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/raid1/www/Hosts/bankrupt/TCREUR_Public/020702.mbx T R O U B L E D C O M P A N Y R E P O R T E R E U R O P E Tuesday, July 2, 2002, Vol. 3, No. 129 Headlines * F I N L A N D * SONERA CORPORATION: Signs 5-year Collaboration Agreement With HP * F R A N C E * ALCATEL: Launches 3G/UMTS Services in Spain and Italy ALCATEL: Launches Real and Open End-to-end 3G Environ in China * G E R M A N Y * FAIRCHILD DORNIER: Talks With MAN Over Sale of Airplane Component KIRCHMEDIA: Wins DFL TV Rights for EUR 290MM LETSBUYIT.COM NV: Announces First-Quarter Results PHILIPP HOLZMANN: Hochtief Out of Race for Hozmann Unit JA Jones PIXELNET AG: Discontinues Double Mandate on Palombo, Kroha PIXELNET AG: IT Consultancy Will Close Tiefenbach Location * I T A L Y * FIAT SPA: Sells Ferrari Stake * I R E L A N D * ELAN CORPORATION: Eon Labs Win FDA Approval for Zanaflex Dosage * N E T H E R L A N D S * KPNQWEST: To Be Broken up After AT&T Walkout HAGEMEYER NV: Trading Update and Earnings Outlook in 2002 LAURUS NV: Shareholders Vote in Favor of Casino at AGM * P O L A N D * NETIA HOLDINGS: Creditors Vote in Favor of Arrangement Plan * S P A I N * AVANZIT: Acciona Decides to Withdraw Member From Avanzit Board * U N I T E D K I N G D O M * ANTISOMA PLC: Disclosure on Leventis Holding's Shareholding CLUBHAUS PLC: Announces H1 GBP 9.6MM vs GBP 25.30MM Last Year CLUBHAUS PLC: Appointment of New Non-Executive Chairman ENERGIS PLC: Will Decide on Rescue Package by Friday NTL INCORPORATED: Confirms Management Team for NTL Companies RAILTRACK PLC: Will Be Blamed for Rail Crash, Says Report SCOOT.COM PLC: BT Group Will Acquire Scoot.com for GBP 8MM RAILTRACK: Shareholders Group Accuse Government of Cover-Up CORUS GROUP: Divest 23% of AvestaPolarit for GBP 343MM ============= F I N L A N D ============= SONERA CORPORATION: Signs 5-year Collaboration Agreement With HP ---------------------------------------------------------------- Deal includes joint go-to-market strategy, R&D and outsourcing of datacenters to HP Sonera Corporation and Hewlett Packard (HP) Friday announced the global collaboration in the Information and Communication Technology (ICT) arena. The agreements signed include joint go-to-market strategy, research and development and outsourcing of Sonera's -- www.sonera.com -- datacenters to HP. The 5-year collaboration launches a new global force into the emerging ICT market and builds on the global alliance the companies announced in March this year. The joint go-to-market strategy enables HP to market Sonera's and HP's mobile and IT services under the HP brand and through HP distribution channels globally. The initial target markets in Europe are UK, Germany, Holland, Sweden and Finland, with plans to extend into other regions. The agreement enables service offering to Sonera's customers also outside of Finnish borders. Under the outsourcing agreement, Sonera will outsource its four datacenters and field services to HP in Finland. The deal includes transference of 120 people from Sonera to HP. The 120 Sonera employees will transfer to HP retaining seniority. According to the contract the operation of over 1300 servers will be transferred to HP. The contract is expected to deliver cost savings to Sonera through economies of scale of HP's outsourcing capabilities. The arrangement also enables Sonera to focus on high value application management services. Outsourcing arrangements primarily address customers in Finland, but will extend to other regions together with a shared go-to-market approach. The outsourcing agreement is subject to the approval of appropriate competition authorities, which is expected to take place by end of July 2002. The value of the outsourcing deal is confidential. Further, HP's and Sonera's R&D forces will collaborate by utilizing the technologies and know-how of both companies in identifying and developing new mobile services for the ICT market. This will result in bringing new, advanced services to the market faster, thus offering both companies competitive advantage and customers new, state-of-the-art mobile services. "This agreement with HP is an important and natural step in implementing Sonera's growth strategy. The cooperation between Sonera and HP improves both companies' abilities to serve our corporate customers", says Harri Koponen, CEO, Sonera Corporation. "This agreement underlines both the strength in IT infrastructure services that HP can now bring to table, and the momentum we are seeing in our managed services business", said Francesco Serafini, Senior Vice President, HP Services, EMEA. "The complimentary of both companies' capabilities bring new solutions to market for our global customers." HP is a global provider of products, technologies, solutions and services to consumers and businesses. The company offers IT infrastructure, personal computing and access devices, global services and imaging and printing. HP -- www.hp.com -- completed its merger transaction