/raid1/www/Hosts/bankrupt/TCREUR_Public/041111.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
E U R O P E
Thursday, November 11, 2004, Vol. 5, No. 224
Headlines
A U S T R I A
VA TECHNOLOGIE: Blocking Siemens' Bid Won't Do Firm any Good
C Z E C H R E P U B L I C
TELESYSTEM INTERNATIONAL: To Buy Remaining Stake in Oskar
F R A N C E
ADELPRO SOCIETE: Indebtedness Forces Firm into Administration
VIVENDI UNIVERSAL: Third-quarter Revenues Up
G E R M A N Y
BERTELSMANN AG: Operating Profit Surges to EUR812 Million
DEWIND: Owner Finds Wind Turbine Business No Longer Viable
DIENSTLEISTUNGS-SERVICE: Creditors' Claims Due this Month
ENVESTRA GMBH: Gives Creditors Until Next Week to File Claims
E.S.O./G.F.G.: Munich Court Appoints Administrator
H. G. WALTER: Creditors Have Until Next Week to File Claims
INFINEON TECHNOLOGIES: Brings Software Solutions to India
INFINEON TECHNOLOGIES: 2004 Revenues, Earnings Up
INFINEON TECHNOLOGIES: Resolves License Dispute with ProMOS
K.E.K. KOMMUNIKATIONSAGENTUR: Under Bankruptcy Administration
LOOCK EISKREM: Administrator Takes over Operations
MEDIEN & TELEVISION: Creditors Meeting Set November
MG TECHNOLOGIES: To Miss Full-year Pre-tax Earnings Target
ROTE RADLER: Creditors' Claims Due Next Week
VENTURELLI-TRANSPORT: Hannover Court Appoints Administrator
I T A L Y
ALITALIA SPA: E.U. Decision on Rehab Plan Won't Come this Year
PARMALAT FINANZIARIA: BofA Wants All Cases Against Banks Joined
VOLARE GROUP: Minister Asks Shareholders to Reconsider Position
K A Z A K H S T A N
KAZTRANSOIL: Ratings Raised to 'BB+'; Outlook Stable
N E T H E R L A N D S
KONINKLIJKE AHOLD: Earns Upgrade on Improved Financial Footing
ROYAL AHOLD: To Relocate Headquarters to Amsterdam
UNITEDGLOBALCOM INC.: Reports US$70 Mln 3rd-quarter Net Loss
R U S S I A
AGRO-SERVICE: Insolvency Manager Takes over Helm
GLAZUNOVSKOYE BREAD: Orel Court Opens Bankruptcy Proceedings
KASIMOVSKOYE ENTERPRISE: Declared Insolvent
KHLEBO-DAROVSKOYE: Insolvency Manager to Temporarily Run Firm
KT ETS: Creditors Urged to File Claims
OAO MEGAFON: Gets 'BB-' Foreign Currency Rating from Fitch
SHEMURSHINSKAYA SEL-KHOZ-KHIMIYA: Declared Insolvent
TYUMEN-GAS: Trading House Succumbs to Bankruptcy
S W I T Z E R L A N D
CLARIANT AG: Bounces Back this Year with Strong 9-month Results
U N I T E D K I N G D O M
3I EUROPEAN: Board Recommends Liquidation; Calls EGM
ABBEY NATIONAL: Takeover by Santander Approved
AG SOLUTIONS: Hires Stoy Hayward as Liquidator
AVONBURY LIMITED: Members Final Meeting Set Next Month
BATES CUNNINGHAM: Names PricewaterhouseCoopers Liquidator
BRITISH SKY: Arranges New Revolving Credit Facility
BROMPTON LAND: Owners Agree to Wind up Business
CLEVELAND EUROPE: Calls Members Final General Meeting
COOPERS & LYBRAND: Sets Members Final Meeting December
CWMNI CIG: Creditors Meeting Next Week
DAVID LOW: Liquidator's Report Out Second Week of December
DB ARBITRAGE: Names KPMG Liquidator
DMR GROUP: Calls in Liquidator from BDO Stoy Hayward
FREERIDER (UK): Names Baker Tilly Administrator
HOUSE OF BATH: Hires Administrators from UHY Hacker Young
HYUNDAI PARTS: Final Meeting of Members Set December
INMARSAT INVESTMENTS: Rating Downgraded to 'B+'; Outlook Stable
INTERNET MUSIC: Revamps Current Shareholding Structure
IPV LIMITED: Appoints Numerica Administrator
JARVIS PLC: Division Loses Project to Build Schools
KELVIN ASSOCIATES: Final Meeting of Members Set
MARCONI CORPORATION: Reduces Operating Loss to GBP29 Million
MARKS & SPENCER: Unveils Long-term Strategic Decisions
MARKS & SPENCER: Sells Retail Financial Services to HSBC
MURRAY EMERGING: Appoints Liquidator from Ernst & Young
MYSTERIAN LIMITED: Liquidator Enters Firm
PERM-A-GLASS: Creditors, Members Appoint Liquidator
PITTARDS PLC: Expects Full-year Pre-tax Loss
PURBECK SEALED: Calls in Administrators from Mazars
SCOTT THOMSON: Liquidator to Present Final Report December
TRACKSIDE MANAGEMENT: Administrators from Stoy Hayward Move in
UNICREST DEVELOPMENT: Creditors' Meeting Set
WARTHOG PLC: Tiger Telematics Pays US$8.11 Mln for Subsidiaries
*********
=============
A U S T R I A
=============
VA TECHNOLOGIE: Blocking Siemens' Bid Won't Do Firm any Good
------------------------------------------------------------
VA Technologie AG said plans for the stand-alone, strategic
development of the VA TECH-Group is no longer realizable after
Siemens Austria announced its takeover intention. Siemens is to
become VA Technologie's largest shareholder.
The company warned there is danger of a damage of relations to
customers and cooperation-partners. In this respect the VA TECH
managing board asks the Austrian Takeover Commission to decide
for an immediate waiver of the blocking period of Siemens in the
interests of the group and its employees. A delay of the
takeover process will result in the danger of a severe,
irreversible damage for the company and its employees.
In case the take over commission agrees on an immediate lift of
the blocking period and a following take over bid by Siemens,
the planned capital increase of VA TECH is not feasible.
About VA Technologie AG
The listed VA Technologie AG (VA TECH) is a focused Technology
and Service Company that provides value to customers over the
entire plant life cycle. Leading international positions are
held in Metallurgy, Power Generation, Transmission and
Distribution and Infrastructure. In 2003, VA TECH achieved
sales of EUR3.8 billion according to IFRS with a work force of
17,478 employees.
CONTACT: VA TECHNOLOGIE AG
Lunzerstrasse 64
A-4031 Linz, Austria
Phone: +43-732-6986-9222
Fax: +43-732-6980-3416
Web site: http://www.vatech.co.at
Bettina Pepek
Press Officer
Phone: +43 1/89100-3400
Fax: +43 1/89100-4103
E-mail: bettina.pepek@vatech.at
Wolfgang Schwaiger
Communications and Investor Relations
Phone: +43 70/6986-9222
Fax: +43 70/6980-3416
E-mail: wolfgang.schwaiger@vatech.at
===========================
C Z E C H R E P U B L I C
===========================
TELESYSTEM INTERNATIONAL: To Buy Remaining Stake in Oskar
---------------------------------------------------------
Telesystem International Wireless Inc. entered into an agreement
in principle to acquire the 72.9% equity interest in Oskar
Holdings N.V. (Oskar Holdings) it did not already own from
certain private equity investors in exchange for 46 million
shares of TIW. Oskar Holdings is TIW's controlled subsidiary,
which holds 99.87% of Oskar Mobil a.s. (Oskar), its Czech mobile
operation.
This acquisition will allow TIW to fully benefit from Oskar's
future growth potential, said Bruno Ducharme, Chairman and Chief
Executive Officer of TIW. This transaction will also provide
for greater flexibility and full control over the future of
Oskar's strategic agenda added Mr. Ducharme. This will complete
the corporate simplification process initiated in 2003, pursuant
to which TIW will have acquired all shares held by financial
investors in all of its subsidiaries.
Launched by TIW in 2000, Oskar is the fastest growing mobile
operator in the Czech Republic with 1.75 million subscribers as
at September 30, 2004, up 21.5% from a year ago. With the
highest average revenue per user (ARPU)[1] in the Czech market,
Oskar has an estimated market share based on service revenues of
20% compared to 17% at the same period last year. 2004 has been
a milestone year for Oskar, with rapidly improving profitability
and cash flows, and having recently completed a very successful
debt refinancing.
The 72.9% equity interest in Oskar Holdings will be acquired
from certain private equity investors (collectively, the Selling
Shareholders), which include funds advised or managed by ABN
AMRO Capital, Advent International Corporation, AlpInvest
Partners, EMP Europe, the European Bank for Reconstruction and
Development, JP Morgan Partners, Mediatel Capital and Part'Com.
JP Morgan Partners and EMP Europe, two significant shareholders
of TIW, will receive respectively 17.4 million and 7.0 million
of the TIW shares issued in the transaction.
TIW will acquire 2,488,162 Class B shares of Oskar Holdings in
exchange for approximately 46 million shares of TIW,
representing an exchange ratio of 18.488. Upon closing, TIW
will increase its equity and voting interest in Oskar Holdings
from 27.1% and 52.7%, respectively, to 100%.
The terms of the agreement restrict the Selling Shareholders'
ability to resell or otherwise dispose of their TIW shares for a
period of 12 months following closing of the transaction. More
precisely the partial release from such lock-up will occur on
the first business day in each successive period of 45 days
starting from the closing of the transaction, as to 5%, 5%,
18.75%, 18.75%, 7.5%, 7.5%, 18.75% and 18.75%, respectively, of
their TIW shares on each release date. The Selling Shareholders
will obtain piggyback registration rights for their TIW shares.
TIW shares received by JP Morgan Partners and EMP Europe may
also be subject to certain additional restrictions as for their
sale in the open market.
The closing of the transaction remains subject to certain
conditions, including the execution of final documentation,
regulatory approvals and obtaining waivers from certain TIW
shareholders to enable the Selling Shareholders to benefit from
the piggyback registration rights. Closing is expected to take
place in the first quarter of 2005.
Upon closing of this transaction the number of TIW common shares
outstanding will increase from 168.3 million currently to 214.3
million.
About TIW
TIW (NASDAQ:TIWI) (TSX:TIW) is a leading provider of wireless
voice, data and short messaging services in Central and Eastern
Europe with over 6.1 million subscribers. TIW operates in
Romania through MobiFon S.A. under the brand name Connex and in
the Czech Republic through Oskar Mobil a.s. under the brand name
Oskar. TIW's shares are listed on NASDAQ (TIWI) and on the
Toronto Stock Exchange (TIW).
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[1] For the definition of average revenue per user (ARPU), its
limitations as a non-GAAP measure and reconciliation with
service revenues, please refer to quarterly results.
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
* * *
In June, Standard & Poor's Ratings Services placed its 'B-'
long-term corporate credit ratings on MobiFon Holdings
B.V. and Telesystem International Wireless Inc. on CreditWatch
with positive implications. Telesystem International owns 99.8%
of MobiFon Holdings, which in turn owns 63.5% of MobiFon S.A.,
Romania's largest cellular operator.
CONTACT: TELESYSTEM INTERNATIONAL WIRELESS INC.
1250 Rene-Levesque Blvd. W., 38th Fl.
Montreal, Quebec H3B 4W8, Canada
Phone: 514-673-8497
Fax: 514-673-8470
Web site: http://www.tiw.ca
Jacques Lacroix
Investor Relations
Phone: (514) 673-8466
E-mail: jlacroix@tiw.ca
===========
F R A N C E
===========
ADELPRO SOCIETE: Indebtedness Forces Firm into Administration
-------------------------------------------------------------
The commercial court of Saint-Etienne placed agricultural
plastic film manufacturer Adelpro into administration Wednesday,
Les Echos says.
Adelpro the soaring prices of raw materials for its financial
woes. The price of one of its major raw materials, polyethylene
pellets, has doubled since January. Management is currently
drafting a new business plan that calls for the sale of real
properties.
Just last year, the company acquired rival group Ribeyron,
increasing its turnover from EUR51 million to EUR90 million and
production to 65,000 tons of plastic films. The group also
booked EUR50 million in liabilities, EUR18 million of which are
debts.
Group President Michel Monnier and General Manager Bernard
Lemoine Adelpro established the company in 2001. Firminy-based
Adelpro has four establishments in the Loire and Haute-Loire.
It commands a market leader position in the field of
plascticulture and has strong positioning in technical films.
CONTACT: ADELPRO SOCIETE PAR ACTIONS SIMPLIFIEE
Rue du Pont Noir
42700 Firminy
VIVENDI UNIVERSAL: Third-quarter Revenues Up
--------------------------------------------
Vivendi Universal's consolidated revenues for the third quarter
of 2004 amounted to EUR4,703 million. On a comparable basis[1],
third quarter 2004 revenues for Vivendi Universal increased 6%,
and 7% at constant currency.
Vivendi Universal Entertainment (VUE) was deconsolidated as of
May 11, 2004 as the result of the closing of the NBC-Universal
transaction.
For the first nine months of 2004, Vivendi Universal reported
revenues of EUR16,094 million. On a comparable basis[1],
revenues were up 5% and 7% at constant currency.
This good performance was achieved through the return to revenue
growth at Universal Music Group and Canal+ Group and the
continued growth at SFR Cegetel Group and Maroc Telecom.
Canal+ Group (100% Economic Interest)
For the third quarter of 2004, Canal+ Group reported revenues of
EUR850 million. Neutralizing the effect of changes in scope of
consolidation, revenues were flat[2].
The revenues of French pay-television grew one percent. In
September, for the fourth consecutive month, the Canal+
portfolio (including individual, collective and French overseas
territories subscriptions) increased compared to the same period
in 2003. Besides, its advertising revenues continued to grow
over the period thanks to higher audience. In addition, the
quarter revenues were positively impacted by the performance of
CanalSatellite. In parallel, the period-on-period decrease in
revenues for the movie business was mainly due to the strong
performances of Working Titles films, such as Love Actually,
during the third quarter of 2003.
For the first nine months of 2004, Canal+ Group reported
revenues of EUR2,689 million. Neutralizing the effect of
changes in scope of consolidation, period-on-period growth came
to 4%[2]. The revenues of the Group's core business, French
pay-television, grew 3%. As highlighted for the quarter, in
September, for the fourth consecutive month, the Canal+
portfolio (including individual, collective and French overseas
territories subscriptions) increased compared to the same period
in 2003. In addition, the advertising revenues grew thanks to
the higher audience. Over the period, CanalSatellite revenues
grew strongly compared to the previous year.
In parallel, revenues for the Group's movie business increased
15%, driven by the releases of successful movies (Les Rivieres
Pourpres 2, Podium, Fahrenheit 9/11) and the good performances
on TV pre-sales of Les Rivieres Pourpres 2.
Universal Music Group (92% Economic Interest)
For the third quarter of 2004, Universal Music Group's (UMG's)
revenues of EUR1,164 million were 4% above last year with strong
sales growth in North America and the U.K. offsetting adverse
currency movements and market weakness in continental Europe,
Asia and Australia. At constant currency, revenues increased
8%.
Best sellers in the quarter were debut releases from Ashlee
Simpson, Young Buck and Jo Jo, the NOW 16 compilations in the
U.S. and an English language album from Hikaru Utada. Nelly
simultaneously released two new albums in the quarter that
debuted on the U.S. SoundScan[3] album chart at number 1 and
number 2, a feat that had only previously been achieved in 1991
by UMG recording artists Guns N' Roses.
In the U.S., total album units sold by the industry as measured
by SoundScan[3] increased 4% in the quarter versus last year
with UMG outperforming the market with a 10% increase in market
share to 31%.
For the first nine months of 2004, UMG's revenues of EUR3,233
million were 2% below last year primarily due to adverse
currency movements. On a constant currency basis, revenues were
up 3% with better than market performances particularly in North
America and the U.K. more than offsetting market weakness across
most of continental Europe, Asia and Australia and lower sales
in the Music Clubs and in Japan, where last year's success with
international repertoire was not repeated.
Sales of digitized music, including ring tones were EUR57
million representing approximately 2% of total revenue.
Best sellers included Guns N' Roses Greatest Hits, new releases
from D12, Kanye West and Ashlee Simpson and very strong
carryover sales from Black Eyed Peas and Hoobastank. Unit sales
of the top 15 best sellers were up 7% versus last year that
included the extraordinary sales of the debut release by 50
Cent.
Major new release for the remainder of the year include new
albums from Ashanti, Andrea Bocelli, Daniel Bedingfield, Busted,
Elton John, Eminem, Gwen Stefani, Rammstein and U2 in addition
to Greatest Hits from the Bee Gees, George Strait, Ronan
Keating, Shania Twain and Toby Keith.
Vivendi Universal Games (99% Economic Interest)
For the third quarter of 2004, Vivendi Universal Games' (VUG's)
revenues of EUR63 million were down against prior year by 18%
(down 14% at constant currency). Best sellers in the quarter
included the new release Crash Twinsanity, as well as steady
sales of Riddick and the strong continuation of last year's
highly successful Simpson's: Hit & Run. VUG's revenue decline
is due to a tough comparison against a very lucrative product
slate in 2003 including the September 2003 first release of
Simpson's: Hit & Run as well as the strong performances of
Warcraft III Expansion and Homeworld 2.
For the first nine months of 2004, VUG's revenues of EUR211
million were down against prior year by 33% (down 28% at
constant currency) due to a tough comparison against a strong
product line-up in 2003. Best sellers to date in 2004 included
new releases Van Helsing, Counterstrike: Condition Zero,
Baldur's Gate: Dark Alliance II and Riddick, and very strong
continuing sales of last year's highly successful Simpson's: Hit
& Run.
Major new releases for the remainder of the year will include
two highly anticipated games -- the North American and Korean
launch of the online massively multi-player game World of
Warcraft, as well as the global release of Half Life 2, the
sequel to one of the most critically acclaimed PC titles in
gaming history. Other major new releases include Leisure Suit
Larry: Magna Cum Laude, Men of Valor, Tribes: Vengeance and
Spyro: A Hero's Tail.
SFR Cegetel Group (approximately 56% Economic Interest)
SFR Cegetel Group consolidated revenues for the third quarter of
2004 increased by 13%, and 10% on a comparable basis[4], to
EUR2,188 million.
Mobile telephony achieved good performance with a revenue growth
of 9%[5] (and 11% on a comparable basis) to EUR1,906 million,
mainly reflecting the year on year increase in the customer base
combined with a favorable mix evolution.
Fixed telephony revenues increased by 44% to EUR282 million (and
5% on a comparable basis) mainly driven by growing retail and
wholesale broadband Internet.
For the first nine months of 2004, SFR Cegetel Group
consolidated revenues increased by 13%, and 12% on a comparable
basis[4], to EUR6,301 million.
Mobile telephony achieved a revenues growth of 10%[5] (and 12%
on a comparable basis) to EUR5,423 million, mainly reflecting
the year on year increase in the customer base combined with a
favorable mix evolution.
The improved customer mix to 60.4% of postpaid, against 56.9% in
the first nine months of 2003 combined with improved usage of
data services led to an increase of 2% of the annual rolling
blended ARPU[6] to EUR437.
Data revenues improved significantly up to 11% of network
revenue for the first nine months of 2004, compared to 8.5% on
the same period last year, mainly due to the increased volume of
SMS sent by SFR customers but also the positive contribution
from Vodafone Live! with more than 1,440,000 customers to the
multimedia service portal at the end of September 2004, only 11
months after launch.
Fixed telephony and Internet revenues increased by 41%[5] to
EUR878 million (and 7% on a comparable basis) mainly driven by
growing retail and wholesale broadband Internet along with
strong performances of Cegetel corporate division. The
corporate division just signed a 5-year deal of EUR60 million to
connect the IT networks of 2,000 premises at EDF and Gaz de
France.
Cegetel achieved also excellent performances on the broadband
Internet market during the third quarter of 2004 with 9%7 of
market net adds. Cegetel ends September with approximately
470,000 DSL customer lines including wholesale and more than
120,000 DSL retail customer lines.
