of annual revenues,
5,000 staff and operations across Central America.
Having graduated in 1979 and qualified as an accountant in 1981,
Hamish worked in a variety of industries before joining PepsiCo
in 1989 as Director of Planning. In the 13 years he was with
PepsiCo, he gained extensive experience including franchising,
joint ventures, and brand management from a number of roles
including Finance, General Management and Business Development
in Europe, the Middle East and the U.S.
Commenting on the appointment, Mike Smith, Chief Executive of
Rank, said: "I am delighted that Hamish has agreed to join the
Group and am confident that his considerable expertise in brand
and franchise management will prove invaluable as Hard Rock
enters its next phase of development."
CONTACT: THE RANK GROUP PLC
Press Inquiries:
Peter Reynolds
Phone: 020 7535 8000
THE MAITLAND CONSULTANCY
Suzanne Bartch
Phone: 020 7379 5151
WARDAERO COMPANY: Hires Liquidator from PricewaterhouseCoopers
--------------------------------------------------------------
The Members of the Wardaero Company pass the subjoined Special
Resolution to wind up the establishment last February 19, 2004.
Richard Setchim and Tim Walsh, of PricewaterhouseCoopers LLP,
Plumtree Court, London EC4A 4HT, are appointed Joint Liquidators
of the Company.
CONTACT: PRICEWATERHOUSECOOPERS LLP
Plumtree Court,
London EC4A 4HT
Contact:
Richard Setchim, Liquidator
Tim Walsh, Liquidator
Phone: [44] (20) 7583 5000
Fax: [44] (20) 7822 4652
Web site: http://www.pwcglobal.com
* Large Companies with Insolvent Balance Sheets
-----------------------------------------------
Shareholders Total Working
Equity Assets Capital
Ticker (US$MM) (US$MM) (US$MM)
------ ----------- ------ --------
AUSTRIA
-------
Libro A.G. (111) 174 (182)
BELGIUM
-------
Real Software REAL (110) 216 (10)
CZECH REPUBLIC
--------------
Ceskomoravska Kolben &
Danek Praha Holding (89) 192 (2,186)
DENMARK
-------
Elite Shipping (28) 101 19
FRANCE
------
Banque Nationale
de Paris Guyane (41) 352 N.A.
BSN Glasspack (101) 1,151 179
Bull S.A. BULP (760) 893 (130)
Compagnie Francaise de
l'Afrique Occidentale (65) 256 21
Cofidur S.A. (5) 102 19
Dollfus-Mieg & Co. DOLP (0) 187 28
European Computer System (110) 682 377
Grande Paroisse S.A. (927) 629 330
Immobiliere Hoteliere (68) 233 29
Pneumatiques Kleber S.A. (34) 480 139
SDR Picardie (135) 413 N.A.
Soderag (3) 404 N.A.
Sofal S.A. (305) 6,619 N.A.
Spie-Batignolles (16) 5,281 75
St Fiacre (FIN) (1) 111 (33)
Trouvay Cauvin TRCN (0) 134 10
Usines Chauson (23) 249 35
GERMANY
-------
Dortmunder
Actien-Brauerei DABG (13) 118 (29)
F.A. Guenther & Sohn A.G. GUSG (8) 111 N.A.
Kaufring A.G. KAUG (19) 151 (51)
Mania Technologi MNI (11) 101 (46)
Nordsee A.G. (8) 195 (31)
Schaltbau A.G. SLTG (16) 163 20
Vereinigter
Baubeschlag-Handel
Holding A.G. VBHG (24) 307 (63)
ITALY
-----
Binda S.p.A. BND (11) 129 (20)
Credito Fondiario
e Industriale S.p.A. CRF (200) 4,218 N.A.
NETHERLANDS
-----------
Baan Company N.V. BAAN (8) 610 46
Numico N.V. 2,030 454
United Pan-Euro Air UPC (5,266) 5,180 (8,730)
NORWAY
------
Pan Fish A.S.A. PAN (117) 806 (259)
Petroleum-Geo Services PGO (32) 2,963 (5,250)
POLAND
------
Animex S.A. (1) 108 (86)
Exbud Skanska S.A. EXBUF (9) 315 (330)
Mostostal Zabrze (6) 227 (366)
Stalexport S.A. (57) 229 (51)
RUSSIA
------
Kamchatskenergo 273 (7,870)
SPAIN
-----
Altos Hornos de Vizcaya S.A. (116) 1,283 (278)
Santana Motor S.A. (46) 223 41
Sniace S.A. (11) 128 (24)
Tableros de Fibras S.A. TFI (43) 2,107 125
SWITZERLAND
-----------
Kaba Holding A.G. KABZN (47) 572 278
UNITED KINGDOM
--------------
Abbot Mead Vickers (2) 168 (16)
Alldays Plc ALD (120) 252 (202)
Amey Plc AMY (49) 932 (47)
Bonded Coach
Holiday Group Plc (6) 188 (44)
Blenheim Group (153) 198 (34)
Booker Plc BKRUY (60) 1,298 (8)
Bradstock Group BDK (2) 269 5
Brent Walker Group (1,774) 867 (1,157)
British Nuclear Fuels Plc (2,627) 36,359 (1,948)
British Sky PLC 3,346 (144)
Center Parcs (UK)
Group Plc (77) 423 (227)
Compass Group CPG (668) 2,972 (298)
Costain Group COST (34) 329 (12)
Dawson Holdings DWSN (29) 142 (29)
Easynet Group Plc ESY (12) 332 53
Electrical and Music EMI
Industries Group (885) 3,053 (435)
Gallaher Group GLH (543) 6,304 148
Gartland Whalley (11) 145 (8)
Global Green Tech Group (156) 408 (18)
Heath Lambert
Fenchurch Group PLC (10) 4,109 (10)
HMV Group PLC HMV (211) 762 (66)
Intertek Testing Services ITRK (134) 425 67
IPC Media Ltd. (685) 254 16
Lambert Fenchurch Group (1) 1,827 3
Lattice Group (1,290) 12,410 (1,228)
Manchester City (17) 154 (21)
Misys PLC MSY (161) 949 41
Mytravel Group 2,551 (533)
Orange PLC ORNGF (594) 2,902 7
Rentokil Initial Plc RTO (1,130) 3,245 (68)
Saatchi & Saatchi SSI (119) 705 (41)
Seton Healthcare (11) 157 0
Telewest Communication 7,329 (3,770)
Yell Group PLC (196) 3,964 289
Each Tuesday edition of the TCR-Europe contains a list of
companies with insolvent balance sheets based on the latest
publicly available balance sheet available to our editors at the
time of publication. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell
short. Don't be fooled. Assets, for example, reported at
historical cost net of depreciation may understate the true
value of a firm's assets. A company may establish reserves on
its balance sheet for liabilities that may never materialize.
The prices at which equity securities trade in public market are
determined by more than a balance sheet solvency test.
*********
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., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA. Larri-Nil Veloso, Ma. Cristina Canson, and
Liv Arcipe, Editors.
Copyright 2004. 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 * * *