involving Compaq Computer Corp. on May 3, 2002. The company would have had combined revenue on a pro forma basis with the Compaq transaction of approximately $81.1 billion in fiscal 2001 and has operations in more than 160 countries. Sonera Corporation is provider of mobile and advanced telecommunications services. Sonera provides transaction and content services in Finland and in selected international markets. The company also offers advanced data solutions to businesses, and fixed network voice services in Finland and neighboring markets. Contact Information: Niklas Sonkin Executive VP Telephone: +358 2040 63496 Email: niklas.sonkin@sonera.com Paul Paukku General Manager HP Finland Telephone: +358 (9) 88 721 Email: paul.paukku@hp.com =========== F R A N C E =========== ALCATEL: Launches 3G/UMTS Services in Spain and Italy ----------------------------------------------------- Alcatel announces it has set up in Madrid a wide range of innovative 3G/UMTS mobile services, conducting voice, data and video communications. For the first time, 64Kbps circuit switched videotelephony international communications have been set up between a 3G/UMTS mobile terminal located in Madrid and another one located in Alcatel 3G Reality Centre in Italy. In video streaming, reaching 384 Kbps in packet mode, 3G terminals feature clips of the latest movie releases or the latest goals scored during the at the 2002 Soccer World Cup along with live TV signals. Since November, this first fully functional 3G/UMTS system in the capital of Spain has been showcasing the operational advantages that Evolium(TM) 3G/UMTS infrastructure solutions can offer to operators and carriers in the mobile wireless services' world. New applications, which are on display in Madrid, show a full range of third generation mobile services such as: Enabling Web Browsing, accessing online information, image transfers, video streaming & downloading or even transferring live video from a distant Webcam, through devices manufactured by Mitsubishi and Fujitsu, and which are similar to those commercially used in Japan. Marc Rouanne is President of Alcatel's Mobile Networks activities. The UMTS infrastructure platform that hosts these services is located in Madrid and uses Alcatel's Evolium(TM) UMTS solutions in line with the European 3GPP standards, including the UTRAN (UMTS Terrestrial Radio Access Network) radio systems, the Core network, a service platform and 3G terminals. The radio systems which include the UMTS base stations (Node B) supplied by Alcatel were developed and produced by Evolium SAS, the joint venture between Alcatel and Fujitsu. Alcatel designs, develops and builds innovative and competitive communications networks, enabling carriers, service providers and enterprises to deliver any type of content, such as voice, data and multimedia, to any type of consumer, anywhere in the world. With sales of EURO 25 billion in 2001 and 99,000 employees, Alcatel operates in more than 130 countries. Over 110 mobile operators worldwide rely on Alcatel's Evolium(TM) GSM/GPRS core and radio solutions. By creating Evolium SAS, an Alcatel-Fujitsu company, Alcatel clearly reinforces its position in both mobile infrastructure and mobile Internet. Evolium SAS combines Alcatel's expertise in GSM, GPRS, and EDGE as well as in ATM and IP technologies, with the advanced experience of Fujitsu as supplier of mobile communications company NTT DoCoMo. ALCATEL: Launches Real and Open End-to-end 3G Environ in China -------------------------------------------------------------- Alcatel, the world's largest telecom infrastructure vendor, Thursday officially launched its 3G Reality Centre in Shanghai - the first comprehensive, live, end-to-end environment for the development and testing of advanced mobile applications and data services in the fields of 2.5G/GPRS and 3G/UMTS in China. This builds on the first operational 3G infrastructure in China - set up by Alcatel - in October 2001, and leverages on Alcatel's worldwide 3G Reality Centre program. By partnering with local content and applications providers in its Shanghai 3G Reality Centre, Alcatel will provide mobile operators in China and the rest of the Asia Pacific region with a window on the latest services that are being developed in China, the world's largest mobile market. This network will be a key asset for mobile operators, especially in China, as they look to develop a complete service offering and profitable business model for next-generation mobile services. The Shanghai 3G Reality Centre is the flagship in Alcatel's rollout of a full network of 3G Reality Centres across the Asia Pacific region. Such Centres will be launched in Australia, South Korea, Japan and Malaysia as well. By bringing together operators and content owners with a unique range of vertical expertise and geographical coverage, the Shanghai 3G Reality Centre offers partners business-enabling solutions to create value-added end-user mobile services. The Shanghai Centre's strategic