Cegetel's effort to roll out a broadband Internet network since
the beginning of the year has also been translated into the
number of unbundled lines representing 15%[8] of French market
unbundled lines at end September 2004 against 7% at end June.
Maroc Telecom (35% Economic Interest)
For the third quarter of 2004, Maroc Telecom revenues amounted
to EUR440 million, up 14% (and up 12% at constant currency and
on a comparable basis[9]).
Mobile revenues achieved a very good performance with revenue
growth of 21% (+19% at constant currency and on a comparable
basis) driven by continuing growth of its customer base (+9%)
and a good performance of the prepaid ARPU[10].
Fixed telephony and Internet revenues decreased for the third
quarter by 1% (-2% at constant currency and on a comparable
basis). This decline is due to a tariff reduction on leased
lines prices applied retroactively back to January 1, 2004,
impacting mainly the level of services invoiced by the fixed
activity to the mobile one. Not taking into account this tariff
reduction, revenues increased by +4% mainly explained by higher
customer base compared to last year and a monthly fee tariff
increase as from August 1, 2004, compensating a decrease of the
average traffic by user.
For the first nine months of 2004, Maroc Telecom revenues
increased by 10% to EUR1,210 million (+12% at constant currency
on a comparable basis[9]).
Mobile revenues increased at the end of September by 18% (+19%
at constant currency on a comparable basis) driven by continuing
growth of its of its customer base (+19%), reaching 6 million
customers and a good performance of prepaid ARPU[10] in progress
of 1% (96% of customer base). Revenues growth was also
sustained by the handset sales linked to the acquisition of new
customers, the growth of roaming communication reflecting a good
tourist season, and the progress of incoming international
communications.
Fixed telephony and Internet revenues decreased by 3% (-2% at
constant currency on a comparable basis). Excluding the leased
lines tariff reduction, revenues increased by +2% explained by
higher customer base (reaching 1.3 million customers), incoming
international traffic, the success of ADSL, and despite a
decline of the average traffic by user.
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[1] Comparable basis essentially illustrates the effect of the
divestiture of Vivendi Universal Entertainment (VUE), of the
divestitures at Canal+ Group (Telepiu, Canal+ Nordic, Canal+
Benelux, etc.), VUP (Comareg and Atica & Scipione) and of
Vivendi Telecom Hungary, Kencell and Monaco Telecom, the
abandonment of Internet operations and includes the full
consolidation of Telecom Developpement at SFR Cegetel Group
and of Mauritel at Maroc Telecom as if these transactions
had occurred at the beginning of 2003. These revenues are
not necessarily indicative of the combined revenues that
would have occurred had the events actually occurred at the
beginning of 2003.
[2] Comparable basis essentially illustrates the effect of the
divestitures at Canal+ Group (Telepiu, Canal+ Nordic, Canal+
Benelux, etc.) as if these transactions had occurred at the
beginning of 2003.
[3] Vivendi Universal cannot vouch for the accuracy of SoundScan
data.
[4] Comparable basis illustrates the full consolidation of
Telecom Developpement as if the merger had occurred at the
beginning of 2003.
[5] Please note that because of the merger of SFR and Cegetel
Groupe S.A. and to better reflect the performances of each
separate businesses, SFR Cegetel Group has reallocated
holding and other revenues, which were previously reported
in the "fixed and other" line renamed "fixed and Internet",
to the "mobile" line. As a consequence, SFR Cegetel Group's
breakdown of results by business differs from figures
published in 2003.
[6] ARPU (Average Revenue Per User) is defined as revenues net
of promotions excluding roaming in and equipment sales
divided by average ART total customer base for the last
twelve months.
[7] Cegetel 2004 third quarter ADSL retail net sales divided by
market data disclosed by ART on October 15, 2004.
[8] Cegetel number of ADSL unbundled lines at end September
2004 divided by market data disclosed by ART on October
15, 2004.
[9] Comparable basis illustrates the effect of the full
consolidation of Mauritel as if it had occurred at the
beginning of 2003.
[10] Maroc Telecom ARPU (average revenue per user) is defined as
revenues (from incoming and outcoming calls and data
services), net of promotions, excluding roaming in and
equipment sales, divided by the average customer base over
the period.
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A full copy of Vivendi Universal's third-quarter results is
available free of charge at
http://bankrupt.com/misc/vivendi_3q2004.pdf.
CONTACT: VIVENDI UNIVERSAL S.A.
42 Avenue de Friedland
75380 Paris Cedex 08
Phone: +33-1-71-71-10-00
Fax: +33-1-71-71-10-01
Web site: http://www.vivendiuniversal.com
Media (Paris)
Antoine Lefort
Phone: +33 (0) 1 71 71 11 80
Agnes Vetillart
Phone: +33 (0) 1 71 71 30 82
Alain Delrieu
Phone: +33 (0) 1 71 71 10 86
Media (New York)
Flavie Lemarchand
Phone: +[1] 212.572.1118
Investor Relations (Paris)
Daniel Scolan
Phone: +33 (0) 171 71 32 91
Laurence Daniel
Phone: +33 (0) 171 71 12 33
Edouard Lassalle
Phone: +33 (0) 171 71 30 45
Investor Relations (New York)
Eileen McLaughlin
Phone: +[1] 212.572.8961
=============
G E R M A N Y
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BERTELSMANN AG: Operating Profit Surges to EUR812 Million
---------------------------------------------------------
Highlights
(a) Operating result rises to EUR812 million,
(b) Revenue growth at 1.9%,
(c) Revenue and earnings forecast for 2004 confirmed
Bertelsmann AG significantly increased its operating result in
the first nine months of the year 2004, from EUR375 million to
EUR812 million. Revenues rose by 1.9% to EUR12.0 billion
(previous year: EUR11.7 billion). Results continued to improve
in Q3/2004: Operating EBIT rose to EUR216 million (previous
year: EUR189 million). Revenues were stable at EUR3.8 billion.
Siegfried Luther, Bertelsmann's Deputy Chairman and Chief
Financial Officer, said: "Business has been very gratifying in
the year to date. We look to the fourth quarter with confidence
and continue to expect an improved operating result and slight
organic revenue growth for the year 2004 despite a restrained
economy."
Net income before minority interests rose considerably to EUR641
million (previous year: (EUR162 million). In Q3/2004, it
amounted to EUR91 million (previous year: EUR20 million). Since
January 1, 2004, Bertelsmann has applied IFRS 3. As a result of
this, regular amortization of goodwill no longer applies.
Special items made a clearly lower contribution to net income.
Special effects from the Sony BMG Music Entertainment joint
venture, which has been existing since August 1, 2004, are not
yet included in the third quarter.
Investments for the period under review totaled EUR588 million
(previous year: EUR590 million). Net financial debt has been
reduced by EUR158 million since December 31, 2003, to EUR662
million. Bertelsmann had 75,984 employees worldwide at
September 30, 2004 (December 31, 2003: 73,221).
Figures at a Glance (in EUR millions)
Jan 1, 2004 to Jan 1, 2003 to
Sep 30, 2004 Sep 30, 2003
(adjusted)
Revenues 11,956 11,733
Operating EBIT
by divisions 874 (62)
Corporate/Consolidation 485 (110)
Operating EBIT 812 375
Special items 237 648
EBIT (Earnings before
interest and taxes) 1,049 1,023
Regular amortization
of goodwill - (470)
Net interest (52) (89)
Other financial
expense and income (112) (147)
Taxes on income (244) (155)
Net income before
minority interests 641 162
Minority interests (120) (39)
Net income after
minority interests 521 123
Investments 588 590
At Sep 30, 2004 At Dec 31, 2003
Net financial debt 662 820
Employees 75,984 73,221
Definition of Operating EBIT: Operating EBIT refers to earnings
before financial result, taxes, amortization of goodwill and
special items. Under the new IFRS 3, regular amortization of
goodwill no longer applies. Operating EBIT is comparable to the
Operating EBITA index used in past reporting.
About Bertelsmann AG
The media company Bertelsmann commands globally leading
positions in the major markets. Its core business is the
creation of first-class media content. Bertelsmann includes RTL
Group, Europe's No. 1 in television and radio, as well as the
world's biggest book-publishing group, Random House, with more
than 100 publishing imprints (Alfred A. Knopf, Bantam,
Goldmann). Gruner + Jahr, the European No.1 in magazine
publishing (Stern, Geo, Capital) and Sony BMG Music
Entertainment with artists such as Anastacia, Alicia Keys,
Beyonce, Dido and Usher also stand for creativity and powerful
brands.
Bertelsmann's direct-to-customer businesses are bundled in
Direct Group: book and music clubs with more than 30 million
members all over the world. The Arvato division bundles the
group's media services, which include the expanding units Arvato
Logistics Services and Arvato Direct Services (distribution,
service centers, customer relationship management), along with
state-of-the-art printers, storage media production and
comprehensive IT-services.
CONTACT: BERTELSMANN AG
Oliver Herrgesell
Senior Vice President Media Relations
Phone: +49 - 52 41 - 80 24 66
E-mail: oliver.herrgesell@bertelsmann.com
DEWIND: Owner Finds Wind Turbine Business No Longer Viable
----------------------------------------------------------
FKI plc is proposing to exit the DeWind turbine business it
acquired in 2002.
A number of recent developments have had a material adverse
impact on the market position of DeWind and its operating model.
The rapid consolidation of wind turbine manufacturers and the
increasing influence of major wind power developers have
significantly increased competitive pressures. The major
impacts can be seen in continually reducing turbine prices,
increasingly onerous contract terms and conditions and higher
levels of investment in new product and inventory. As a
consequence, the cash commitments required, particularly for
small turbine manufacturers, have increased significantly.
In addition, the decline in DeWind's traditional market in
Germany has led to a much weakened market position. Given the
changing market dynamics and DeWind's current position, FKI has,
on detailed analysis, decided not to invest further funds to
develop this business.
It is intended that, as part of an orderly rundown of the
activities, existing customer commitments will be met and some
new transactions accepted.
Discussions, already ongoing, to seek technology transfer
agreements with interested parties, notably in the Far East will
continue.
In the year to March 2004 DeWind made an operating loss of
GBP6.3 million. The full detailed financial impact of the
proposed withdrawal is still being assessed but it is
anticipated that exceptional charges will not be more than GBP90
million, of which GBP45 million will represent the write-off of
goodwill. The cash cost of exit is currently estimated at GBP20
million and will be spread over several years. The impact will
be mitigated by any proceeds from the sale of inventory and by
any income from technology agreements.
Consultation with employees will begin immediately regarding
potential redundancies in Germany and the U.K. DeWind currently
employs 316 people, including approximately 130 service and
support staff. The proposal is to provide ongoing customer
support from a service organization based in Germany.
FKI Chief Executive, Paul Heiden, said: "At the January 2004
Strategic Review I described the wind turbine business as a
high-risk but potentially high-reward venture. During the past
twelve months, however, a number of issues have weakened
DeWind's position and delayed or impaired its growth
opportunities. Now, product development and the ramp-up in
inventories to address future sales opportunities require
further significant investments.
"The Board does not believe a material cash commitment is
justified by the risk profile and potential returns of the wind
turbine business and hence believes that the proposed withdrawal
is in the best interests of shareholders."
* * *
DeWind designs and sells a range of wind turbines (600 kW to
2MW) and has installed 513 turbines representing 450MW of wind
power. The business's headquarters are in Lubeck, Germany.
FKI acquired the DeWind business in July 2002 for a total cost
of GBP23 million. To the end of March 2004, a further GBP43
million of cash had been invested in either working capital or
through trading losses. Operating losses amounted to GBP4.2
million in 2002/03 and GBP6.3 million in 2003/04. As previously
notified, losses in the first half of the current financial year
are expected to have exceeded those in the comparable period
last year.
CONTACT: FKI PLC
Phone: 020 7832 0000
Paul Heiden, Chief Executive
Neil Bamford, Finance Director
BRUNSWICK
Phone: 020 7404 5959
Mike Smith
William Cullum
Catherine Hicks
DIENSTLEISTUNGS-SERVICE: Creditors' Claims Due this Month
---------------------------------------------------------
The district court of Halle-Saalkreis opened bankruptcy
proceedings against Dienstleistungs-Service GmbH on Oct. 7.
Consequently, all pending proceedings against the company have
been automatically stayed. Creditors have until Nov. 23, 2004
to register their claims with court-appointed provisional
administrator Rudiger Weiss.
Creditors and other interested parties are encouraged to attend
the meeting on Dec. 21, 2004, 1:00 p.m. at Saal 1.043,
Justizzentrum, Thuringer Str. 16, 06112 Halle at which time the
administrator will present his first report of the insolvency
proceedings. The court will also verify the claims set out in
the administrator's report during this meeting, while creditors
may constitute a creditors committee and or opt to appoint a new
insolvency manager.
CONTACT: DIENSTLEISTUNGS-SERVICE GMBH
Marktgasse 1, 06295 Eisleben
Contact:
Hans-Jurgen Skoda, Manager
Goldgasse 9, 06295 Hedersleben
Rudiger Weiss, Insolvency Manager
Franckestr. 3, 06110 Halle
Phone: 0345/614080
Fax: 0345/6140810
ENVESTRA GMBH: Gives Creditors Until Next Week to File Claims
-------------------------------------------------------------
The district court of Munich opened bankruptcy proceedings
against envestra GmbH on Oct. 1. Consequently, all pending
proceedings against the company have been automatically stayed.
Creditors have until Nov. 20, 2004 to register their claims with
court-appointed provisional administrator Claus-Peter Langer.
Creditors and other interested parties are encouraged to attend
the meeting on Dec. 16, 2004, 9:00 a.m. at Infanteriestr. 5,
Sitzungssaal 102 at which time the administrator will present
his first report of the insolvency proceedings. The court will
also verify the claims set out in the administrator's report
during this meeting, while creditors may constitute a creditors
committee and or opt to appoint a new insolvency manager.
CONTACT: ENVESTRA GMBH
Kantstr. 2 in 80807 Munchen
Claus-Peter Langer, Insolvency Manager
Herzog-Wilhelm-Str. 17, 80331 Munchen
Phone: 236858-0
Fax: 2603440
E.S.O./G.F.G.: Munich Court Appoints Administrator
--------------------------------------------------
The district court of Munich opened bankruptcy proceedings
against E.S.O./G.F.G. Grundstucks- u. Vermogensverwaltungs GmbH
on Oct. 5. Consequently, all pending proceedings against the
company have been automatically stayed. Creditors have until
Dec. 9, 2004 to register their claims with court-appointed
provisional administrator Peter C. Darr.
Creditors and other interested parties are encouraged to attend
the meeting on Jan. 13, 2005, 8:30 a.m. at Infanteriestr. 5,
Sitzungssaal 102 at which time the administrator will present
his first report of the insolvency proceedings. The court will
also verify the claims set out in the administrator's report
during this meeting, while creditors may constitute a creditors
committee and or opt to appoint a new insolvency manager.
CONTACT: E.S.O./G.F.G. GRUNDSTUCKS- U. VERMOGENSVERWALTUNGS
GMBH
Jagerweg 16 in 85667 Oberpframmern
Peter C. Darr, Insolvency Manager
Candidplatz 13, 81543 Munchen
Phone: 089/61469638
Fax: 089/61469666
H. G. WALTER: Creditors Have Until Next Week to File Claims
-----------------------------------------------------------
The district court of Celle opened bankruptcy proceedings
against H. G. Walter GALA -- Garten und Landschaftsbau -- GmbH
on Oct. 13. Consequently, all pending proceedings against the
company have been automatically stayed. Creditors have until
Nov. 15, 2004 to register their claims with court-appointed
provisional administrator Karl-Heinz Blaha.
Creditors and other interested parties are encouraged to attend
the meeting on Nov. 25, 2004, 9:00 a.m. at Saal 014,
Erdgeschoss, Amtsgericht Celle, Nebenstelle, Muhlenstrasse 4,
29221 Celle at which time the administrator will present his
first report of the insolvency proceedings. The court will also
verify the claims set out in the administrator's report during
this meeting, while creditors may constitute a creditors
committee and or opt to appoint a new insolvency manager.
CONTACT: H. G. WALTER GALA GMBH
Alter Weg 12, 29342 Wienhausen-Offensen
Contact:
Horst-Gunter Walter, Manager
Karl-Heinz Blaha, Insolvency Manager
Bahnhofstr. 30 A, 29221 Celle
Phone: 05141/28011
Fax: 05141/24722
INFINEON TECHNOLOGIES: Brings Software Solutions to India
---------------------------------------------------------
Infineon Technologies AG is setting up Corporate Software (CS)
Group in Bangalore, India. The Corporate Software Group will
play a critical role in positioning Infineon as a supplier of
high quality and reliable software solutions for semiconductors.
The Group will be responsible for software strategy, execution
and ensuring all global governance functions such as quality
assurance and quality standards, internal Infineon software
processes, the selection and support of partners and the
software portfolio.
The Corporate Software Group will supply leading edge software
competency in the domains of wireless communications (handset
and infrastructure), wireline communications and automotive &
industry and is currently engaged in developing low level
drivers, building of protocols, applications and integration of
these with hardware, firmware and device drivers to enable the
company to deliver complete reference designs.
Infineon has appointed Mr. Santanagopalan Surya as Senior Vice
President and Head of Corporate Software (CS) of Infineon
Technologies AG, Munich, Germany and Managing Director of
Infineon Technologies India Private Limited. Thomas Simonis,
also Managing Director of Infineon India will oversee the
business operations.
Prior to joining Infineon Technologies, was Surya Managing
Director at Motorola Malaysia. His primary responsibility was
setting up of a software division for Motorola in Malaysia. In
addition, Surya was responsible for Motorola's software
operations in ten countries spanning four continents.
About Infineon
Infineon Technologies AG, Munich, Germany, (FSE/NYSE: IFX)
offers semiconductor and system solutions for the automotive and
industrial sectors, for applications in the wired communications
markets, secure mobile solutions as well as memory products.
With a global presence, Infineon operates in the U.S. from San
Jose, CA, in the Asia-Pacific region from Singapore and in Japan
from Tokyo. In fiscal year 2004 (ending September), the company
achieved sales of EUR7.19 billion with about 35,600 employees
worldwide. Infineon is listed on the DAX index of the Frankfurt
Stock Exchange and on the New York Stock Exchange (ticker
symbol: IFX). Information Number: INFXX200411.016
CONTACT: INFINEON TECHNOLOGIES
P.O. Box 80 09 49
D-81609 Muenchen, Germany
Web site: http://www.infineon.com
Media Relations
Gunter Gaugler
Phone: +49-89-234-28481
Fax: +49-89-234-28482
E-mail: guenter.gaugler@infineon.com
U.S.A.
Christoph Liedtke
Phone: +1-408-501 6790
Fax: +1-408-501 2424
E-mail: christoph.liedtke@infineon.com
Asia
Kaye Lim
Phone: +65-6840-0689
Fax: +65-6840-0073
E-mail: kaye.lim@infineon.com
Japan
Hirotaka Shiroguchi
Phone: +81-3-5449-6795
Fax: +81-3-5449-6401
E-mail: hirotaka.shiroguchi@infineon.com
Investors and Analysts based in Europe please contact:
Phone: +49-89-234 26655
E-mail: investor.relations@infineon.com
INFINEON TECHNOLOGIES: 2004 Revenues, Earnings Up
-------------------------------------------------
Results Highlights
(a) Fourth quarter revenues were EUR1.99 billion, up 4%
sequentially, reflecting higher sales in all segments,
except Memory Products.
(b) Net income in the fourth quarter was EUR44 million, up
from a net loss of EUR56 million sequentially; fourth
quarter EBIT increased to EUR113 million, up from EUR2
million in the prior quarter. EBIT was negatively affected
by impairment and antitrust related charges of EUR132
million in the fourth quarter compared to EUR186 million in
the prior quarter.
(c) Fiscal year 2004 revenues were EUR7.19 billion, up 17%
year-on-year, reflecting higher demand in all
segments but Wireline Communications.
(d) Net income for fiscal year 2004 was EUR61 million, up from a
net loss of EUR435 million last year; EBIT increased to
EUR256 million in fiscal year 2004, up from an EBIT loss of
EUR299 million in 2003, despite impairment and antitrust
related charges of EUR345 million in fiscal year 2004
compared to EUR126 million in fiscal year 2003.
(e) For fiscal year 2004, cash flow from operations increased to
EUR1.86 billion, up from EUR730 million in 2003. Free cash
flow in 2004 was EUR206 million, significantly improved from
a negative EUR53 million in 2003.
In EUR million 3 months 3 months + /- in %
ended ended sequential
Sep 30, 2004 June 30, 2004
Revenues 1,993 1,908 +4%
Net income (loss) 44 (56) +++
EBIT 113 2 +++
Earnings (loss)
per share
(in Euro) 0.06 (0.08) +++
In EURmillion 3 months + /- in %
Ended year-on-year
Sep 30, 2004
Revenues 1,756 +13%
Net income (loss) 49 -10%
EBIT 67 +69%
Earnings (loss)
per share
(in Euro) 0.07 -14%
In the fourth quarter of fiscal year 2004, revenues increased in
all logic segments. Growth was primarily driven by strong
seasonal demand for mobile solution products of the Secure
Mobile Solutions segment, as well as continued strength in the
Automotive & Industrial segment. All Infineon segments other
than Wireline Communications recorded improved EBIT for the
quarter, due to increased productivity and higher sales volumes.
In Euro million Year ended Year ended +/- in %
Sep 30, 2003 Sep 30, 2004
Revenues 7,195 6,152 +17%
Net income (loss) 61 (435) +++
EBIT 256 (299) +++
Earnings (loss) per
share (in Euro) 0.08 (0.60) +++
In fiscal year 2004, Infineon increased revenues sequentially in
each quarter. This improvement was driven by steadily
increasing sales volumes combined with a more stable pricing
environment in all segments except Wireline Communications. In
addition, significant manufacturing cost reductions were
achieved, resulting in the EBIT improvement of EUR555 million
despite charges of EUR209 million in connection with U.S. and
European DRAM antitrust investigations and related potential
civil claims, and impairment charges of EUR136 million.
Corresponding charges for these items in fiscal year 2003 were
EUR126 million, principally for impairment.
In fiscal year 2004, the company's effective tax rate increased
mainly due to higher non-deductible expenses and additional
valuation allowances.
"We were able to strongly increase revenues and operating cash
flow during the last fiscal year but are not satisfied with the
earnings," said Dr. Wolfgang Ziebart, CEO and President of
Infineon Technologies AG. "Our primary goal for the upcoming
years is to improve productivity and increase efficiency while
containing our cost base. I am convinced of Infineon's
extraordinary know-how, innovational strengths, and the
competence of our employees. These factors, combined with the
competitive position we currently have, provide a solid base to
achieve this goal."
Improved Cash Flow in Fiscal Year 2004
Free cash flow in fiscal year 2004 significantly improved to
EUR206 million, increasing from a negative EUR53 million in the
previous year. The improved free cash flow reflected an
increase in cash flows generated from operation s in fiscal year
2004 to EUR1.86 billion compared to EUR730 million in 2003,
partially offset by cash used for investing activities
increasing to EUR1.65 billion (excluding net purchases of
marketable securities) in fiscal year 2004, up from EUR783
million in 2003. Infineon's net cash position at the end of
fiscal year 2004 amounted to EUR548 million, increasing from
EUR261 million as of September 30, 2003. During the year, the
company redeemed a notional amount of EUR360 million of the
subordinated convertible bonds, due 2007.
In the fourth quarter of fiscal year 2004, free cash flow
decreased to EUR70 million from EUR146 million in the previous
quarter, principally reflecting increased capital expenditures.
Employee Data
As of September 30, 2004, Infineon had approximately 35,600
employees worldwide, including approximately 7,200 engaged in
Research and Development.
Outlook for the First Quarter of Fiscal Year 2005
Infineon sees signs of a slowdown in several of its application
segments during the first quarter of fiscal year 2005. In these
markets, inventory levels have gone up as compared to the
previous quarters. On average, industry experts forecast a
reduction of the rate of growth of the worldwide semiconductor
market from nearly 30% based on U.S. dollars during calendar
year 2004 to a single-digit rate of growth during calendar year
2005. This projection implies stagnation in the industry when
looking at sequential average growth for the quarters of fiscal
year 2005.
"During fiscal year 2004, we were able to benefit from the
improved market conditions in the worldwide semiconductor
industry. Without the impairment and antitrust related charges,
fiscal year 2004 would have been more profitable for Infineon,"
commented Dr. Ziebart. "In fiscal year 2004, we showed a revenue
improvement for every quarter. But now we have to prepare
ourselves for a slowdown."
A full copy of this press release is available free of charge at
http://bankrupt.com/misc/Infineon_4Q2004.pdf.
CONTACT: INFINEON TECHNOLOGIES
Media Relations Corporate:
Worldwide Headquarters
Barbara Reif
Phone: +49 89 234 20166 / 28482
E-mail: barbara.reif@infineon.com
U.S.A.
Christoph Liedtke
Phone: +1 408 501 6790 / 2424
E-mail: christoph.liedtke@infineon.com
Asia
Kaye Lim
Phone: +65 6840 0689 / 0073
E-mail: kaye.lim@infineon.com
Japan
Hirotaka Shiroguchi
Phone: +81 3 5449 6795 / 6401
E-mail: hirotaka.shiroguchi@infineon.com
Investor Relations
EU/APAC
Phone: +49 89 234 26655
U.S.A./CAN Phone: +1 408 501 6800
E-mail: investor.relations@infineon.com
INFINEON TECHNOLOGIES: Resolves License Dispute with ProMOS
-----------------------------------------------------------
Infineon Technologies AG and ProMOS Technologies Inc. reached an
agreement regarding ProMOS' license of Infineon's DRAM
technologies transferred to ProMOS. The S17 to S12 License
Agreement of 2000, as now amended, remains in effect. ProMOS
has been, and continues in the future to be, licensed to produce
and sell products using the technologies transferred from
Infineon, and to develop its own processes and products. As
full consideration for the ongoing license for use of Infineon's
technologies, ProMOS will pay Infineon US$156 million in four
installments over a period through April 30, 2006, of which
Infineon's accrued payable for DRAM products purchased from
ProMOS of US$36 million will be offset.
Disagreements that previously arose as to the license granted to
ProMOS are now no longer relevant. All claims (including
litigations, arbitration or other complaints) raised by both
sides are being withdrawn. Infineon will recognize the relevant
license income in the three months ending December 31, 2004.
About Infineon
Infineon Technologies AG, Munich, Germany, (FSE/NYSE: IFX)
offers semiconductor and system solutions for the automotive and
industrial sectors, for applications in the wired communications
markets, secure mobile solutions as well as memory products.
With a global presence, Infineon operates in the U.S. from San
Jose, CA, in the Asia-Pacific region from Singapore and in Japan
from Tokyo. In fiscal year 2004 (ending September), the company
achieved sales of EUR7.19 billion with about 35,600 employees
worldwide. Infineon is listed on the DAX index of the Frankfurt
Stock Exchange and on the New York Stock Exchange (ticker
symbol: IFX). Information Number: INFXX200411.010
CONTACT: INFINEON TECHNOLOGIES
P.O. Box 80 09 49
D-81609 Muenchen, Germany
Web site: http://www.infineon.com.
Media Relations
Gunter Gaugler
Phone: +49-89-234-28481
Fax: +49-89-234-28482
E-mail: guenter.gaugler@infineon.com
U.S.A.
Christoph Liedtke
Phone: +1-408-501 6790
Fax: +1-408-501 2424
E-mail: christoph.liedtke@infineon.com
Asia
Kaye Lim
Phone: +65-6840-0689
Fax: +65-6840-0073
E-mail: kaye.lim@infineon.com
Japan
Hirotaka Shiroguchi
Phone: +81-3-5449-6795
Fax: +81-3-5449-6401
E-mail: hirotaka.shiroguchi@infineon.com
Investors and Analysts based in Europe please contact:
Phone: +49-89-234 26655
E-mail: investor.relations@infineon.com
K.E.K. KOMMUNIKATIONSAGENTUR: Under Bankruptcy Administration
-------------------------------------------------------------
The district court of Munich opened bankruptcy proceedings
against K.E.K. Kommunikationsagentur GmbH Marketing und Werbung
on Oct. 1. Consequently, all pending proceedings against the
company have been automatically stayed. Creditors have until
Nov. 30, 2004 to register their claims with court-appointed
provisional administrator Martin Manstein.
Creditors and other interested parties are encouraged to attend
the meeting on Jan. 11, 2005, 8:30 a.m. at Infanteriestr. 5,
Sitzungssaal 102 at which time the administrator will present
his first report of the insolvency proceedings. The court will
also verify the claims set out in the administrator's report
during this meeting, while creditors may constitute a creditors
committee and or opt to appoint a new insolvency manager.
CONTACT: K.E.K. KOMMUNIKATIONSAGENTUR GMBH MARKETING UND
WERBUNG
Wagmullerstr. 16 in 80538 Munchen
Martin Manstein, Insolvency Manager
Maximiliansplatz 22, 80333 Munchen
Phone: 089/211115-00
Fax: 089/211115-55
LOOCK EISKREM: Administrator Takes over Operations
--------------------------------------------------
The district court of Munster opened bankruptcy proceedings
against Loock Eiskrem & Tiefkuhlprodukte GmbH on Oct. 19.
Consequently, all pending proceedings against the company have
been automatically stayed. Creditors have until Dec. 23, 2004
to register their claims with court-appointed provisional
administrator Andreas Sontopski.
Creditors and other interested parties are encouraged to attend
the meeting on Jan. 13, 2005, 11:45 a.m. at the district court
of Munster, Gebaudeteil Eingang B, Gerichtsstrasse 2 - 6, 48149
Munster, I., Saal 101 B at which time the administrator will
present his first report of the insolvency proceedings. The
court will also verify the claims set out in the administrator's
report during this meeting, while creditors may constitute a
creditors committee and or opt to appoint a new insolvency
manager.
CONTACT: LOOCK EISKREM & TIEFKUHLPRODUKTE GMBH
Huttruper Heide 71-81, 46268 Greven
Contact:
Andreas Loock, Manager
Dirk Loock, Manager
Andreas Sontopski, Insolvency Manager
Gnoiener Platz 1, 48493 Wettringen
Phone: 02557/9384-0
Fax: +492557938450
MEDIEN & TELEVISION: Creditors Meeting Set November
---------------------------------------------------
The district court of Munich opened bankruptcy proceedings
against Medien & Television Munchen GmbH on Oct. 1.
Consequently, all pending proceedings against the company have
been automatically stayed. Creditors have until Nov. 20, 2004
to register their claims with court-appointed provisional
administrator Josef Nachmann.
Creditors and other interested parties are encouraged to attend
the meeting on Nov. 23, 2004 at Infanteriestr. 5, Sitzungssaal
102 at which time the administrator will present his first
report of the insolvency proceedings. The court will verify the
claims set out in the administrator's report on Dec. 21, 2004,
9:20 a.m. at the same venue.
CONTACT: MEDIEN & TELEVISION MUNCHEN GMBH
Siegfriedstr. 8 in 80803 Munchen
Josef Nachmann, Insolvency Manager
Theatinerstr. 32, 80333 Munchen
Phone: 089/24217737
Fax: 089/24217738
MG TECHNOLOGIES: To Miss Full-year Pre-tax Earnings Target
----------------------------------------------------------
MG Technologies AG will continue to focus on specialty
mechanical engineering and plant engineering despite the
replacement of its CEO on Nov.1.
The third quarter of 2004 was characterized by a marked earnings
improvement at GEA, while the situation in the Industrial Plant
Engineering division remained virtually unchanged on the first
half of the year. MG generated proceeds of approximately EUR1.4
billion from the disposal of the majority of the Dynamit Nobel
Group.
"The proceeds earned from the disposal of most of Dynamit Nobel
have enabled us to reduce our debt and repurchase some of our
own shares. We will continue the strategic reorganization of
the MG Group we launched last year and, at the same time, focus
all our energies on developing our business", stressed Jurg
Oleas, MG's new CEO.
Note on the Reporting Structure
Since the second quarter of 2004, the Dynamit Nobel businesses
sold with effect from July 31, 2004 as well as the Dynamit Nobel
plastics business to be sold have been reported as discontinued
operations (DOPs). Dynamit Nobel is thus no longer included in
the MG Group's sales or earnings. To ensure comparability with
the corresponding figures for 2003, the first quarter of 2004
and the first three quarters of 2003 have been retroactively
adjusted to exclude the Dynamit Nobel Group.
MG Group's Nine-month Sales Slightly Higher Year-on-year
Between January and September 2004, the MG Group generated sales
of EUR2,868 million, an increase of EUR3.3 million on the
corresponding period last year. In the third quarter of 2004,
the Group's sales came to EUR998.7 million, just slightly down
on last year's figure of EUR1,032.6 million.
In the third quarter, GEA continued the strong performance of
the first half. Its sales for the first nine months rose by
5.5% to EUR1,996.6 million. Its third-quarter sales grew by the
same extent to EUR696.1 million. Nine-month sales in the
Industrial Plant Engineering division amounted to EUR730.5
million, well below the EUR825.3 million reported in the
corresponding period last year. The continued strong
performances by Lurgi Lentjes and Zimmer in the third quarter
failed to compensate for Lurgi's weaker year-on-year performance
during the year to date. Between July and September, sales in
the entire Industrial Plant Engineering division therefore fell
from EUR325.1 million to EUR254.2 million.
Pre-tax Earnings Substantially Higher
MG's continuing operations reported a pre-tax loss of EUR29.2
million for the first nine months of 2004. This was an
improvement of EUR75.6 million on the corresponding period last
year, which included restructuring costs. The main reasons for
these continuing losses were the losses incurred in the
Industrial Plant Engineering division and charges at the holding
level. As expected, the MG Group reported a pre-tax profit --
EUR10.2 million -- for the third quarter of 2004, having posted
a pre-tax loss of EUR8.1 million in the third quarter of 2003.
Adjusted for restructuring costs and exchange rate movements,
the pretax loss reported by the MG Group's continuing operations
for the first nine months came to EUR16.6 million, following a
loss of EUR9.3 million in the corresponding period of 2003. In
the first nine months of 2004, the MG Group reported an adjusted
loss from continuing operations of EUR16.9 million compared to a
loss of EUR52.9 million last year.
With 193.5 million shares in issue at September 30, 2004,
earnings per share amounted to EUR0.98. Adjusted for the
earnings per share of EUR1.08 attributable to discontinued
operations, earnings per share for continuing operations came to
a loss of EUR0.10. Earnings per share in the corresponding
period last year amounted to EUR0.13. Of this amount, a loss of
EUR0.31 per share was attributable to continuing operations and
EUR0.44 to discontinued operations, which included no gains on
disposals.
GEA Accelerates Earnings Growth
In the third quarter, as expected, GEA considerably accelerated
its earnings growth compared to the first half of the year. Its
nine-month pre-tax earnings rose from EUR106.2 million in the
corresponding period last year to EUR129.0 million. In the
third quarter, GEA raised its pre-tax earnings by EUR17.8
million to EUR55.3 million.
Industrial Plant Engineering Performances Continue to Vary
As in previous quarters, the performance of the Industrial Plant
Engineering division revealed two opposing trends in the third
quarter. Whereas Zimmer and Lurgi Lentjes continued to perform
well, Lurgi suffered from its low level of capacity utilization.
In the first nine months, Zimmer raised its pre-tax earnings by
EUR7.5 million to EUR12.5 million. In the third quarter, it
more than trebled its earnings to EUR5.2 million compared to the
corresponding period last year. Although Lurgi Lentjes incurred
a pre-tax loss of EUR4.2 million for the first nine months, this
was an improvement of EUR14.7 million on the same period last
year.
Its pre-tax earnings of EUR0.7 million for the third quarter --
an improvement of EUR7.5 million on the corresponding period of
2003 -- underline the prospect of a sustainable return to
profit.
Lurgi also failed to meet its targets for the first nine months.
It posted a pre-tax loss of EUR35.6 million due to a
deterioration in some of its ongoing projects and its low level
of capacity utilization. It had reported a loss of EUR20.9
million in the corresponding period last year. Lurgi incurred a
pre-tax loss of EUR13.0 million after generating a pre-tax
profit of EUR0.7 million in the third quarter of 2003. At
September 30, 2004, the Industrial Plant Engineering division as
a whole had reduced its pre-tax losses by EUR7.5 million to
EUR27.3 million. In the third quarter, the lower earnings
reported by Lurgi meant that the Industrial Plant Engineering
division posted a pre-tax loss of EUR7.1 million following a
loss of EUR4.6 million in the same period last year.
Gains on Disposals of Discontinued Operations
In the first nine months, MG generated earnings after taxes of
EUR211.2 million from its discontinued operations. It posted
gains of EUR341.0 million on the disposal of most of the
Dynamit Nobel Group. In the first half of the year, MG had
suffered a loss of EUR114.1 million owing to the losses on the
disposals of the Standardkessel Group and Solvadis as well as
partial transaction costs incurred on the sale of Dynamit Nobel.
Its nine-month earnings include the profit of EUR24.1 million
contributed by Dynamit Nobel Kunststoff GmbH (DNK).
MG suspended the disposal of DNK because the buyer had failed to
meet its contractual obligations. MG is considering various
options for the company's future but has set no specific time
frame.
Large Volume of New Orders Boosts Prospects
The level of new orders for the MG Group remained on an upward
trend. In the first nine months of the year, its volume of new
orders grew by 16.6% to EUR3,194.3 million. In the third
quarter, MG increased its new orders by more than seven percent
to EUR996.8 million.
At September 30, 2004, GEA had received new orders worth
EUR2,214.4 million, 12% more than one year previously. The
volume of new orders won by the Industrial Plant Engineering
division in the first nine months came to EUR979.9 million --
almost 30% above the level at September 30, 2003 -- on the back
of strong performances by Lurgi and Lurgi Lentjes, which posted
strong double-digit percentage growth and considerably improved
the quality of their new orders. As expected, Zimmer failed to
match last year's very strong results owing to the postponement
of orders.
Debt Reduced, Stock Buyback Continued, Positive Net Position
The inflow of EUR1,618.5 million in net proceeds from all
transactions in the third quarter of 2004 enabled, among others,
short-term liabilities of EUR630.7 million to be repaid by
September 30, 2004. Net debt of EUR389.6 million had been
raised in the corresponding period last year. By September 30,
2004, MG had repurchased EUR44.2 million worth of its own
shares. The net position improved by EUR865.2 million compared
with December 31, 2003 to a positive figure of EUR117.2 million.
More Cautious Forecast for 2004
In the fourth quarter of this year, MG expects to see a
continuation of the turnaround in its pre-tax earnings that
began in the third quarter -- despite the rise in the cost of
raw materials and the weak U.S. dollar. Nonetheless, the
Executive Board is revising its forecast for 2004 as a whole and
now expects pre-tax earnings to turn out lower than its previous
target. The reason for this is that although Lurgi's volume of
new orders increased year on year, it still fell short of
expectations. Furthermore, expenses arising from the change on
the Executive Board needed to be taken into account.
Strategic Reorganization Will Boost Earnings in 2005
Assuming that the MG Group generates sales in the region of
EUR4.5 billion in 2005, a return on sales of around four percent
seems feasible at present. In order to bolster the organic
growth assumed in these forecasts, we will make selective minor
acquisitions to optimize GEA's portfolio. Starting in the first
full year following the merger of MG's and GEA's holding
companies in Bochum, our original holding-company costs of
EUR170 million will be reduced to around EUR50 million, as
planned.