partners already include Fujitsu, long-term 3G infrastructure partner of Alcatel, as well as Intrinsic Technology of China and South Korea's WiderThan.com, leading wireless data enablers in the region. The Centre is mainly dedicated to customers in China, with Alcatel Shanghai Bell playing a key role in its establishment and future development. Alcatel's 3G Reality Centre program is a worldwide initiative with special emphasis on 3G/UMTS in Europe and Asia. Alcatel's 3G Reality Centres offer Alcatel and its partners, including local content and applications providers as well as handset suppliers, a live and comprehensive end-to-end environment for the development, validation and testing of advanced mobile applications and data services, in the field of 2.5G/GPRS, EDGE and 3G/UMTS. In Europe, a 3G Reality Centre has already been officially launched in Malm" (Sweden). Additional launches are planned in the coming weeks, built on existing Alcatel 3G infrastructures in Cascais (Portugal), Rijswick (Netherlands), Paris (France), Vimercate (Italy) or Stuttgart (Germany). Others are scheduled to be opened before year-end. Ron Spithill heads Alcatel as Executive Vice President and Asia Pacific President, while Marc Rouanne serves as President of Alcatel Mobile Networks activities. Visitors to this Centre can personally experience 3G communications with voice in circuit mode and data and high speed video images in packet mode, web browsing and file transfer protocol (FTP), video casting, gaming, video streaming and video on demand (VOD). All this will run on the latest Evolium 3G equipment and solutions, leveraging Alcatel's expertise in GSM, GPRS, and EDGE as well as in ATM and IP technologies, with the advanced experience of Fujitsu as supplier of NTT DoCoMo, which has had a UMTS commercial network in service in Japan since May 2001. Alcatel's 3G Reality Centre program is a worldwide initiative with special emphasis on 3G/UMTS in Europe and Asia. They offer Alcatel and its partners, including local content and applications providers as well as handset suppliers, a live and comprehensive end-to-end environment for the development, validation and testing of advanced mobile applications and data services, in the field of 2.5G/GPRS, EDGE and 3G/UMTS. Such centers are already operational in Shanghai (China), Vimercate (Italy), Lisbon (Portugal), Paris (France), Malmo (Sweden) and Stuttgart (Germany). ============= G E R M A N Y ============= FAIRCHILD DORNIER: Talks With MAN Over Sale of Airplane Component ----------------------------------------------------------------- Insolvent aircraft maker Fairchild Dornier GmbH is holding talks with truck manufacturer MAN AG over the sale of the company's airplane component production business, said a spokesman for MAN said, reports from AFX News said. According to AFX, news from Handelsblatt said MAN has expressed its strong interest in the acquisition of the component production business of Fairchild Dornier. However, the MAN spokesman said there is still no concrete result to speak of from the talks, the report said. Meanwhile, Alenia Aeronautica, the aeronautics division of Finmeccanica, is one of the potential investor for Fairchild Dornier's 728/928 regional jet project, AFX further reported. The insolvent company is said to be pinning its hopes on Alenia after Canadian plane maker Bombardier withdrew its support for the project last week. But the company has to wait for Alenia to complete its exercise of due diligence after several weeks, the report said. Earlier reports said that Fairchild Dornier is about to be broken up into four independent units. It will face insolvency proceedings beginning today, July 1. KIRCHMEDIA: Wins DFL TV Rights for EUR 290MM --------------------------------------------- A new company formed from the insolvent KirchMedia won the broadcasting rights to the next two seasons of the German Footbal League (DFL), said DFl president Werner Hackmann, a report acquired from AFX News said. According to the AFX report, Mr. Hackmann revealed "the new Kirchmedia will pay a licence fee of 290 mln eur for each of the seasons in 2002/2003 and 2003/2004." Moreover, Hackmann also said the new Kirchmedia has an option to obtain the rights for subsequent seasons in 2004/2005 and 2005/2006 for 295 mln eur and 300 mln for each season respectively, the report said. The report also said, KirchMedia won the Free-Tv, Pay-TV, online and foreign broadcasting rights. The newly formed KirchMedia is now in the process of seeking new investors. It is said to have beaten rival Herbert Kloiber over the battle for the DFL TV rights, AFX said. LETSBUYIT.COM NV: Announces First-Quarter Results ------------------------------------------------- In the first quarter ending March 31, 2002, net revenues of online retailing business LetsBuyIt.com N.V. -- http://www.letsbuyit.com-- amount to EURO 162,000 (Q1/2001: 734,000). Gross margin increased from EURO 95,000 (Q1/2001) to EURO 162,000. Operating loss amounts EURO 3.3 million (Q1/2001: EURO 15.2 million). Net loss per share was EURO 0.01 based on 307 million weighted average Shares outstanding compared to the first quarter of 2001 of EURO 0.19 based on 105 million weighted average Shares outstanding. The headcount of the Company at March 31, 2002, amounts to 23 following the end of the recent restructuring program (129 as per March 31, 2001). The Company states that the results of operations for the three months ended March 31, 2002 are not necessarily indicative for the full year 2002 since the Company has recently introduced a new buying model (direct shopping) and consolidated operations in Germany and the United Kingdom. Furthermore, the implementation of the "agency" business model and the restructurings in 2001 make it difficult to compare the current results with those of last year. PHILIPP HOLZMANN: Hochtief Out of Race for Hozmann Unit JA Jones ----------------------------------------------------------------- Hochtief AG was recently erased from the shortlist of bidders for JA Jones, insolvent company Philip Holzmann AG's US subsidiary, because its bid lower than the asking price, news acquired form AFX News said. Citing unnamed sources, the news said Hochtief offer of less than EUR 400 million was well under the JA Jones's price tag of EUR 500 million. Despite the company being out of the race, a spokes woman from Hochtief said it is still interested in buying JA Jones at the right price. But it would have to wait and see what happens, the report said. The bidders for JA Jones include Bilfinger Berger, the report also indicated. PIXELNET AG: Discontinues Double Mandate on Palombo, Kroha ---------------------------------------------------------- After the appointment of Dr. Gerhard Kohler as new CEO of PixelNet AG and the application for insolvency of the group's 100% subsidiary PHOTO PORST AG last week, PixelNet reports on further activities. With immediate effect, the Supervisory Board discontinued the double mandates of the PHOTO PORST managers Patrick Palombo and Dr. Walter Kroha. Palombo, who remains CEO at PHOTO PORST AG, was the Management Board member at PixelNet AG responsible for Marketing, Sales and International Business. As co-founder of PixelNet AG responsible for operating business as well as for Research and Development Dr. Walter Kroha remains a Management Board member at PHOTO PORST AG. In future the two managers will dedicate themselves exclusively to PHOTO PORST AG. At PixelNet, within the context of the restructuring, PixelNet AG Management Board's newly appointed CEO, Dr. Gerhard Kohler, will be responsible for the areas of Strategy, Human Resources, Legal Issues, Investor/ Public Relations and Finance. Georg Kellberger, also a member of the management board, will assume responsibility for business operations, the entire Technology area, Research and Development and Foreign businesses. PIXELNET AG: IT Consultancy Will Close Tiefenbach Location ----------------------------------------------------------- As a result of the group's restructuring, the closure of the Tiefenbach operations with the resulting loss of jobs will be resolved on July 31, 2002. This is a drastic structural measure for the organization. In difficult business conditions, the company is aiming to reduce its fixed costs. This measure will affect 31 employees - primarily from the areas of Marketing/ Sales and Administration. All measures are to take place in line with existing work agreements. The operating business will be concentrated at its main location at Wolfen. The head office in Sachsen-Anhalt accommodates the digital competency center of the company. Customer Service will not be afftected by this measure. The company develops, designs and configures business strategies, marketing solutions, Internet and Intranet connections for industrial customers. Pixelpark has subsidiaries in Germany, Austria, Switzerland, France, the U.K. and the U.S. The range of services includes strategic management consulting, design implementation of complex web based solutions, technical integration into existing IT systems and the handling of logistics. Bertelsmann AG holds 60.3% stake in Pixelpark AG. ========== I T A L Y ========== FIAT SPA: Sells Ferrari Stake ------------------------------- Troubled Italian company Fiat SpA, has finally decided to sell its Ferarri stake for 755.2 mln eur in the hope to cut debts, a report from CNN said. The report indicated that Italy's biggest investment bank, Mediobanca is planning to buy 24 percent of the sports car maker Ferrari with a value of 2.4 bln eur. The bank is also planning to sell shares and float Ferrari by June 2003. Earlier, Fiat had intended to sell the Ferrari stake on the stock market this year as part of plans to decrease debt by 3 mln eur. However, because of the continuing slump of the stock market around the world, Fiat did not gain the money it wanted, the report said. Fiat's decision to sell the Ferrari stake came amid the recent appointment