Key Performance Indicators (EUR million)[1]
Q3 2004 Q3 2003 Q1-Q3 2004 Q1-Q3 2003
Sales 998.7 1,032.6 2,868.0 2,864.7
GEA 696.1 659.7 1,996.6 1,893.1
Lurgi 79.3 184.6 255.9 404.9
Lurgi Lentjes 106.1 88.8 272.4 247.0
Zimmer 68.8 51.7 202.2 173.4
EBIT 27.7 6.0 19.2 -65.5
GEA 56.5 38.2 132.7 109.0
Lurgi -15.6 -1.5 -43.3 -28.5
Lurgi Lentjes 0.0 -6.5 -6.2 -19.1
Zimmer 4.2 0.6 9.7 1.6
Pre-tax Earnings 10.2 -8.1 -29.2 -104.8
GEA 55.3 37.5 129.0 106.2
Lurgi -13.0 0.7 -35.6 -20.9
Lurgi Lentjes 0.7 -6.8 -4.2 -18.9
Zimmer 5.2 1.5 12.5 5.0
Basic EPS (EUR) 1.71 0.07 0.98 0.13
thereof
discontinued
operations 1.68 0.10 1.08 0.44
New orders 996.8 928.1 3,194.3 2,738.5
GEA 746.0 629.1 2,214.4 1,979.8
Lurgi 33.8 28.1 232.6 120.8
Lurgi Lentjes 195.4 197.8 571.7 332.8
Zimmer 21.6 73.1 175.6 305.1
Capital expenditure,
Including
capital leases 15.7 24.4 84.8 68.0
thereof on
property, plant
and equipment
and intangible
assets 13.8 11.7 40.8 36.4
Employees at the
balance sheet
date[2] 17,082 16,571
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
[1] Excluding discontinued operations reported in accordance
with SFAS 144
[2] Full-time equivalents, excluding trainees
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
About MG Technologies AG
MG Technologies AG is an international technology group that
focuses on specialty mechanical engineering -- especially
process engineering and equipment -- and plant engineering.
The company generated sales of roughly EUR4.1 billion --
excluding Dynamit Nobel and other discontinued operations -- in
2003. At September 30, 2004, it employed around 17,000 people
and is one of the world's market and technology leaders in 90
percent of its businesses.
CONTACT: MG TECHNOLOGIES AG
Bockenheimer Landstrasse 73-77
60325 Frankfurt, Germany
Phone: +49-69-7-11-99-0
Fax: +49-69-7-11-99-100
Web site: http://www.mg-technologies.com
Communications
Phone: +49 (69) 7 11 99-241
ROTE RADLER: Creditors' Claims Due Next Week
--------------------------------------------
The district court of Stuttgart opened bankruptcy proceedings
against Rote Radler Mobelspedition GmbH on Oct. 5.
Consequently, all pending proceedings against the company have
been automatically stayed. Creditors have until Nov. 19, 2004
to register their claims with court-appointed provisional
administrator Holger Blumle.
Creditors and other interested parties are encouraged to attend
the meeting on Dec. 16, 2004, 10:00 a.m. at AG Stuttgart,
Hauffstr. 5, EG, Saal 4 at which time the administrator will
present his first report of the insolvency proceedings. The
court will also verify the claims set out in the administrator's
report during this meeting, while creditors may constitute a
creditors committee and or opt to appoint a new insolvency
manager.
CONTACT: ROTE RADLER MOBELSPEDITION GMBH
Contact:
Andreas und Frau Barbara Hor, Managers
Ruppmannstr. 41, 70565 Stuttgart
Holger Blumle, Insolvency Manager
Kriegstr. 113, 76135 Karlsruhe
Phone: 0721/919570
Fax: 0721/9195711
VENTURELLI-TRANSPORT: Hannover Court Appoints Administrator
-----------------------------------------------------------
The district court of Hannover opened bankruptcy proceedings
against Venturelli-Transport-Gesellschaft mit beschrankter
Haftung on Oct. 15. Consequently, all pending proceedings
against the company have been automatically stayed. Creditors
have until Dec. 13, 2004 to register their claims with court-
appointed provisional administrator Wilfried Koller.
Creditors and other interested parties are encouraged to attend
the meeting on Jan. 12, 2005, 9:30 a.m. at Saal 226, 2.
Obergeschoss, Amtsgericht Hannover, Dienstgebaude Hamburger
Allee 26, 30161 Hannover at which time the administrator will
present his first report of the insolvency proceedings. The
court will also verify the claims set out in the administrator's
report during this meeting, while creditors may constitute a
creditors committee and or opt to appoint a new insolvency
manager.
CONTACT: VENTURELLI-TRANSPORT-GESELLSCHAFT MIT BESCHRANKTER
HAFTUNG
Maurerstr. 16, 30916 Isernhagen
Contact:
Alfredo Venturelli, Manager
Wilfried Koller, Insolvency Manager
Schiffgraben 59, 30175 Hannover
Phone: 0511/342129
Fax: 0511/3480645
=========
I T A L Y
=========
ALITALIA SPA: E.U. Decision on Rehab Plan Won't Come this Year
--------------------------------------------------------------
Ailing carrier Alitalia has disclosed new details of its
restructuring plan to the European Commission, Reuters says.
E.C. Spokesman Amador Sanchez Rico confirmed this Tuesday,
adding the commission would immediately review the newly
submitted information, but a decision is not forthcoming. The
documents reportedly show a clearer picture of Alitalia's EUR1.2
billion capital increase.
"We will now assess the new information. I don't expect a
decision before December or January," he said.
Documents shown to Reuters by insiders indicate the commission
has raised doubts over Italy's plan to privatize the troubled
airline. The commission can bar E.U. members from offering
subsidies to ailing firms.
Alitalia needs E.C. approval before it can implement the
restructuring plan, which will lay off 3,700 workers and split
the carrier's flight and ground services units.
CONTACT: ALITALIA S.p.A.
Viale A. Marchetti 111
00148 Rome, Italy
Phone: +39 06 6562 2151
Fax: +39 06 6562 4733
Web site: http://www.alitalia.it
PARMALAT FINANZIARIA: BofA Wants All Cases Against Banks Joined
---------------------------------------------------------------
Bank of America (BofA), one of the banks implicated in the
Parmalat scandal, has reportedly asked for the consolidation of
all civil lawsuits filed against the banks, Il Sole 24 Ore says.
BofA has asked to merge six civil lawsuit filed in the U.S. to a
single trial in the U.S. District Court Southern District of New
York. If the request is granted, Judge Lewis Kaplan, who
currently presides over a class action against Parmalat, would
administer the case.
U.S. bank Citigroup and auditors Grant Thornton and Deloitte &
Touche have made similar request, but was refused by Parmalat
administrator Enrico Bondi, upon the counsel of his advisors.
Mr. Bondi has charged a number of financial institutions
alleging they played a major part in Parmalat's collapse in
December 2003.
CONTACT: PARMALAT FINANZIARIA S.p.A.
Legal Seat
43044 Collecchio (Pr)
Via Oreste Grassi, 26
Administrative Seat
20122 Milan
Piazza Erculea, 9
Phone: +39 02 806 8801
Fax: +39 02 869 3863
Web site: http://www.parmalat.net
BANK OF AMERICA CORPORATION
Bank of America Corporate Center
100 N. Tryon St.
Charlotte, NC 28255
Phone: 800-432-1000
Fax: 704-386-6699
Web site: http://www.bankofamerica.com
VOLARE GROUP: Minister Asks Shareholders to Reconsider Position
---------------------------------------------------------------
Work and Welfare Minister Roberto Maroni will meet with
shareholders of troubled Volare Group prior to the airline's
general meeting, La Stampa says.
Mr. Maroni implied he might intervene to salvage the beleaguered
airline, but ruled out a rescue plan similar to that of national
carrier Alitalia. Mr. Maroni said Volare must work with
creditors after shareholders ruled out further investments into
the group. Shareholders are scheduled to meet on November 22 to
vote on a proposed EUR60 million capital increase. The company
intends to use the amount to reduce its EUR300 million debt.
Parent company Volare Airlines, Volare Web and Air Europe booked
EUR45 million in net losses at the end of 2003.
CONTACT: VOLARE GROUP S.p.A.
Via Pirelli, 20
20124 Milan
Phone: (+39) 02 673 631
Fax: (+39) 02 673 630 90
Web site: http://www.volare-group.it
===================
K A Z A K H S T A N
===================
KAZTRANSOIL: Ratings Raised to 'BB+'; Outlook Stable
----------------------------------------------------
Fitch Ratings upgraded the ratings of Kazakhstan-based OTC
KazTransOil and its US$150 million notes to Long-term 'BB+' from
'BB'. KTO's Short-term rating is affirmed at 'B'. Following
the upgrade, the Outlook is now Stable.
The rating action follows the recent upgrade of Kazakhstan's
sovereign rating to 'BBB-/Stable' from 'BB+/Positive', due to
improved creditworthiness underpinned by the development of the
country's oil and gas sector and the spill-over of high oil
prices. The fast growth of the hydrocarbons sector has ensured
that the oil and gas industry continues to dominate the economy.
The rating reflects KTO's strategic importance to the state's
oil and gas industry and the vital role it plays in the
transportation of the country's oil production to export
markets. The upgrade for KTO, however, is not automatically
connected to the recent sovereign upgrade.
The Stable Outlook foresees continued stability in Kazakhstan's
macroeconomic environment, which has benefited KTO.
Additionally, Kazakhstan's increasing oil production and growing
importance in international oil markets mean KTO will continue
to play a key role in the country's energy policy and will be
able to rely on stable cash flow from regulated prices.
Finally, long-term contracts and purchase agreements will assure
that KTO continues to be an important oil transportation link to
both Western European and Chinese consumers.
Over the next 10 years, Kazakhstan's oil output is set to rise
to around 3.5 million bpd from just over 1 million bpd, higher
than current production levels in Norway and only slightly below
output in Iran and Mexico. The company's business profile is
enhanced by a conservative business plan in which management
seeks to grow the company without over expanding or diversifying
into unrelated business lines. Furthermore, KazTransOil enjoys
good relations with its Russian counterpart Transneft and has
several long-term contracts in place.
Conversely though, the company faces a regulated price
environment and other state regulatory restrictions, which at
times can place downward pressure on its earnings potential.
However, tariff regulation so far has proved to be relatively
benign to the company's earnings, as the stable tariff structure
has allowed it to be profitable.
KazTransOil has an ambitious capital expenditure program with
management planning to connect and expand existing pipeline
networks, while at the same time aiming to upgrade and modernize
the network. Fitch sees this as a positive and believes the
proposed expansion will significantly improve the company's
operational importance and profit potential, especially its
pipeline access to Chinese markets.
Finally, KazTransOil's current leverage position is strong with
a net debt/EBITDA ratio (excluding restricted cash) of only 0.2x
in 2003, down from 0.7x in 2002. Although the company plans to
increase leverage to take advantage of the tax shield an
increased leverage position affords, Fitch expects the company's
credit ratios to remain commensurate with the current rating.
CONTACT: FITCH RATINGS
Jeffrey Woodruff, Moscow
Phone: +7 095 956 9986
Josef Pospisil, London
Phone: +44 207 7417 4266
Media Relations:
Alex Clelland, London
Phone: +44 20 7862 4084
=====================
N E T H E R L A N D S
=====================
KONINKLIJKE AHOLD: Earns Upgrade on Improved Financial Footing
--------------------------------------------------------------
Fitch Ratings upgraded Netherlands-based food retailer
Koninklijke Ahold N.V.'s Senior Unsecured rating to 'BB' from
'BB-'. At the same time, the agency has affirmed Ahold's Short-
term rating at 'B'. The rating Outlook remains Stable.
The rating upgrade reflects material improvements in Ahold's
financial strength. Net debt has been reduced to close to EUR7
billion, following receipts from both the EUR2.9 billion FY03
rights issue and asset disposal proceeds. Additionally, the new
three-year secured banking facility and the cash on balance
sheet have helped to alleviate short-term liquidity concerns.
"Although the FY03 rights issue was a positive step, Ahold
continues to face significant operational and organizational
challenges, which the new management now has to address," says
Jonathan Pitkanen, Senior Director at Fitch's retail team.
Profitability of its U.S. food retail business, particularly
Stop&Shop that represents 57% of group food retail operating
profits, is crucial to the long-term credit profile of Ahold.
The weak like-for-like sales in recent trading figures and the
substantial profit margin erosion highlighted at the interim
results have raised concerns about the U.S. operations.
Competition from both traditional supermarkets and Every Day Low
Prices (EDLP) formats, such as those operated by Wal-Mart (rated
'AA'/'F1'/Stable Outlook), will remain a challenge for Ahold in
the future, and will result in continued margin pressure.
Nevertheless, such encroachment into the Northeastern seaboard
has been limited.
Ahold also faces significant execution risk in restructuring its
decentralized organization into an 'arena'-based system, under
which similar operations will share purchasing and
administrative functions.
U.S. Foodservice appears to be turning the corner, after posting
a very modest interim profit of EUR8 million. It is a positive
sign and Fitch expects USF to be mildly profitable for the full
year. However, it is too early to tell whether the ongoing
contract renegotiations, combined with both customer and product
mix amendments, will be sufficient for USF to achieve its goal
of matching FY02 EBITA margin by FY06.
Fitch does not expect Ahold's profitability in its home Dutch
market to return to historical levels. Due to the slowdown in
Dutch consumer demand and increased competition towards late
2003, Ahold's flagship Albert Heijn format (representing 15% of
the group's food retail operating profit) was forced to reduce
its whole pricing structure. This has led to further price
deflation as competitors like Laurus have reacted with price
cuts.
Ahold's credit metrics have improved as a result of the debt
reduction program and rights issue. In order to continue to
make material improvements to its core credit ratios, increasing
profitability will be the key. Fitch's lease-adjusted net
debt/EBITDAR in FY03 was around 4.8x compared to 4.6x in FY02,
while EBITDAR/interest+rent declined to about 1.7x from 2.2x.
Fitch anticipates that, after taking into account the likely
completed divestments in FY04, both these key credit metrics
will improve, although they remain below those expected of an
investment grade company with similar operational challenges.
CONTACT: KONINKLIJKE AHOLD
Jonathan Pitkanen, London
Phone: +44 (0)20 7417 4201
Giulio Lombardi
Phone: +44 (0)20 7417 6314
Media Relations
Alex Clelland, London
Phone: +44 20 7862 4084
ROYAL AHOLD: To Relocate Headquarters to Amsterdam
--------------------------------------------------
Koninklijke Ahold said Tuesday it will move its corporate
headquarters in The Netherlands from Zaandam to the country's
capital, Amsterdam.
The move, likely to take place in the fourth quarter of 2005, is
part of the overall repositioning of Ahold's Group Support
Office (GSO).
"As Ahold moves 'from finance to floor' through our Road to
Recovery program, we are shifting the role of our corporate
headquarters to function as a Group Support Office," said Ahold
President & CEO Anders Moberg. "Moving to new premises will
support this repositioning to a more operational holding, closer
to the business, and help us to mark a new phase in our
company's history."
Ahold's Group Support Office will be located in the "Huys
Europa" on the Piet Heinkade in Amsterdam's Eastern Commercial
Wharf (Oostelijke Handelskade). It will accommodate up to 160
workspaces in a surface area of about 5,500 square meters
(approximately 55,000 square feet). The GSO staff will focus on
support for the Corporate Executive Board; departments primarily
engaged in supporting the company's business arenas are being
moved into these arenas.
CONTACT: KONINKLIJKE AHOLD
Corporate Communications
Phone: +31.75.659.5720
UNITEDGLOBALCOM INC.: Reports US$70 Mln 3rd-quarter Net Loss
------------------------------------------------------------
UnitedGlobalCom, Inc. (UGC)[1] (NASDAQ: UCOMA), announced on
Nov. 9 operating and financial results for the third quarter
ended September 30, 2004.
Highlights for the third quarter compared to the same period in
the prior year (unless noted):
(a) Revenue growth of 39% to US$658 million;
(b) Operating Cash Flow[2] growth of 41% to US$242 million;
(c) Net RGU[3] additions (excluding Noos) of 103,900;
(d) Net loss of US$(70) million compared to net income of US$1.7
billion; and
(e) Free Cash Flow[4] of US$58 million for Q3 and US$181 million
year-to-date.
Mike Fries, President and Chief Executive Officer of UGC said:
"We delivered another strong quarterly performance with record
customer growth and Operating Cash Flow. During what is
typically our seasonally softest quarter and excluding the
recent acquisition of Noos, we added 103,900 RGUs, including
64,000 broadband Internet subscribers. Together with the 1.7
million RGUs we acquired with the completion of the Noos
transaction on July 1, 2004, our total RGU count exceeds 11.1
million. Given the increase in RGU growth we expect to deliver
in the fourth quarter, which is our seasonally strongest period,
we are on track to meet our full year guidance target of 500,000
net new RGUs.
"Driven by continued customer and ARPU growth, as well as
prudent cost controls, we also delivered strong financial
results. Revenue for the three months ended September 30, 2004
was US$658 million, an increase of 39% compared to the prior
year, while Operating Cash Flow (OCF) increased 41% to US$242
million over the same period. On an organic basis[5] and
excluding Noos, for the nine months ended September 30, 2004,
our currency adjusted revenue and Operating Cash Flow growth
rates were 10% and 28%, respectively. We are on track to
achieve our full year revenue growth guidance of 10% and we're
significantly ahead of our 20% guidance on OCF. In the third
quarter we generated record Operating Cash Flow of US$242
million as well as a record OCF margin (excluding Noos)
exceeding 39%.
"We also generated US$58 million of Free Cash Flow (FCF) in the
quarter despite the semi-annual interest payment we made on our
European credit facility in July, bringing our year-to-date FCF
to US$181 million.
"We made significant progress on a number of our strategic
initiatives during the quarter. We launched commercial VoIP
telephony services in both The Netherlands and Hungary and have
aggressive expansion plans over the next 6-9 months throughout
Europe. By the middle of 2005, we expect that we'll be selling
VoIP telephony services across 5.5 million homes in 9 of our 11
European markets. We are implementing significant speed
upgrades to our broadband Internet products across Europe and,
in The Netherlands, we have initiated a 30Mbps downstream trial
in Almere to be followed by a 50Mbps trial in Amsterdam in early
2005.
"And finally we announced our first 'off-net' deployment of our
broadband Internet and VoIP telephony products in The
Netherlands using the phone company's DSL network. This 'off-
net' trial is only the beginning of what we believe will be a
rapid and profitable expansion of our business outside of our
HFC footprint in our core markets.
"Lastly, we continue to have strong access to the senior secured
debt market. We have been advised by our bookrunners that the
new institutional tranche of EUR400 million (or equivalent) due
December 2011 has successfully syndicated and was
oversubscribed. Proceeds of this new tranche (Tranche F) will
be used to re-finance a portion of the existing (earlier
maturing and/or higher interest margin) tranches of the
facility.
"A decision on the final size of the facility has not yet been
taken but in any event we expect final documentation to be
agreed and executed, and the deal to be funded, in the near
term."
Third Quarter 2004 and YTD Results
Our significant and consolidated operating subsidiaries in
Europe include UPC Broadband -- our cable television and
broadband division with operations in 11 countries, and
chellomedia -- our media and programming division, which also
includes our Competitive Local Exchange Carrier (CLEC), Priority
Telecom. In Latin America, our primary operation is VTR, our
cable television and broadband provider in Chile.
Revenue
Revenue for the three months ended September 30, 2004 was US$658
million, an increase of 39% or US$184 million compared to the
same period in the prior year. Excluding the impact of foreign
exchange rates and the acquisition of Noos, organic year-over-
year revenue growth was approximately 10% for the third quarter
of 2004 driven by higher average monthly revenue per subscriber
(ARPU) and RGU growth. For the nine months ended September 30,
2004, organic revenue growth was approximately 10%, consistent
with our guidance target for the full year.
Total European revenue increased 40% to US$579 million for the
three months ended September 30, 2004, primarily due to a 41%
increase in our core triple play operation, UPC Broadband.
Revenue in Western Europe increased 46% to US$430 million
(including Noos) compared to third quarter 2003, while revenue
in Central and Eastern Europe increased 32% to US$116 million.
Excluding Noos, revenue in Western Europe increased 16% to
US$341 million. In Chile, revenue at VTR increased 28% to US$75
million for the three months ended September 30, 2004.
Average monthly revenue (ARPU) per RGU for the three months
ended September 30, 2004 was US$18.96, an increase of 15%
compared to the same period in 2003. Excluding foreign currency
movements, the organic increase in ARPU per RGU was
approximately 6% year-over-year. ARPU per customer relationship
was US$23.30 for the three months ended September 30, 2004, a
sequential increase from US$22.51 in second quarter 2004.
Operating Cash Flow
Operating Cash Flow (OCF) for the three months ended September
30, 2004 was US$242 million, an increase of 41% compared to the
same period in the prior year. Excluding the impact of foreign
exchange rate fluctuations and the acquisition of Noos, our
organic OCF growth was approximately 20% for the period. For
the nine months ended September 30, 2004, organic OCF growth was
approximately 28%, above our guidance of 20% for the full year.
As such, we believe that full year OCF growth will exceed our
guidance target.
Total European OCF increased 38% to US$214 million for the three
months ended September 30, 2004, primarily due to a 40% increase
at UPC Broadband. OCF in Western Europe increased 30% to US$167
million (including Noos), while OCF in Central and Eastern
Europe increased 51% to US$47 million. Excluding Noos, OCF in
Western Europe increased 16% to US$150 million. In Chile, OCF
increased 37% to US$26 million for the three months ended
September 30, 2004.
Our consolidated Operating Cash Flow margin improved to 36.7%
for third quarter 2004. Excluding the results of Noos (which
include an allocation for corporate overhead), our European OCF
margin was 40.0% in the third quarter compared to 37.5% for the
same period last year -- an increase of 250 basis points. In
Chile, our OCF margin was 34.5% and UGC's overall OCF Margin
(excluding Noos) was 39.3% for the three months ended September
30, 2004.
Net Income (Loss)
Net loss was US$70 million or US$(0.09) per share for the three
months ended September 30, 2004, which compares with net income
of US$1.7 billion or US$3.80 per share for the same period in
2003. Last years' third quarter result included a US$2.1
billion gain on the extinguishments of debt associated with the
completion of our European restructuring.
Free Cash Flow and Capital Expenditures
Free Cash Flow (FCF) for the three months ended September 30,
2004 was US$58 million, a US$54 million improvement compared to
US$4 million of FCF in the same period last year. The increase
was driven by a 77% improvement in cash flow from operating
activities, offset by a 23% increase in reported capital
expenditures. For the nine months ended September 30, 2004, FCF
was US$181 million, a 295% increase or US$135 million
improvement compared to the same period last year.
Capital expenditures increased to US$117 million (18% of
revenues) for the three months ended September 30, 2004,
compared to US$95 million (20% of revenues) for the same period
last year. The primary reason for the increase was higher
spending on customer premise equipment (CPE) due to the
significant increase in RGU growth in third quarter 2004
compared to the same period last year, as well as foreign
currency movements.
For the nine months ended September 30, 2004, capital
expenditures were US$293 million (17% of revenues) compared to
US$228 million (17% of revenues) for the same period last year.
Based on our YTD result and expectation regarding our fourth
quarter capital spend, we now expect our full year capital
expenditures will be below our full year guidance target of 20%
of revenues.
Balance Sheet, Leverage Position and Liquidity
At September 30, 2004, total long-term debt was US$4.2 billion
and we had cash and cash equivalents (including short-term
liquid investments) of US$1.1 billion. Net debt to annualized
Operating Cash Flow[6] was 3.3x compared to 5.6x for the same
period in the prior year. In addition to our cash balances, we
had approximately US$636 million of availability under Facility
A of our European Credit Facility at September 30, 2004.
Together with the market value of our interests in publicly
traded securities of SBS Broadcasting and Austar United, we had
total liquidity exceeding US$2.2 billion as of September 30,
2004.
Operating Statistics
Total RGUs were 11.1 million at September 30, 2004, including
1.7 million RGUs at Noos. Excluding Noos, total RGUs at
September 30, 2004 exceeded 9.4 million, a 5.0% increase
compared to last year's third quarter. During the third quarter
of 2004, we added 103,900 net new RGUs (excluding Noos) a 32%
increase compared to the 78,700 net new RGUs we added during
third quarter 2003. In Europe we added 74,700 RGUs during the
quarter, which represents our strongest third quarter net gain
ever, and in Chile we added 29,000 RGUs. The third quarter is
typically our seasonally softest quarter for customer growth
heading into the fall selling season.
In terms of net additions by product, we added a total of 64,000
broadband Internet subscribers during the third quarter,
including 49,800 in Europe. Together with the 204,800 broadband
Internet subscribers we acquired from Noos, our total broadband
Internet subscriber base is now 1.3 million RGUs. Digital video
additions were 28,200 in the quarter with solid gains in France
and Sweden. Including the acquisition of Noos' 456,300 digital
subscribers, we now have a total of 685,800 digital RGUs.
Since December 31, 2003, we have added 298,600 net new RGUs
(excluding Noos). Based on our YTD results, together with the
acceleration of subscriber growth as we enter the fall selling
season (typically the strongest time of year for customer
additions), we are confirming our full year guidance of 500,000
net new RGUs (excluding Noos).
About UnitedGlobalCom
UGC is a leading international provider of video, voice, and
broadband Internet services with operations in 14 countries,
including 11 countries in Europe. Based on the Company's
operating statistics at September 30, 2004, UGC's networks
reached approximately 15.5 million homes passed and served over
11.1 million RGUs, including approximately 9.1 million video
subscribers, 761,000 telephone subscribers and 1.3 million
broadband Internet subscribers.
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
[1] Also referred to as the "Company", "we, "us", "our", and
similar terms.
[2] Please see page 14 for an explanation of Operating Cash Flow
and a reconciliation of Operating Cash Flow to Net Income
(Loss). Operating Cash Flow is also referred to as "OCF."
[3] RGUs or Revenue Generating Units. Please see footnote 5 on
page 17 for a definition.
[4] Please see page 14 for an explanation of Free Cash Flow and
a reconciliation of Free Cash Flow to Net Cash Flows from
operating activities.
[5] Please refer to the tables on pages 9 to 12 which summarize
revenue and OCF growth based on actual results and what the
growth would have been had exchange rates remained the same
in 2004 as the comparative periods in the prior year;
organic growth refers to the latter.
[6] Represents net debt/Operating Cash Flow annualized for the
three months ended September 30, 2004.
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
The full copy of UnitedGlobalCom's third-quarter results is
available free of charge at
http://bankrupt.com/misc/ugc_3q2004.pdf.
CONTACT: UNITEDGLOBALCOM INC.
4643 S. Ulster St.
Ste. 1300
Denver, CO 80237
Phone: 303-770-4001
Fax: 303-770-4207
Web site: http://www.unitedglobal.com
Richard Abbott
Investor Relations - Denver
Phone: (303) 220-6682
E-mail: ir@unitedglobal.com
Bert Holtkamp
Corporate Communications - Europe
Phone: + 31 (0) 20 778 9447
Phone: communications@ugceurope.com
===========
R U S S I A
===========
AGRO-SERVICE: Insolvency Manager Takes over Helm
------------------------------------------------
The Arbitration Court of Penza region has commenced bankruptcy
proceedings against Agro-Service after finding the open joint
stock company insolvent. The case is docketed as A49-829/04-
34b/26. Mr. V. Vasilyev has been appointed insolvency manager.
Creditors may submit their proofs of claim to:
(a) Agro-Service
Russia, Penza region,
Kondol, Saratovskaya Str. 102
(b) Insolvency Manager
440034, Russia, Penza,
Metallistov Str. 5
(c) The Arbitration Court of Penza Region
440026, Russia, Penza, Belinskogo Str.
GLAZUNOVSKOYE BREAD: Orel Court Opens Bankruptcy Proceedings
------------------------------------------------------------
The Arbitration Court of Orel region has commenced bankruptcy
proceedings against Glazunovskoye Bread Receiving Enterprise
after finding the open joint stock company insolvent. The case
is docketed as A48-2810/04-17B. Mr. A. Evseyev has been
appointed insolvency manager.
Creditors may submit their proofs of claim to:
(a) Glazunovskoye Bread Receiving Enterprise
Russia, Orel region,
Glazunovka, Lenina Str. 59
(b) Insolvency Manager
302004, Russia, Orel,
3rd Kurskaya Str. 15
(c) The Arbitration Court of Orel Region
302021, Russia, Orel, S-Shedrina Str. 22
KASIMOVSKOYE ENTERPRISE: Declared Insolvent
-------------------------------------------
The Arbitration Court of Ryazan region has commenced bankruptcy
proceedings against Kasimovskoye Enterprise of Electrical and
Thermal Networks after finding the company insolvent. The case
is docketed as A54-780/04-S20. Mr. N. Simon has been appointed
insolvency manager. Creditors may submit their proofs of claim
to 390046, Russia, Ryazan, Elektrozavodskaya Str. 63, Room 302.
CONTACT: KASIMOVSKOYE ENTERPRISE OF
ELECTRICAL AND THERMAL NETWORKS
Russia, Ryazan region,
Kasimov, Sovetskaya Str. 226A
Mr. N. Simon, Insolvency Manager
390046, Russia, Ryazan,
Elektrozavodskaya Str. 63, Room 302
KHLEBO-DAROVSKOYE: Insolvency Manager to Temporarily Run Firm
-------------------------------------------------------------
The Arbitration Court of Omsk region has commenced bankruptcy
proceedings against Khlebo-Darovskoye after finding the close
joint stock company insolvent. The case is docketed as K/E-
35/04. Mr. V. Malygin has been appointed insolvency manager.
Creditors may submit their proofs of claim to 644089, Russia,
Omsk, Post User Box 4216.
CONTACT: KHLEBO-DAROVSKOYE
646780, Russia, Omsk region,
Russko-Polyanskiy region, Khlebodarovka
Mr. V. Malygin
Insolvency Manager
644089, Russia, Omsk,
Post User Box 4216
KT ETS: Creditors Urged to File Claims
--------------------------------------
The Arbitration Court of Altay republic has commenced bankruptcy
proceedings against KT ETs Siberia-Energo after finding the
company insolvent. The case is docketed as A02-1321/2004. Mr.
V. Yakovlev has been appointed insolvency manager. Creditors
may submit their proofs of claim to 656056, Russia, Altay
republic, Barnaul, Post User Box 102.
CONTACT: Mr. V. Yakovlev
Insolvency Manager
656056, Russia, Altay republic,
Barnaul, Post User Box 102
OAO MEGAFON: Gets 'BB-' Foreign Currency Rating from Fitch
----------------------------------------------------------
Fitch Ratings on Tuesday assigned OAO MegaFon a Senior Unsecured
foreign currency rating of 'BB-' with a Stable Outlook, Short-
Term foreign currency rating of 'B' and a National Senior
Unsecured rating of 'AA- (rus)'.
The ratings reflect MegaFon's position as one of the three
nationwide cellular operators with the largest license coverage
extending across the entire territory of Russia. The company's
market share has been steadily improving since 2002 to reach
around 19% at end-September. The Russian mobile market is still
in rapid development, providing exceptional growth opportunities
for all operators including MegaFon.
MegaFon's business is highly profitable and the outlook for
financial improvements is positive. Its average revenue per
user (ARPU) is slightly ahead of its major competitor's,
reflecting a higher quality of its subscriber base. However,
the company is facing market share erosion in the key North-
Western area where its operations are net free cash flow
positive. In other areas MegaFon's market position is less
solid and the company is faced with tough competition.
Because of its relative late entry, MegaFon is lagging behind
its peers in terms of network coverage and capacity in some key
territories, which limit its competitiveness and pricing power.
With the exception of the North-Western area, in a number of key
regions where development of the network is in its early phase,
MegaFon faces heavy capital expenditure requirements that exceed
its internally generated cash flows. In a few regions MegaFon's
operations are either EBITDA negative or marginally positive
while the company has to build a wide network there to maintain
its status as a nation-wide operator and ensure roaming access
for its clients from other regions.
Major MegaFon shareholders are in a dispute over a blocking
25.1% equity stake in the company. Although so far this
conflict has not curbed the company's ability to compete in the
market, it limits its financial flexibility and potentially
exposes it to operating disruptions if the board fails to attain
the necessary approval of three quarters of its directors.
MegaFon is only moderately leveraged with a net debt/EBITDA
ratio of 1.8x on 2003 results (including shareholder loans and
loans with derivative characteristics); however, this is higher
than its Russian peers'. In the medium term deleveraging is
expected to come with growing EBITDA. MegaFon is exposed to
significant market risk and thus any margin erosion or
unexpected deceleration in growth rates may result in a
deterioration of its leverage metrics.
The ratings also reflect the tangible refinancing risks facing
Megafon. At end-2003 the company's short-term debt including
vendor financing accounted for 36.1% of total debt, before
rising to 41.4% in H12004. Although in absolute terms short-
term debt is largely on par with the projected operating cash
flows for the year, Megafon also has to meet high capital
expenditure requirements. MegaFon's board approved a Eurobond
issue that is expected to be placed before the end of this year.
Fitch expects the new bond will be partially applied to
refinance existing debts and thus will extend the company's
maturity profile.
CONTACT: FITCH RATINGS
Nikolai Lukashevich, Moscow
Phone: +7 095 956 9901
E-mail: nikolai.lukashevich@fitchratings.com
Raymond Hill, London
Phone: +44 (0) 20 7417 4314
E-mail: raymond.hill@fitchratings.com
Media Relations:
Alex Clelland, London
Phone: +44 20 7862 4084
OAO MEGAFON
Novoslobodskaj, 23
m.Mendeleevskaja
m.Novoslobodskaja
Phone: 507 77 77
Web site: http://www.megafonmoscow.ru
SHEMURSHINSKAYA SEL-KHOZ-KHIMIYA: Declared Insolvent
----------------------------------------------------
The Arbitration Court of Chuvashiya republic has commenced
bankruptcy proceedings against Shemurshinskaya Sel-Khoz-Khimiya
after finding the state-owned enterprise insolvent. The case is
docketed as A79-2579/04-SK1-2395. Mr. V. Leontyev has been
appointed insolvency manager.
Creditors may submit their proofs of claim to:
(a) Insolvency Manager
429220, Russia, Chuvashiya republic,
Vurnary, Severniy Per. 4, Apartment 1
(b) The Arbitration Court of Chuvashiya Republic
428000, Russia, Chuvashiya republic, Lenina Str. 4
(c) Shemurshinskaya Sel-Khoz-Khimiya
429370, Russia, Chuvashiya republic,
Shemurshinskiy region, Shemursha, Vostochnaya Str. 19
TYUMEN-GAS: Trading House Succumbs to Bankruptcy
------------------------------------------------
The Arbitration Court of Tyumen region has commenced bankruptcy
proceedings against Tyumen-Gas after finding the trading house
insolvent. The case is docketed as A70-4881/3-04. Mr. E.
Ospanov has been appointed insolvency manager. Creditors may
submit their proofs of claim to Russia, Tyumen, Olimpiyskaya
Str. 18/212, Post User Box 3215.
CONTACT: Mr. E. Ospanov
Insolvency Manager
Russia, Tyumen, Olimpiyskaya Str. 18/212
Post User Box 3215
=====================
S W I T Z E R L A N D
=====================
CLARIANT AG: Bounces Back this Year with Strong 9-month Results
---------------------------------------------------------------
Highlights of nine-month results:
(a) Sales grew 7% in local currency terms to CHF6.550 billion,
volume up 10%;
(b) Net income rose sharply to CHF170 million from CHF49
million loss;
(c) Strong sales in Americas and Asia, modest growth in Europe;
(d) Improved pricing trend in nearly all businesses;
(e) Operating cash flow surged to CHF561 million from CHF164
million;
(f) Transformation Program well on-track.
Key Financial Group Figures (in CHFmn)
Nine Months 2004 % of 2003
sales (reported)
Sales 6,550 100.0 6,402
Gross profit 2,106 32.2 2,062
EBITDA[*] 746 11.4 696
EBITDA before
exceptional
items [*] 760 11.6 774
Operating
Income before exceptional
items and amortization
of goodwill [*] 517 7.9 505
Operating income 469 7.2 297
Net income/loss 170 2.6 -11
Operating Cash Flow 561 164
2003 [1] % of % Change
(like-for-like) sales vs. like-for-like
CHF LC
Sales 6,159 100.0 +6 +7
Gross profit 1,984 32.2 +6 +7
EBITDA[*] 648 10.5 +15 +18
EBITDA before
exceptional
items [*] 724 11.8 +5 +7
Operating
Income before exceptional
items and amortization
of goodwill [*] 466 7.6 +11 +13
Operating income 258 4.2 +82 +89
Net income/loss -49 - -
Operating Cash Flow 561 164
as per Sep 04 Dec 03 Sep 03
Net debt 1,304 2,905 3,487
Equity 2,242 1,176 1,015
Gearing 57% 234% 323%
Number of employees 25,082 27,008 27,671
Third Quarter 2004 % of 2003
sales (reported)
Sales 2,131 100.0 2,129
Gross profit 647 30.4 650
EBITDA [*] 245 11.5 183
EBITDA before
exceptional items[*] 215 10.1 225
Operating
Income before exceptional
items and amortization
of goodwill [*] 130 6.1 135
Operating income 152 7.1 84
Net income/loss 44 2.1 38
Operating Cash Flow 241 217
2003 [1] % of % Change
(like-for-like) sales vs. like-for-like
CHF LC
Sales 2,041 100.0 +4 +9
Gross profit 622 30.4 +4 +8
EBITDA[*] 166 8.1 +48 +60
EBITDA before
exceptional
items [*] 206 10.1 +4 +6
Operating
Income before exceptional
items and amortization
of goodwill [*] 121 5.9 +7 +9
Operating income 70 3.4
Net income/loss 25 1.2
Operating Cash Flow
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
[1] The numbers for 2003 were like-for-like to account for the
sales of business activities in 2003. Sales in 2003: Cellulose
Ethers of Division Functional Chemicals and AP Chemicals, U.K.,
of Division Life Science and Electronic Chemicals. All
activities were sold effective as per the end of 2003.
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Clariant reported strong results for the first nine months of
the year, with sales on a like-for-like basis increasing 7% in
local currency terms and operating margins before exceptional
items improving to 7.9%, from 7.6%.
Growth was in evidence across all regions, especially in the
Americas and in Asia, while signs of recovery were visible in
Europe. Sales in the Third Quarter were particularly robust, up
9% in local currency terms. The company reported a better
pricing climate for its products and said it will continue to
increase prices.
Among the other financial highlights, operating income before
exceptional items and amortization of goodwill improved to
CHF517 million from CHF466 million over the same period in 2003,
while operating cash flow surged to CHF561 million, from CHF164
million.
Sales in local currency terms on a like-for-like basis over the
nine-month period totaled CHF6.550 billion, up from CHF6.159
billion a year earlier. Volume growth -- at 10% -- was again
particularly strong. Sales growth on a continuing basis was
strongest in the Americas region, up 11% in local currency
terms, followed by Asia, Australia and Africa, at 9%, with
European sales up 2%.
Gross profit rose by 6% to CHF2.106 billion, from CHF1.984
billion, while Earnings Before Interest, Tax, Depreciation and
Amortization (EBITDA) grew 15%, to CHF746 million, from CHF648
million. Net debt dropped substantially during the period, to
CHF1.304 billion, from CHF3.487 billion a year earlier.
Business Growing Well Amid Transformation Process
The company also reported good progress on its Transformation
Program, which is creating efficiencies throughout the
organization, cutting cost and enabling a sharper focus on
businesses where it already has or is able to gain a competitive
advantage.
"These results demonstrate what determination and hard work can
achieve," said Clariant Chief Executive Roland Loesser. "We have
been able to substantially grow the business while
simultaneously driving costs down and creating a revitalized
company with excellent long-term prospects. This is exactly
what is demanded by the competitive marketplace we are in."
Strength Visible Across Nearly All Businesses
Growth was strong across most businesses units, particularly in
service-driven areas. Businesses still under considerable
pressure include Textile Dyes and Pharma Chemicals, where
overcapacities in the industry prevent satisfactory performance.
Functional Chemicals reported a 13% increase in local currency
terms, followed by Masterbatches, at 8%, Pigments & Additives at
6% and Textile, Leather & Paper Chemicals, at 4%. Only Life
Science Chemicals posted negative numbers, with a 4% decline.
EBITDA margins before exceptional items improved in every
division, particularly in Pigments & Additives, where they rose
to 16.4%, from 14.6% due to better capacity utilization, and in
Masterbatches, where they climbed to 12.6%, from 11.3% because
of stronger volumes.
Clariant's focus on innovative, service-driven business has
begun to show results, with the company receiving good feedback
on two new market-leading businesses it launched in the Third
Quarter. Exolit OP(R), a range of halogen-free flame retardants
that conform to new European environmental directives, provides
technical advantages and cost-effective solutions. The range is
now being used in plastics for equipment made by major
electronic manufacturers.
In addition, Licocene(R), a range of metallocene waxes, is being
used by numerous customers as a bonding and coupling agent in
glass fiber reinforced polymers and as dispersion agent in
pigment preparations and coatings. Their exceptional properties
enable Clariant to provide tailor-made waxes according to
individual customer specifications in the plastics, coatings and
automotive industries. Response so far to both the Exolit OP(R)
and Licocene(R) ranges has been very encouraging.
Clariant Holds Broadly Positive Outlook
Mr. Loesser issued a broadly positive outlook for the company
for the remainder of the year, expecting continuing sales and
operating income, excluding performance improvement costs, to be
above 2003 levels. "We are very confident about our overall
targets because we have already achieved substantial savings
this year," he said. "In addition, the significant improvement
of our cash flow is a clear indication that the program is
taking hold."
Mr. Loesser confirmed the on-time achievement of the program's
objectives, namely at least CHF100 million in cost reductions
this year and approximately another CHF300 million in 2005. "We
are moving into the intense implementation part of the program,
and we are confident that this is when many of the long-term
benefits will be generated."
"Clariant should continue to grow above the market amid a
positive macro economic climate," Mr. Loesser said. "We expect
good progress on our Transformation Program in the Fourth
Quarter and beyond, which will sustainably improve our
performance."
The full Quarterly Report including this release, financial
discussion, business discussion and consolidated financial
statements is available at http://www.clariant.com.
CALENDAR OF CORPORATE EVENTS
March 8, 2005 Full Year 2004 Results
April 7, 2005 AGM
May 10, 2005 First Quarter 2005 Results
August 4, 2005 First Half 2005 Results
November 9, 2005 Nine Month 2005 Results
Clariant -- Exactly Your Chemistry
Clariant is a global leader in the field of specialty chemicals.
Strong business relationships, commitment to outstanding service
and wide-ranging application know-how make Clariant a preferred
partner for its customers.
Clariant, which is represented on five continents with over 100
group companies, employs about 26,500 people. Headquartered in
Muttenz near Basel, it generated sales of around CHF8.5 billion
in 2003.
Clariant's businesses are organized in five divisions: Textile,
Leather & Paper Chemicals, Pigments & Additives, Masterbatches,
Functional Chemicals and Life Science & Electronic Chemicals.
Clariant is committed to sustainable growth springing from its
own innovative strength. Clariant's innovative products play a
key role in its customers' manufacturing and treatment processes
or else add value to their end products. The company's success
is based on the know-how of its people and their ability to
identify new customer needs at an early stage and to work
together with customers to develop innovative, efficient
solutions.
CONTACT: CLARIANT INTERNATIONAL AG
Investor Relations
Phone: +41 61 469 67 48
Fax: +41 61 469 67 67
Web site: http://www.clariant.com
Holger Schimanke
Phone: +41 61 469 67 45
Daniel Leuthardt
Phone: +41 61 469 67 49
Media Relations:
Fax: +41 61 469 65 66
Walter Vaterlaus
Phone: +41 61 469 61 58
Rainer Weihofen
Phone: +41 61 469 67 42
===========================
U N I T E D K I N G D O M
===========================
3I EUROPEAN: Board Recommends Liquidation; Calls EGM
----------------------------------------------------
Further to its announcement of 28 October 2004, the Board of
Directors of 3i European Technology Trust plc has met to
consider the most appropriate course of action for the Company
to take.
The Board noted that the Company has shown strong and consistent
performance since the current team came together under Pierre-
Andre Boutin in November 2002. Since then the Company's NAV has
risen by 51.7% compared to a rise in its benchmark of 36.9%.
The Company also had the best NAV performance in its sector in
the twelve months to 30 September 2004. (Source: AITC).
The Board wishes to record its appreciation to Pierre-Andre and
his team, Catriona Hamilton and Nitesh Patel for delivering
these results.
In view of the considerable time which elapsed between the start
of negotiations with DWS Investment Trust Managers Limited and
the ultimate failure of those negotiations, and the absence of
any alternative options being available to the Company, the
Board has consulted its major shareholders and decided with
great reluctance to convene an Extraordinary General Meeting of
the Company at which a resolution will be put to shareholders
proposing that the Company commence liquidation.
3i will continue to act as the Company's investment manager
until the date of the proposed liquidation of the Company. As
part of the arrangements for the liquidation, the Board has
reached agreement with 3i that no breakage costs shall be
payable by the Company to 3i in respect of the early termination
of the investment management contract.
A further announcement will be made by the company in due
course, giving details of the proposed liquidation and the
anticipated timetable for its implementation.
CONTACT: 3I EUROPEAN TECHNOLOGY TRUST PLC
Patrick Gifford, Chairman
Phone: 07930 558737
DRESDNER KLEINWORT WASSERSTEIN
Andrew Zychowski/David Yovichic
Phone: 020 7623 8000
Pierre-Andre Boutin
Fund Manager
Phone: 07739 081859
ABBEY NATIONAL: Takeover by Santander Approved
----------------------------------------------
Banco Santander notes the announcement made by the Financial
Services Authority granting its approval of the proposed
acquisition of Abbey. As such, the condition to Banco
Santander's recommended offer for Abbey relating to the
obtaining of approval from the FSA has now been satisfied.
* * *
Upon completion of the Acquisition Abbey Shareholders will be
entitled to 1 New Banco Santander Share as well as a special
cash dividend of 25 pence plus six pence for dividend
differential, totaling 31 pence, for each Abbey Share held at
the Scheme Record Time.
Settlement of New Banco Santander Shares to be issued through
Iberclear is expected to occur on November 15, 2004, with
dealings in New Banco Santander Shares on the market of Bolsas
de Valores and of New Banco Santander ADSs on the NYSE expected
to commence on November 16, 2004. Abbey's special cash dividend
will be paid on December 14, 2004.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR FROM
THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA OR JAPAN
CONTACT: BANCO SANTANDER
Keith Grant (Head of International Media)
Phone: + 34 91 289 5206
Peter Greiff
Phone: + 34 91 289 5207
MAITLAND
Martin Leeburn
Philip Gawith
Angus Maitland
Phone: + 44 20 7379 5151
BRUNSWICK
Rurik Ingram
Phone: + 44 20 7404 5959
AG SOLUTIONS: Hires Stoy Hayward as Liquidator
----------------------------------------------
At the general meeting of the members of AG Solutions Limited,
the resolution to wind up the company was passed. Dermot
Brendan Coakley of BDO Stoy Hayward LLP, Connaught House,
Alexandra Terrace, Guildford, Surrey GU1 3DA has been appointed
liquidator for the purpose of such winding-up.
CONTACT: BDO STOY HAYWARD LLP
Connaught House,
Alexandra Terrace,
Guildford, Surrey GU1 3DA
Phone: 01483 565666
Fax: 01483 531306
E-mail: guilford@bdo.co.uk
Web site: http://www.bdo.co.uk
AVONBURY LIMITED: Members Final Meeting Set Next Month
------------------------------------------------------
The final meeting of the members of Avonbury Limited will be on
December 10, 2004 commencing at 10:30 a.m. It will be held at
the offices of Grant Thornton UK LLP, Byron House, Cambridge
Business Park, Cowley Road, Cambridge CB4 0WZ.
The purpose of the meeting is to receive the account showing
how the winding-up has been conducted and the property of the
company disposed of, and to hear any explanation that may be
given by the liquidator. Members who want to be represented at
the meeting may appoint proxies. Proxy forms must be lodged
with Grant Thornton UK LLP, Byron House, Cambridge Business
Park, Cowley Road, Cambridge CB4 0WZ not later than 12:00 noon,
December 9, 2004.
CONTACT: GRANT THORNTON UK LLP
Byron House, Cambridge Business Park,
Cowley Road, Cambridge CB4 0WZ
Phone: 01 223 225600
Fax: 01 223 225619
Web site: http://www.grant-thornton.co.uk
BATES CUNNINGHAM: Names PricewaterhouseCoopers Liquidator
---------------------------------------------------------
At the extraordinary general meeting of Bates Cunningham
Underwriting Limited on 1 November 2004, the special and
ordinary resolutions to wind up the company were passed.
Richard Setchim and Jonathan Sisson of PricewaterhouseCoopers
LLP, Plumtree Court, London EC4A 4HT have been appointed joint
liquidators of the company for the purpose of such winding-up.
CONTACT: PRICEWATERHOUSECOOPERS LLP
Plumtree Court
London EC4A 4HT
Phone: [44] (20) 7583 5000
Fax: [44] (20) 7822 4652
Web site: http://www.pwc.com
BRITISH SKY: Arranges New Revolving Credit Facility
---------------------------------------------------
British Sky Broadcasting Group plc signed a new GBP1,000 million
Revolving Credit Facility on 3 November 2004. The transaction
was jointly arranged by Deutsche Bank, Barclays Capital,
Citigroup, JP Morgan and RBS, with Deutsche Bank and Barclays
Capital as bookrunners and Barclays Capital as Facility Agent.
The new facility will mature in July 2010 and will be used for
general corporate purposes and to refinance BSkyB's existing,
undrawn, facility, which was due to mature in March 2008.
Syndication of the facility was significantly oversubscribed.
Given the level of interest, the Company was able to secure
sufficient credit commitments solely from its existing group of
relationship banks, and commitments from that group were also
scaled back in the final allocations to participating banks.
Pricing of the transaction is linked to a Net Debt:EBITDA grid,
with an initial margin of 45bps over LIBOR. This compares with
a margin of 70bps over LIBOR on the existing facility.
Commitment fees on the undrawn amounts under the facility are
40% of applicable margin.
The new facility will provide the Group with an extension to the
maturity profile of its existing financing arrangements and will
deliver continued financial flexibility on attractive terms.
CONTACT: BRITISH SKY BROADCASTING GROUP PLC
Analysts/Investors:
Neil Chugani
Phone: +44 20 7705 3837
Alison Dolan
Phone: +44 20 7705 3623
E-mail: investor-relations@bskyb.com
Press:
Julian Eccles
Phone: +44 20 7705 3267
Robert Fraser
Phone: +44 20 7705 3036
E-mail: corporate.communications@bskyb.com
BROMPTON LAND: Owners Agree to Wind up Business
-----------------------------------------------
At the extraordinary general meeting of the Brompton Land Plc on
October 27, 2004 held at Moorhead James, Kildare House, 3 Dorset
Rise, London EC4Y 8EN, the special and extraordinary resolutions
to wind up the company were passed. Michael Colin John Sanders
of BN Jackson Norton, 1 Gray's Inn Square, Gray's Inn, London
WC1R 5AA has been appointed liquidator of the company for the
purpose of such winding-up.
CONTACT: BN JACKSON NORTON
1 Gray's Inn Square,
Gray's Inn, London WC1R 5AA
Phone: 02074302321
CLEVELAND EUROPE: Calls Members Final General Meeting
-----------------------------------------------------
IN THE MATTER OF THE INSOLVENCY ACT 1986
and
IN THE MATTER OF Cleveland Europe Limited
Notice is hereby given pursuant to Section 94 of the Insolvency
Act 1986, that a Final General Meeting of the Members of
Cleveland Europe Limited will be held at the offices of Messrs
BDO Stoy Hayward LLP, 125 Colmore Row, Birmingham, B3 3SD, on
December 6, 2004, 10:15 a.m. for the purposes of having an
account laid before the meeting and to receive the Liquidator's
report, showing how the winding-up of the company has been
conducted and its property disposed of and hearing any
explanation that may be given by the Liquidator.
Any member entitled to attend and vote at the meeting is
entitled to appoint a proxy to attend and vote instead of him,
and such proxy need not also be a member.
C. K. Rayment Liquidator
October 29, 2004
CONTACT: BDO STOY HAYWARD
125 Colmore Row
Birmingham B3 3SD
Phone: 0121 200 4600
Fax: 0121 200 4650
E-mail: birmingham@bdo.co.uk
Web site: http://www.bdostoyhayward.co.uk
COOPERS & LYBRAND: Sets Members Final Meeting December
------------------------------------------------------
The final meeting of the members of Coopers & Lybrand Russia
(Property) Limited will be on December 10, 2004 commencing at
10:00 a.m. It will be held at the office of
PricewaterhouseCoopers LLP, Plumtree Court, London EC4A 4HT.
The purpose of the meeting is to receive the account showing
how the winding-up has been conducted and the property of the
company disposed of, and to hear any explanation that may be
given by the liquidator. Members who want to be represented at
the meeting may appoint proxies. Proxy forms must be lodged
with PricewaterhouseCoopers LLP, Plumtree Court, London EC4A 4HT
not later than 12:00 noon, December 9, 2004.
CONTACT: PRICEWATERHOUSECOOPERS LLP
Plumtree Court
London EC4A 4HT
Phone: [44] (20) 7583 5000
Fax: [44] (20) 7822 4652
Web site: http://www.pwc.com
CWMNI CIG: Creditors Meeting Next Week
--------------------------------------
The creditors of Cwmni Cig Arfon Cyfyngedig will meet on
November 19, 2004 commencing at 11:00 a.m. It will be held at
Plas Menai, Caernarfon, Gwynedd.
Creditors who want to be represented at the meeting may appoint
proxies. Proxy forms must be submitted together with written
debt claims to KPMG Corporate Recovery, St James Square,
Manchester M2 6DS not later than 12:00 noon, November 18, 2004.
CONTACT: KPMG Corporate Recovery
St James Square,
Manchester M2 6DS
Phone: (0161) 838 4000
Fax: (0161) 838 4040
Web site: http://www.kpmg.co.uk
DAVID LOW: Liquidator's Report Out Second Week of December
----------------------------------------------------------
IN THE MATTER OF THE INSOLVENCY ACT 1986
and
IN THE MATTER OF David Low Sports Company Limited
Notice is hereby given pursuant to Section 94 of the Insolvency
Act 1986 that a general meeting of the members of David Low
Sports Company Limited will be held at Bruntsfield House, 6
Bruntsfield Terrace, Edinburgh, EH10 4EX on Thursday, December
9, 2004 at 11:30 a.m. for the purpose of having an account laid
before the meeting showing how the winding up of the company has
been conducted and the property of the company has been disposed
of and of hearing any explanations that may be given by the
liquidator.
T. Ritchie Campbell, Liquidator
October 28, 2004
CONTACT: SCOTT & PATERSON
Bruntsfield House
6 Bruntsfield Terrace
Edinburgh EH10 4EX
Phone: 0131 229 2392
Fax: 0131 228 5587
E-mail: mail@scottandpaterson.co.uk
Web site: http://www.scottandpaterson.co.uk
DB ARBITRAGE: Names KPMG Liquidator
-----------------------------------
At the general meeting of the DB Arbitrage Limited on October
29, 2004, the special and ordinary resolutions to wind up the
company were passed. Jeremy Spratt and Stephen Treharne of KPMG
LLP, 8 Salisbury Square, London EC4Y 8BB have been appointed
joint liquidators for the purpose of such winding-up.
CONTACT: KPMG LLP
PO Box 695, 8 Salisbury Square,
London EC4Y 8BB
Phone: (020) 7311 1000
Fax: (020) 7311 3311
Web site: http://www.kpmg.co.uk
DMR GROUP: Calls in Liquidator from BDO Stoy Hayward
----------------------------------------------------
At the general meeting of the DMR Group Limited, the resolution
to wind up the company was passed. Dermot Brendan Coakley of
BDO Stoy Hayward LLP, Connaught House, Alexandra Terrace,
Guildford, Surrey GU1 3DA has been appointed liquidator for the
purpose of such winding-up.
CONTACT: BDO STOY HAYWARD LLP
Connaught House, Alexandra Terrace,
Guildford, Surrey GU1 3DA
Phone: 01483 565666
Fax: 01483 531306
E-mail: guilford@bdo.co.uk
Web site: http://www.bdo.co.uk
FREERIDER (UK): Names Baker Tilly Administrator
-----------------------------------------------
Guy Edward Brooke Mander and Graham Paul Bushby (IP Nos 8845,
8736) have been appointed administrators for Freerider (UK)
Limited. The appointment was made November 2, 2004. The
company imports and distributes invalid carriages.
CONTACT: BAKER TILLY
City Plaza
Temple Row
Birmingham B2 5AF
Phone: 0121 214 3100
Fax: 0121 214 3101
Web site: http://www.bakertilly.co.uk
HOUSE OF BATH: Hires Administrators from UHY Hacker Young
---------------------------------------------------------
Andrew Andronikou, Ladislav Hornan and Peter Kubik, (IP Nos
1253, 2059, 9220) have been appointed administrators for House
Of Bath Limited. The appointment was made November 1, 2004.
The company is engaged in retail mail order.
CONTACT: UHY HACKER YOUNG
St Alphage House,
2 Fore Street,
London EC2Y 5DH
Phone: 020 7216 4600
Fax: 020 7638 2159
Web site: http://www.uhy-uk.com
HYUNDAI PARTS: Final Meeting of Members Set December
----------------------------------------------------
The final meeting of the members of Hyundai Parts And Service
Limited will be on December 14, 2004 commencing at 3:00 p.m. It
will be held at Herschel Street, Slough, Berkshire SL1 1PG.
The purpose of the meeting is to receive the account showing
how the winding-up has been conducted and the property of the
company disposed of, and to hear any explanation that may be
given by the liquidator. Members who want to be represented at
the meeting may appoint proxies. Proxy forms must be lodged
with Oury Clark, Herschel House, Herschel Street, Slough,
Berkshire SL1 1PG not later than 12:00 noon, December 13, 2004.
CONTACT: OURY CLARK
Herschel House, 58 Herschel Street,
Slough, Berkshire SL1 1PG
Web site: http://www.ouryclark.com
INMARSAT INVESTMENTS: Rating Downgraded to 'B+'; Outlook Stable
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term
corporate credit ratings on U.K.-based mobile satellite services
provider Inmarsat Ventures Ltd. and its parent company Inmarsat
Investments Ltd. to 'B+' from 'BB-'. Standard & Poor's also
assigned its 'B+' long-term corporate credit rating to Inmarsat
Holdings Ltd. The outlook is stable.
At the same time, Standard & Poor's lowered its bank loan rating
on Inmarsat Investments Ltd.'s US$975 million senior credit
facilities to 'B+' from 'BB-' and lowered its senior unsecured
debt rating on Inmarsat Finance PLC's US$477.5 million notes to
'B-' from 'B'. In addition, Standard & Poor's assigned its
'CCC+' debt rating to the proposed US$300 million senior
discount notes to be issued by Inmarsat Finance II PLC.
The rating actions are driven by Inmarsat's financial policy,
which is proving more aggressive than expected, following the
company's announcement of a proposed US$300 million senior
discount notes issue to refinance shareholders' subordinated
preference certificates.
Inmarsat's leverage will increase as a result of the issue,
which will be used to redeem US$290 million of the company's
subordinated preference certificates (SPCs). The SPCs have been
treated as equity by Standard & Poor's, and their partial
replacement by the new US$300 million notes equates to an
increase in debt.
Pro forma for the transaction, Inmarsat's adjusted net debt-to-
EBITDA ratio (including short-term investments, cash, and debt
for a sale and leaseback, but excluding cash restricted for
investments) for the nine months ended Sept. 30, 2004, would
increase to 4.8x, well above the actual 4.3x ratio and the
previously indicated maximum guideline for the ratings of 4.5x.
Standard & Poor's did not expect further dividends in addition
to the US$100 million paid in April 2004. The new debt-funded
cash distribution to shareholders takes precedence over
completion of -- and payment for -- Inmarsat-4 (I-4), the
flagship investment program that would move the company into the
next generation of higher bandwidth satellite services, thereby
mitigating the impact of eroding voice services sales.
"The dividend distribution -- coming at a time when negative
free cash flow generation is expected in 2004 and 2005 --
represents an aggressive change of financial policy," said
Standard & Poor's credit analyst Michael O'Brien.
The revised ratings on Inmarsat are supported by the company's
position as a leading operator in the global mobile satellite
services industry and its strong in-orbit and ground
infrastructure, which constitute a high barrier to entry.
The rating on the US$300 million senior discount notes reflects
not only their subordination to the senior notes issued by
Inmarsat Finance PLC, but also their subjection to a covenant
under Inmarsat Investments Ltd.'s senior bank loan, which
requires a minimum net debt-to-EBITDA ratio of 2.25x to enable
Inmarsat Group Ltd. to upstream cash to service the discount
notes at Inmarsat Holdings Ltd.
Standard & Poor's expects that Inmarsat will successfully put
into orbit its two new I-4 satellites in 2005 and defend its
revenue and cash flow bases from increasing competitive
pressures. This should help the company to adequately service
debt, secure adequate liquidity at all times, and maintain ample
headroom under its bank covenants. Inmarsat is also expected to
maintain a controlled financial policy with regard to future
shareholder return. "In the short term, Standard & Poor's
expects Inmarsat to maintain a ratio of adjusted net debt to
EBITDA below 5.5x, with a steady debt decrease after completion
of the I-4 program," added Mr. O'Brien.
Ratings information is available to subscribers of
RatingsDirect, Standard & Poor's Web-based credit analysis
system, at http://www.ratingsdirect.com. It can also be found
at http://www.standardandpoors.com. Alternatively, call one of
the following Standard & Poor's numbers: London Ratings Desk
(44) 20-7176-7400; London Press Office Hotline (44) 20-7176-
3605; Paris (33) 1-4420-6708; Frankfurt (49) 69-33-999-225;
Stockholm (46) 8-440-5916; or Moscow (7) 095-783-4017. Members
of the media may also contact the European Press Office via e-
mail: media_europe@standardandpoors.com.
CONTACT: STANDARD AND POORS RATING SERVICES
Group E-mail Address
CorporateFinanceEurope@standardandpoors.com
INMARSAT INVESTMENTS
99 City Road, London, EC1Y 1AX
Phone: +44 (0) 20 7728 1777
Fax: +44 (0) 20 7728 1142
E-mail: customer_care@inmarsat.com
Web site: http://www.inmarsat.com
INTERNET MUSIC: Revamps Current Shareholding Structure
------------------------------------------------------
All resolutions notified and announced in the Notice of Meeting
of Internet Music were passed at the Extraordinary General
Meeting held Nov. 3.
Accordingly:
(1) The proposal by the directors to effect a Company Voluntary
Arrangement of the Company pursuant to the Insolvency Act
1986 was approved.
(2) The restructuring of the ordinary share capital was
approved.
The ordinary shares of 1p each were consolidated into 50p
ordinary shares and then subdivided into 1 ordinary share of
0.2p and 1 deferred share of 49.98p. The rights attaching to
the deferred shares render them valueless.
Accordingly for every 50 ordinary shares of 1p previously held a
shareholder now owns 1 ordinary share of 0.2p. New certificates
will be posted to shareholders shortly.
(3) The remaining resolutions to increase the authorized share
capital, amend the Articles of Association and grant general
authority to the directors to allot equity securities were
approved.
Issue of Securities
The following ordinary 0.2p shares have been issued and
application will be made for these shares to be admitted to
trading on AIM;
(i) 1586666 ordinary 0.2p shares to creditors under the
terms of the CVA;
(ii) 1040874 ordinary 0.2p shares to Lloyd Traders Inc at
par;
(iii) 174059 ordinary 0.2p shares to Antony Batty in
settlement of his services as Supervisor to the CVA.
For the avoidance of doubt following the issue of ordinary
shares as detailed above the Company will have in issue a total
of 3479769 ordinary 0.2p shares.
In addition these instruments have been issued:
(iv) 500000 Warrants exercisable into ordinary 0.2p shares at
par to Lloyd Traders Inc.
(v) GBP50000 convertible loan convertible into 625000
ordinary 0.2p shares at 8p each to General Commerce
Trust
Directorate Change
Following the Extraordinary General Meeting Mr. Cordell has
resigned from the Board and Mr. Knifton, Mr. Oakes and Mr.
Weller were appointed Directors.
Further Disclosure re Appointment of Directors
The Company wishes to advise the following additional disclosure
required by schedule 2 paragraph (f) of the AIM Rules regarding
the appointment of Leo Knifton, Nigel Weller and Stephen Oakes
as Directors.
In addition to his directorship of the Company, Leo Knifton,
Stephen Oakes and Nigel Weller are or have been directors or
partners of these companies and partnerships:
(a) Leo Ernest Vaughan Knifton (50)
Current directorships: Previous directorships:
Pountney Plc Acclaimed Management Ltd.
Alltrue investments Plc Netwindfall Insurance Services Ltd.
SBS Group Plc Netwindfall Mortgage Brokers Ltd.
Starguild Ltd. Century 21 Financial Services Ltd.
Laurence Plc Fort Knox Property Services Ltd.
L P Hill Investments Plc Fort Knox Property Services NL Ltd.
SBS Nominees Ltd. Netwindfall Affinity Services Ltd.
Great Monument Capital Ltd. Netwindfall Finance Services Ltd.
BTG Europe Ltd. Netwindfall Property Services Ltd.
PrimeEnt Ltd. NWD Group PLC
Voss Net Plc Proshore Financial Services Ltd.
Oakgate Plc Windfall Mortgage Services Ltd.
Voss Net Nominees Ltd. Windfall Nominees Ltd.
Futuragene Plc Windfall Packaging Ltd.
Overnet Data (U.K.) Ltd. Windfall Shares Ltd.
PNC Telecom PLC
Internet Music & Media Nominees Ltd.
Additionally, Leo Knifton was a director of LEV Investment and
Management Ltd., which went into creditors voluntary liquidation
in 1988 with a deficit.
(b) William Nigel Valentine Weller (55)
Current directorships: Previous directorships:
Pountney Plc Manifest Institutional Holdings Ltd.
Alltrue Investments Plc The Manifest Voting Agency Ltd.
SBS Group Plc Manifest Information Services Ltd.
Starguild Ltd. Netwindfall Affinity Services Ltd.
Laurence Plc Netwindfall Finance Services Ltd.
LP Hill Investments Plc NWD Group PLC
SBS Nominees Ltd. Windfall Packaging Ltd.
Great Monument Capital Ltd. Netwindfall Insurance Services Ltd.
BTG Europe Ltd. Netwindfall Mortgage Brokers Ltd.
PrimeEnt Ltd. Netwindfall Property Services Ltd.
Voss Net Plc Windfall Share Ltd.
Oakgate Plc Windfall Mortgage Services Ltd.
Voss Net Nominees Ltd. Windfall Nominees Ltd.
Internet Music & Media Nominees Ltd.
(c)
Stephen Vaughan Oakes (48)
Current directorships: Previous directorships:
Pountney Plc HSBC Investment Management
International Ltd
Alltrue Investments Plc HSBC Asset Management (Americas)
Inc.
SBS Group Plc HSBC Asset Management (Canada) Inc.
Starguild Ltd. HSBC Republic Bank (UK) Ltd.
L P Hill Investments Plc
Laurence Plc
SBS Nominees Ltd.
Internet Music & Media Nominees Ltd.
There are no further details requiring disclosure pursuant to
schedule 2 (f) of the AIM Rules.
Change of Registered Office
The Company has changed its registered office to Finsgate, 5-7
Cranwood Street, London EC1V 9EE.
Accounts
The Company has published its interim accounts for the period to
30 June 2004 and intends to request that the suspension of
trading in its ordinary shares be restored.
CONTACT: INTERNET MUSIC AND MEDIA PLC
Leo Knifton
Phone: 020 7251 3762
BEAUMONT CORNISH LTD.
Roland Cornish
Phone: 020 7628 3396
IPV LIMITED: Appoints Numerica Administrator
--------------------------------------------
Nick O'Reilly and Colin Vickers (IP Nos 8309, 8953) have been
appointed administrators for IPV Limited. The appointment was
made November 2, 2004. The company is engaged in software
consultancy and supply.
CONTACT: NUMERICA
PO Box 2653,
66 Wigmore Street,
London W1A 3RT
Phone: 020 7467 4000
Fax: 020 7284 4995
Web site: http://www.numerica.biz
JARVIS PLC: Division Loses Project to Build Schools
---------------------------------------------------
Jarvis plc confirms that Norfolk County Council has decided not
to proceed further with the bid made by Jarvis' accommodation
services division to extend and refurbish 37 schools under a PFI
agreement where the division had been selected as preferred
bidder.
* * *
Jarvis said in August that after the audit of its report for the
year ended March 31, 2004, there will be a reversal of
exceptional income of GBP3.5 million and a loss on disposal of
GBP0.9 million. In addition, the application of accounting
standards recommended by auditor requires that an impairment
provision of GBP6.0 million be made in respect of certain of the
joint ventures held at the balance sheet date, whilst profits of
GBP5.1 million on other joint ventures will be recognized in the
current financial year. Having accounted for other reductions
to turnover of GBP0.4 million, the net effect is to increase the
reported loss before tax in respect of the UPP and PFI joint
venture transactions by GBP9.0 million in the year ended 31
March 2004. The income arising will now be recognized in the
current financial year.
CONTACT: JARVIS PLC
Paul Ravenscroft
Phone: 020 7017 8127
KELVIN ASSOCIATES: Final Meeting of Members Set
-----------------------------------------------
IN THE MATTER OF THE INSOLVENCY ACT 1986
and
IN THE MATTER OF Kelvin Associates Ltd.
Notice is hereby given that pursuant to Section 94 of the
Insolvency Act 1986, the Final Meeting of Members of Kelvin
Associates Ltd. will be held within the offices of BDO Stoy
Hayward, Chartered Accountants, Ballantine House, 168 West
George Street, Glasgow on Monday, December 6, 2004 at 11:00 a.m.
for the purposes of receiving the liquidator's report of the
winding up and determining whether the liquidator should receive
his release.
Neil J. McNeill CA, Liquidator
November 1, 2004
CONTACT: BDO STOY HAYWARD
Ballantine House
168 West George Street
Glasgow, G2 2PT
Phone: 0141 248 3761
Fax: 0141 332 5467
E-mail: glasgow@bdo.co.uk
Web site: http://www.bdostoyhayward.co.uk
MARCONI CORPORATION: Reduces Operating Loss to GBP29 Million
------------------------------------------------------------
Marconi Corporation plc on Nov. 9 announced interim results for
the three and six months ended 30 September 2004.
Operational Performance - Continuing Operations
(a) Gaining momentum with Next Generation products and services:
(i) H1 sales GBP594 million (H1 FY04 GBP596 million), Q2
sales GBP305 million (Q2 FY04 GBP305 million);
(ii) Increase of 3.5% for H1 and 4% for Q2 at constant
currency versus previous year;
(iii) Increased demand for broadband and fixed wireless access
networks;
(iv) Improvement in book to bill across all businesses since
Q1;
(v) Increased level of tender activity and customer trials.
(b) Continued improvement in adjusted gross margin[1]:
(i) 5 percentage point increase in adjusted gross margin vs.
First Half FY04;
(ii) H1 FY05 32.7% (H1 FY04 27.7%); Q2 FY05 33.1% (Q2 FY04
29.8%);
(iii) Continued performance improvement in Optical & Access
Networks.
(c) Additional investment required to support future growth:
(i) Further GBP10 million investment in R&D and S&M focused
on selected business opportunities;
(ii) Reinvigorating push for efficiency savings in G&A;
(iii) Modest increase in working capital in line with sales
growth.
(d) Improved profitability:
(i) Q2 adjusted operating profit[2] GBP2 million (Q2 FY04
adjusted operating loss GBP20 million);
(ii) Q2 group operating loss reduced to GBP29 million (Q2
FY05) from GBP62 million (Q2 FY04);
(iii) Group profit on ordinary activities before taxation
GBP47 million (Q2 FY04 GBP5 million);
(iv) Higher than expected OPP disposal proceeds secure final
redemption of Senior Notes;
(v) Net cash GBP335 million at 30 September 2004.
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
[1] stated after cost reclassifications and before exceptional
items
[2] stated before share option costs, exceptional items and
goodwill amortization
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
FY05 Outlook Re-affirmed
(a) Low single digit sales growth at constant currency,
(b) 34% adjusted gross margin target based on higher volumes,
cost savings and improved business mix
Commenting on the results, Mike Parton, Chief Executive said:
"The results confirm the progress we have been making in
improving profitability year on year. We are working to improve
our gross margins through further operational improvements.
"Looking forward, I am encouraged by the confidence our
customers are showing in our new products and services'
Important Notice
This news release should be read in conjunction with Marconi
Corporation Group Non-statutory Accounts and related Notes and
Operating and Financial Review (OFR) for the three and six
months ended 30 September 2004.
A full copy of its financial results is available free of charge
at http://bankrupt.com/misc/interim2004.htm.
CONTACT: MARCONI CORPORATION PLC
4th Floor Regents Place
338 Euston Rd
London NW1 3BT
Phone: +44-20-7493-8484
Fax: +44-20-7493-1974
Web site: http://www.marconi.com
Press Enquiries
David Beck
Phone: 0207 306 1490;
E-mail: david.beck@marconi.com
Investor Enquiries
Heather Green
Phone: 0207 306 1735
E-mail: heather.green@marconi.com
MARKS & SPENCER: Unveils Long-term Strategic Decisions
------------------------------------------------------
Current Trading and Outlook
Trading has become more difficult since we last updated on
current trading on 12 October. However, we do not believe this
trend to be entirely Marks & Spencer specific. With Christmas,
we still have our two key profit driving months ahead. It is
therefore too early for us to predict the outcome for the second
half at this stage.
Chairman's Statement:
This has been a period of great change for the company. In May,
Stuart Rose, Charles Wilson and Steven Sharp joined Marks &
Spencer and were immediately involved in leading the response to
a possible bid for the company, and preparing a strategy to
deliver the true value of Marks & Spencer to its shareholders.
Over the past four months, the team has been deeply involved in
implementing a comprehensive program of change within the
business. We have also delivered substantial structural change
including returning GBP2.3billion to shareholders and agreeing
the sale of M&S Money.
There can be little doubt as to the scale of the challenge,
which Stuart and his colleagues have inherited. However, we
have made good progress on laying the foundations for our
recovery. The management changes announced Nov. 9, 2004 are
evidence of our determination to accelerate the pace of change
within the business. I am confident that the benefits of all
the work that is being done will become increasingly apparent
through the course of next year.
Chief Executive's Statement:
Marks & Spencer is a business, which requires radical change in
the way that it operates. It needs to completely re-focus on
the customer. It needs to move more swiftly and with greater
confidence. It needs to rebuild its pride in its service and
standards. Since becoming Chief Executive I have spent most of
my time re-acquainting myself with all areas of the business,
talking to our staff, customers and suppliers and visiting our
stores. We face some serious issues but having spent time in
the business I am in no doubt that we have the capability to
address and overcome them.
Where there are challenges I can see opportunity. The solutions
lie in strong retailing disciplines and a complete focus on
delivering to the customer style, quality, value and innovation.
We can buy better, market better, present our stores better and
improve the speed and efficiency of our supply chain. We also
have other strengths on which to build. The Brand is strong and
relevant. We have a loyal customer base, which wants us to get
it right. We have excellent suppliers with whom we are working
closely and when we produce the right product, at the right
value, it sells in huge volumes. We have talented people
throughout the business and I am in no doubt that when they are
focused on the tasks in hand the pace and effectiveness of the
business will improve substantially.
I have today [Nov. 9] announced substantial changes to the
senior management team and on how we will operate the business
in the future. These departures are not a reflection of the
talents or qualities of the people involved. They have served
the company well and I would like to thank them all for the
substantial contributions they have made. However, if we are to
succeed we need to change how M&S is led and how it operates. I
will take direct responsibility for retailing, merchandising and
buying. Charles Wilson will be responsible for our systems,
logistics and property. We will be seeking a new Finance
Director to take responsibility for all financial matters and
our international business. We have a strong operational team
running our trading divisions and we will be looking to
strengthen it further.
On July 12, I outlined our plans to improve the performance of
M&S, by focusing the business in 04/05, driving it in 05/06 and
broadening in 06/07. This program of action is designed to
deliver substantial value for shareholders. We have made good
progress.
We have completed much of the structural change to the Group.
We have:
(a) acquired per una,
(b) returned GBP2.3bn to shareholders through the Tender Offer,
(c) taken steps to close the 'Lifestore' program in January
2005,
(d) stopped 21 of the 31 strategic initiatives in order to focus
on our core business,
(e) completed negotiations with suppliers to improve terms,
(f) agreed the sale of M&S Money to HSBC.
We have also started to implement a wide range of initiatives
designed to improve the operating efficiency of the business.
We will see the benefits of these changes through next year:
(a) making changes to the senior management team;
(b) on track to achieve the GBP320 million of cost and margin
improvements in 2006/7 outlined on 12 July;
(c) continuing to reduce stock commitments;
(d) launched the 'Your M&S' brand campaign signifying the start
of an overall marketing and in-store program to reconnect
the Group with its core customer;
(e) taken steps to reduce product proliferation, while improving
real choice;
(f) completed the brand review;
(g) improved buying capabilities with more discipline and
shorter reporting lines;
(h) made improvements to the supply chain;
(i) adopted a consistent pricing policy on opening price points;
(j) introduced a program to improve availability for our top
150 sellers;
(k) completed the first phase of our Retail Change Programme to
enable better staffing at peak times.
Board and Senior Management Changes
Marks & Spencer is announcing a number of changes to its
management team and board structure. As a result, the company
is to streamline its board, reducing the number of Executive
Directors from six to three.
A number of senior executives will be leaving the company.
Alison Reed, Finance Director, is to step down by mutual
agreement and a search for a new Finance Director is now
underway. After 20 successful years with Marks & Spencer,
including over three years as Finance Director, Alison wishes to
move on to the next stage in her career. However, she has
agreed to stay on as Finance Director until February 2005 to
ensure a smooth handover.
Maurice Helfgott, Executive Director Menswear, Childrenswear &
Home, has made a significant contribution over 16 years. Having
eliminated the role between the Chief Executive and the business
unit directors, Maurice is stepping down from the board with
immediate effect and leaving the company by mutual agreement.
Mark McKeon, Executive Director Retail, International &
Franchises, will similarly be leaving the board with immediate
effect: neither board position will be replaced.
Laurel Powers-Freeling, Chief Executive of M&S Money, is
stepping down from the board with immediate effect as a result
of the sale of the business to HSBC. She will continue to
oversee the transition and will leave the company before the end
of the financial year.
Jean Tomlin, Human Resources Director, and Jack Paterson,
Business Unit Director Home, are also leaving the company.
Stuart Rose, Charles Wilson and the Finance Director will be the
three Executive Directors to sit on the Marks & Spencer board.
All buying and merchandising directors will now report directly
to Stuart Rose, with IT, logistics and property reporting to
Charles Wilson and finance, international and M&S Money
reporting to the Finance Director. Marketing will continue to
report to Steven Sharp.
As part of this management review, Stuart Rose has also made the
following appointments. Anthony Thompson is to become Director
of Retail. Fiona Holmes, currently Executive Assistant to the
Chief Executive and former head of Men's Formalwear, is to
become Childrenswear Director. Keith Cameron is to join as
Human Resources Director. A new Director of Home will be
appointed in due course. In the meantime, Steve Rowe will act
as interim director of Home. A search is underway for an
external candidate to become Director of Food.
The trading team will now comprise:
Kate Bostock - Director of Womenswear
Matt Hudson - Director of Lingerie & Beauty
Andrew Skinner - Director of Menswear
Fiona Holmes - Director of Childrenswear
Steve Rowe - Interim Director of Home
Guy Farrant - Food Trading Director & Interim Director of
Food
Andrew Moore - Director of General Merchandise Planning
Anthony Thompson - Director of Retail
U.K. Retail
In the six months to 2 October 2004, U.K. Retail sales were down
0.4% at GBP3,307.6 million (down 0.5% at GBP3,643.7 million
including VAT). However, on a like-for-like basis sales were
down 4.0%. Footfall remained broadly level on the year.
In Clothing, Womenswear generally had a disappointing half with
a poor Summer season and despite an initial encouraging start to
Autumn in knitwear and formalwear, we failed to sustain momentum
to the end of the half. However, per una maintained its strong
double-digit growth. Children's wear also had a difficult
summer but schoolwear performed well. We continue to work on
improving opening price points and ranging, especially in
newborn and boys. Lingerie has improved performance throughout
Autumn driven by improvements in availability, fit and ranging.
Menswear performed relatively well throughout the half with good
sales in casualwear and a strong suit and formalwear offer.
Home sales were particularly weak with the product being out of
line with customer needs. We have now focused on rebuilding the
core categories of bath, bed, kitchen and home accessories.
In Food, sales excluding VAT were up 3.2% (including VAT +3.4%),
although like-for-like sales were down 2.1%. We have a clear
lead on quality but competition is intense. Our offer is too
complicated with too many sub brands and too much product
proliferation. Our performance varies significantly between our
stores. We are addressing issues of ranging, availability,
waste, markdowns, promotions, and pricing. We are also focusing
on the environment of our food offer: Simply Food is being
simplified from five different formats to two.
Action on operating costs has enabled us to reduce costs,
including logistics costs, over the half by 0.9%. In the second
half, we will continue to focus on reducing our operating costs
and we are maintaining our previously published guidance of a 1%
increase for the full year.
International
M&S has performed well internationally. Sales in the Marks &
Spencer branded businesses (Republic of Ireland, Hong Kong and
franchises) increased by 9.3% over the half (+13.3% at constant
exchange rates). Operating profit increased by 58.6% to GBP27.6
million.
Our franchisees have seen good like-for-like sales increases and
are investing in new footage. The stores in the Republic of
Ireland have traded well over the half. On 4t November 2004, 25
years on from our first store opening in the Republic of
Ireland, we opened one of our new look M&S stores in
Blanchardstown. We will be opening a new 90,000 square foot
store in Dundrum in March 2005.
Sales at Kings Super Markets were broadly level over the period
at constant exchange rates, compared with the same period last
year. Operating profit at Kings over the period was GBP1.2
million as a result of actions taken last year to improve
financial performance.
Financial Services
The first half presented several challenges for the Money
business, with 3 base rate rises and the sale of the business to
HSBC. Despite this, key targets were achieved and operating
profit at GBP24.5 million was in line with our plans.
New credit card recruitment has been successful, with 314,000
accounts recruited in the first half against a target of
263,000. At the half-year we had 2.4 million credit card
accounts and 2.9m cards in issue. Since the launch of the
'&more' card and loyalty scheme, we have issued GBP42.5 million
in '&more' loyalty vouchers to our card customers. Total
lending to customers was GBP2.5 billion, with the growth in card
balances to GBP1.3 billion offset by a fall in personal lending
balances to GBP1.2billion. Bad debt performance continues to be
substantially better than industry averages, with the bad debt
charge for the period running at 1.9% of balances (annualized).
Our motor insurance product was rolled out during the period,
and the outsourcing of our home and contents insurance business
to Norwich Union in Perth has been completed. Overall insurance
policy sales are 66% up on the same period last year.
Net Interest Expense
Net interest expense was GBP36.2 million compared to GBP23.9
million for the same period last year with the increase largely
attributable to the interest on the GBP400 million Public Bond
issued to fund the contribution to the U.K. pension scheme. The
average rate of interest on borrowings during the period was
5.5% and interest cover was 6.7 times.
Taxation
The tax charge reflects an estimated effective tax rate for the
full year of 30.2% before exceptional charges, compared to 30.1%
for the last full year.
Dividend
The Board has declared an interim dividend of 4.6 pence per
share. This will be paid on 14 January 2005 to shareholders on
the register at close of business on 19 November 2004. The
shares will trade ex-dividend from 17 November 2004.
Earnings per Share
Adjusted earnings per share, which excludes the effect of
exceptional items, has decreased by 7.3% to 8.9 pence per share.
Balance Sheet and Cash Flow
The Group generated a net cash inflow for the period of GBP534.0
million compared with GBP41.9 million last year. The movement
compared with last year reflects the launch by M&S Money of the
mini cash ISA in March 2004. At the end of the period, net debt
was GBP1,351 million, a decrease of GBP644 million from the year
end, giving rise to retail gearing of 51.5%, with total gearing
at 55.8%.
U.K. Retail capital expenditure for the period was GBP109.4
million. U.K. Retail capital expenditure for the full year is
now expected to be in the region of GBP240 million (GBP290
million for the Group as a whole).
In August, we signed two new banking facilities totaling GBP2
billion. These facilities, together with existing resources,
were used to fund the return of GBP2.3 billion to shareholders.
On 28 October, we repurchased 635,359,116 ordinary shares,
representing 27.9% of the issued share capital, for cancellation
at a price of 362 pence per share and a total cost of GBP2.3
billion. Following completion of the Tender Offer and the
cancellation of those shares, which have been repurchased, the
number of ordinary shares in issue was 1,645 million.
Exceptional Items
The Group has recorded exceptional charges of GBP81.0 million in
the first half of this year, as:
Exceptional items 2004 2003
GBPm GBPm
Closure of 'Lifestore' 29.3 -
Head Office relocation 8.3 3.7
Defence costs 39.6 -
Head office restructuring programme 3.8 -
Profit on sale of property and other
fixed assets - (18.2)
Total exceptional charges / (income) 81.0 (14.5)
'Lifestore' closure costs represent the anticipated cost of
closing the 'Lifestore' program. These costs include stock
provisions, asset write-offs and other property related costs.
Defense costs represent the cost incurred, primarily for
professional advice, in defending the possible offer from
Revival Acquisitions Limited. Included in these costs is GBP4.6
million, which has been incurred in making the necessary changes
to the Board.
During the first half of this year, GBP8.3 million of revenue
costs were incurred in connection with the relocation of the
Head Office and have been charged as exceptional operating
costs. This relocation was completed at the end of October.
We have also incurred GBP3.8 million of costs in the first half
of the year in connection with the implementation of the Head
Office restructuring program, which was announced prior to the
year-end.
Pensions
Under FRS 17 -- 'Retirement Benefits' -- there is only a
requirement to perform a full valuation at the end of each
financial year. The last formal valuation of the Group's post-
retirement schemes was carried out as at 3 April 2004. However,
at the half-year, we have updated this FRS17 valuation for
market related movements, being the market value of scheme
assets and the discount rate used for liabilities. This update
has resulted in an increase in the deficit to GBP772.8 million
(GBP565.2 million after deferred tax).
A full copy of its financial results is available free of charge
at http://bankrupt.com/misc/results.htm.
CONTACT: MARKS & SPENCER
Media enquiries:
Corporate Press Office
Phone: 020 8718 1919
Investor Relations:
Amanda Mellor
Phone: +44 (0) 20 8718 3604
Damian Evans
Phone: +44 (0) 20 8718 1563
MARKS & SPENCER: Sells Retail Financial Services to HSBC
--------------------------------------------------------
Marks & Spencer on Tuesday said it has completed the sale of
Marks & Spencer Retail Financial Services Holdings Ltd. (M&S
Money) to HSBC for a consideration of GBP762 million. This
represents a premium of GBP224 million over net asset value as
at 3 April 2004.
In addition, the Group will retain GBP60 million of net assets
held in Marks & Spencer Insurance.
Marks & Spencer and HSBC have entered into a relationship under
which Marks & Spencer will continue to share in the success of
the business. Under the terms of the sale, Marks & Spencer will
receive fees equating to 50% of the profits of M&S Money, after
a notional tax charge and, after, deducting agreed operating and
capital costs, plus payments in relation to sales growth.
As a result of this transaction, Laurel Powers-Freeling, Chief
Executive, M&S Money, will be stepping down from the Group Board
with immediate effect. She will continue to oversee the
transition and is expected to leave the company by the end of
the financial year.
Stuart Rose, Chief Executive, Marks & Spencer, said: "Laurel has
achieved a great deal in developing our financial services
business, most significantly the very successful launch of the
&more card. We thank her for her valuable contribution to Marks
& Spencer over the last three years and wish her well for the
future.
"I am looking forward to working with HSBC and jointly
developing this business which will continue to operate under
the M&S Money brand."
CONTACT: MARKS & SPENCER
Corporate Press Office:
Sue Sadler
Phone: 020 8718 8642
Lisa Attenborough
Phone: 020 8718 6166
Investor Relations:
Amanda Mellor
Phone: 020 8718 3604
Damian Evans
Phone: 020 8718 1563
MURRAY EMERGING: Appoints Liquidator from Ernst & Young
-------------------------------------------------------
IN THE MATTER OF THE INSOLVENCY ACT 1986
and
IN THE MATTER OF Murray Emerging Growth and Income Trust Plc.
Notice is hereby given that we, Thomas Merchant Burton and
Patrick Joseph Brazzill of Ernst & Young LLP, Ten George Street,
Edinburgh EH2 2DZ, were appointed liquidators of Murray Emerging
Growth and Income Trust Plc. on October 29, 2004.
T. M. Burton and P. J. Brazzill, Liquidators
October 29, 2004
CONTACT: ERNST & YOUNG LLP
Ten George Street
Edinburgh EH2 2DZ
Phone: +44 [0] 131 777 2000
Fax: +44 [0] 131 777 2001
Web site: http://www.ey.com
MYSTERIAN LIMITED: Liquidator Enters Firm
-----------------------------------------
IN THE MATTER OF THE INSOLVENCY ACT 1986
and
IN THE MATTER OF Mysterian Limited
Notice is hereby given that I, David K. Hunter of Campbell
Dallas, Sherwood House, 7 Glasgow Road, Paisley, PA1 3QS, was
appointed liquidator of Mysterian Limited on October 19, 2004.
David K Hunter, Liquidator
October 21, 2004
CONTACT: CAMPBELL DALLAS
Sherwood House
7 Glasgow Road
Paisley PA1 3QS
Phone: 0141 887 4141
Fax: 0141 887 1103
E-mail: psly@camdal.com
Web site: http://www.camdal.com
PERM-A-GLASS: Creditors, Members Appoint Liquidator
---------------------------------------------------
IN THE MATTER OF THE INSOLVENCY ACT 1986
and
IN THE MATTER OF Perm-A-Glass Limited
Notice is hereby given that I, Annette Menzies of French Duncan,
375 West George Street, Glasgow G2 4LW, was appointed liquidator
of Perm-A-Glass Limited on October 29, 2004.
Annette Menzies, Liquidator
October 29, 2004
CONTACT: FRENCH DUNCAN
375 West George Street
Glasgow G2 4LH
Phone: 0141 221 2984
Fax: 0141 221 2980
E-mail: enquiries@frenchduncan.co.uk
Web site: http://www.frenchduncan.co.uk
PITTARDS PLC: Expects Full-year Pre-tax Loss
--------------------------------------------
Pittard plc Chairman Robert Tomkinson said: "In my statement
accompanying our interim results on 2nd September 2004, I
commented on our prospects:
"The global economic climate continues to be unstable, and
exchange rates to be volatile. Sales prospects for the second
half are better than for the first although demand from the
international market for leather remains depressed.
"With the benefit of ongoing cost savings and efficiency
improvements, we expect our continuing activities to operate
profitably in the second half of the year.
"There will be exceptional costs in the second half associated
with our withdrawal from the Raw Materials Division, which could
be substantial. Together with the loss reported for the first
half, this will result in a loss before tax for the Group for
the year as a whole."
In the two months since I made those comments, there has been no
sign of a recovery in the international market for leather. The
market remains depressed and thus far, our sales in the second
half have been no better than in the first. As a consequence,
we have made further reductions in our payroll costs, through
natural wastage and redundancies. These carry an upfront cost
to our 2004 performance, but reduce our operating costs going
forward. It is now unlikely that our continuing activities will
operate profitably in the second half of the year.
The Raw Materials Division ceased production on 8th October.
Good progress is being made with the liquidation of the working
capital invested in that business. We have found a buyer for
the factory in Langholm and the plant and equipment and we are
now in the process of negotiating contracts. The costs
associated with the closure will be of the order of GBP1 million
of which GBP0.6 million relates to redundancy costs. The
Division's trading loss for the year is expected to be
approximately GBP0.75 million.
Bids are currently being invited for the Division's other site
at Kinghorn. The 25 acre site has a book value of GBP0.5
million. Approximately 10 acres of the site has been zoned for
residential development in the Kirkcaldy Area Local Plan.
Dividend policy for the year as a whole will be determined in
the light of the trading performance in the second half of the
year, and the progress with the disposal of the Kinghorn site.
CONTACT: PITTARDS PLC
Sherborne Road, Yeovil
Somerset BA21 5BA, England
Phone: +44 (0) 1935 474321
Fax: +44 (0) 1935 427145
E-mail: glovenquire@pittards.com
Web site: http://www.pittardsleather.co.uk
PITTARDS PLC
Knowsthorpe Road, Cross Green
Leeds LS9 0NP, England
Phone: +44 (0) 113 2495737
Fax: +44 (0) 113 2481812
E-mails: shoenquire@pittards.com
leathergoods@pittards.com
Web site: http://www.pittardsleather.co.uk
PURBECK SEALED: Calls in Administrators from Mazars
---------------------------------------------------
Timothy Colin Hamilton Ball and Lucinda Ann Field (IP Nos 8018,
9295) have been appointed administrators for Purbeck Sealed
Units (UK) Limited. The appointment was made October 22, 2004.
The company constructs building.
CONTACT: MAZARS
Clifton Down House
Beaufort Buildings,
Clifton Down, Clifton,
Bristol BS8 4AN
Phone: 0117 973 4481
Fax: 0117 974 5203
Web site: http://www.mazars.co.uk
SCOTT THOMSON: Liquidator to Present Final Report December
----------------------------------------------------------
IN THE MATTER OF THE INSOLVENCY ACT 1986
and
IN THE MATTER OF Scott Thomson (Whiterow) Limited
Notice is hereby given, pursuant to section 94 of the Insolvency
Act 1986, that a final general meeting of Scott Thomson
(Whiterow) Limited will be held at Bishop's Court, 29 Albyn
Place, Aberdeen on December 7, 2004 at 10:00 a.m. for the
purpose of having a final account laid before it showing the
manner in which the winding-up has been conducted and the
property of the company disposed of, and of hearing any
explanation that may be given by the Liquidator.
Members are entitled to attend in person or by proxy.
Gordon Malcolm MacLure, Liquidator
CONTACT: JOHNSTON CARMICHAEL
Bishop's Court
29 Albyn Place
Aberdeen AB10 1YL
Phone: 01224 212222
Fax: 01224 210190
E-mail: info@jcca.co.uk
Web site: http://www.jcca.co.uk
TRACKSIDE MANAGEMENT: Administrators from Stoy Hayward Move in
--------------------------------------------------------------
Shay Bannon and Antony David Nygate (IP Nos 8777/01, 9237) have
been appointed administrators for Trackside Management Limited.
The appointment was made October 28, 2004. Previously named
Zilli Enterprises Limited, the company manages restaurants.
CONTACT: BDO STOY HAYWARD LLP
8 Baker Street
London W1U 3LL
Phone: 020 7486 5888
Fax: 020 7487 3686
E-mail: london@bdo.co.uk
Web site: http://www.bdostoyhayward.co.uk
UNICREST DEVELOPMENT: Creditors' Meeting Set
--------------------------------------------
The creditors of Unicrest Developments Limited will meet on
November 22, 2004 commencing at 2:00 p.m. It will be held at
Sargent & Company Limited, 36 Clare Road, Halifax HX1 2HX.
Creditors who want to be represented at the meeting may appoint
proxies. Proxy forms must be submitted together with written
debt claims to Sargent & Company Limited, 36 Clare Road, Halifax
HX1 2HX not later than 12:00 noon, November 19, 2004
CONTACT: SARGENT & COMPANY LIMITED
36 Clare Road, Halifax HX1 2HX
WARTHOG PLC: Tiger Telematics Pays US$8.11 Mln for Subsidiaries
---------------------------------------------------------------
The board of Warthog plc has completed the sale of all of the
Company's subsidiaries to Tiger Telematics, Inc. together with
the transfer to TGTL of certain intra-group indebtedness due to
the Company.
The total consideration including assumed indebtedness is
US$8.11 million of which $1,113,000 will be paid in cash and
US$7 million satisfied by way of an allotment of 497,866 shares
of common stock in TGTL at US$14.06 per share, being the average
mid market closing price of a TGTL common share over the 14 days
preceding completion.
These shares are restricted stock and as such can only be traded
on or after the first anniversary of completion in accordance
with U.S. securities laws. Up to the Anniversary, these shares
will be held in escrow against any claim arising under certain
warranties, tax indemnities and completion account net asset
value adjustments set out in the sale and purchase agreement.
GBP150,000 of the cash consideration will also be held in escrow
until the Anniversary, pending specific warranties. The Company
has waived the balance of all other amounts due to it by its
former subsidiaries.
Upon completion of the transaction, the executive directors
Ashley Hall, Steven Law and Simon Elms together with one other
remaining employee of the Company will transfer employment to
TGTL leaving Ian Templeton FCA and David Robinson as non-
executive Directors of the Company. The Company has also
undertaken to change its name and will be calling an EGM to
effect such a change in due course and will at that time update
shareholders further.
The board of Warthog plc has sought to complete this transaction
as rapidly as possible (and therefore did not elect to seek
shareholder approval) because the group has continued to face
difficult trading conditions within the games development
industry, as reported in the Company's Final Results on 28
September 2004, which has put the group under ongoing financial
pressure.
In addition, TGTL required the transaction to be consummated as
expeditiously as possible, in conjunction with the commencement
of shipping of its Gizmondo product into the U.K. The
transaction leaves the Company having discharged substantially
all of its liabilities and with a valuable shareholding in TGTL,
which will be capable of realization in a year's time. The
realizable value of this shareholding depends entirely upon the
commercial success of TGTL and the performance of the TGTL
shares on the financial market.
The board considers, in conjunction with its advisers, that this
transaction represents the best available outcome for the
Company and its shareholders.
Tiger Telematics, Inc is listed on the 'NASDAQ Other OTC Market'
under symbol 'TGTL'. TGTL's publicly stated intention is to
apply for a listing on the 'NASDAQ National Market' in December
2004. TGTL is a designer, developer and marketer of mobile
telematics systems and services that combine global GPS
functions and voice recognition technology to locate and track
vehicles and people down to street level in countries throughout
the world.
The systems are designed to operate on GPS and are currently
being marketed to GSM current and potential subscribers,
primarily by the company's United Kingdom based subsidiary,
Gizmondo Europe Limited (GEL). GEL is a wholly owned subsidiary
of TGTL and is the maker of the Gizmondo, a next-generation
mobile entertainment device, which includes games, built-in
music, video, messaging and picture functions and GPS. On 29
October, TGTL began shipping its first generation product as
part of a strategic retail roll out in the U.K.
The transaction gives GEL access to existing games content and
porting technology to enable the transfer of titles developed
for use on other platforms on to the Gizmondo handheld device.
Warthog plc shareholders will therefore benefit from continued
investment in TGTL as it seeks to exploit the games content and
technical capabilities that the Company has developed over the
past few years.
As previously announced on 12 October 2004, GEL is interested in
8.62% of the Company's current total issued ordinary share
capital.
About the Gizmondo device
The Gizmondo is powered by a Microsoft Windows CE.net platform,
boasts a 2.8-inch TFT colour screen with a Samsung ARM9 400Mhz
processor and incorporates the GoForce 3D 4500 Nvidia graphics
accelerator. It provides cutting-edge gaming, multimedia
messaging, an MP3 music player, MPEG4 movie playing capability,
a digital camera and a GPRS network link to allow wide-area
network gaming. Additionally, it contains a GPS chip for
location based services, is equipped with Bluetooth for use in
multi-player gaming and accepts MMC card accessories.
The Gizmondo device and its games are due for launch in the UK
in the fourth quarter 2004 and in North American markets from
the first quarter 2005.
Further information on TGTL, GEL and the Gizmondo device can be
found at: http://www.tigertelematics.com or
http://www.gizmondo.com.
CONTACT: WARTHOG PLC
Ian Templeton
Chairman
Phone: 0870 122 5420
*********
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,
Liv Arcipe, and Julybien Atadero, 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
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Information contained herein is obtained from sources believed
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The TCR Europe subscription rate is US$575 per half-year,
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