of its new chief executive Gabrielle Galateri, who was drafted in to help save the car business. The appointment also came after Fiat's debt rating was downgraded by Moody's a notch higher from junk status. But even with the sale of its stake in Ferrari, Fiat might still be forced to sell 80% of Fiat Auto, its loss-making unit. In its statement, Moody's inferred that the sale of Fiat Auto would mark the debt-ridden company's survival, CNN reported. ============= I R E L A N D ============= ELAN CORPORATION: Eon Labs Win FDA Approval for Zanaflex Dosage --------------------------------------------------------------- Elan Corporation, plc announced on its statement to the press Friday that Eon Labs received FDA approval for its generic Zanaflex 4mg dosage form. In Q1, 2002, Elan recorded total Zanaflex net sales for its 2mg and 4 mg dosage forms of $53.7 million, of which $40.3 million, or 75%, was attributed to the Zanaflex 4mg dosage form. This represented approximately 9% of total revenue for the quarter. Approximately 75% of prescriptions written for Zanaflex are for the 4mg dose. The group expect sales in Q2, 2002 to be at levels similar to or higher than in Q1, 2002. Based on the immediate launch of a generic for the 4mg dose, ELAN expect that total net sales for Zanaflex in Q3 and Q4 of 2002 will be at levels lower than in the first half of the year. The remainder of Elan's product portfolio is performing well and will be enhanced by the realignment of our sales force to optimise the profitability of our top 10 brands. The cost of goods for Zanaflex, which is manufactured by a third party supplier, is approximately 25% of net sales. Elan also incurs substantial discretionary sales, marketing and promotional expenses on Zanaflex that will be eliminated going forward. Elan has a product enhancement strategy for Zanaflex that will continue to be pursued. This includes new formulations and dosage forms and other enhancement strategies. The company will quantify the financial impact of the Zanaflex 4mg generic approval and the recent reorganization and sales force realignment and will provide guidance for the remainder of 2002 on our Q2 earnings call. Elan is a global, fully integrated biopharmaceutical company headquartered in Ireland, with its principal facilities located in Ireland and the U.S. Elan is focused on the discovery, development, manufacturing, selling and marketing of novel therapeutic products in neurology, pain management and autoimmune diseases and the development and commercialisation of products using its extensive range of proprietary drug delivery technologies. Elan shares trade on the New York, London and Dublin Stock Exchanges. Contact Information: Elan Corporation, plc Investors Relations: U.S. Jack Howarth Telephone: 212-407-5740/800-252-3526 Investors Relations: Europe Emer Reynolds Telephone: 353-1-709-4000/00800 28352600 ===================== N E T H E R L A N D S ===================== KPNQWEST: To Be Broken up After AT&T Walkout --------------------------------------------------------- Insolvent data network KPNQwest is set to be divided and parts of it sold this weekend following AT&T's refusal to make a bid for the KPNQwest's European network last Thursday, the Financial Times said. The report said this is bad news for creditors who were looking forwards to the sale of an entire network in the hope to realize any remaining value. AT&T reasoned that it needs more time to exercise due diligence. It also refused to give out a formal offer last Friday. AT&T's walkout spells the end of KPNQwest's hopes of selling the entire backbone to obtain returns. The only bank creditors are said to have the chance of reclaiming any investment, the paper said. With AT&T out of the picture, the only bidder left is Dutch private equity firm Trimoteur, which is preparing a bid of up to ?10mb for KPNQwest's French network. HAGEMEYER NV: Trading Update and Earnings Outlook in 2002 --------------------------------------------------------- After a weak first quarter as anticipated, market conditions for the consumer marketing services business of Hagemeyer Group's core PPS (Professional Products and Services) and other activities have remained weak throughout the second quarter. However, sales and operating profit development in the second quarter has been worse than anticipated in some of our key PPS markets, notably the UK and Nordics and as a result it is estimated that the PPS division's adjusted organic growth will be 4.6% negative for the first half year. These developments will adversely impact the Group's results for both the first half and the full year. This impact as described below is almost entirely due to the soft global market conditions. The PPS division as a whole has improved its already strong market position. This gives us confidence as we continue to implement our strategic change program, that Hagemeyer will be well positioned to take advantage of upturns in its markets as they occur. Taking each of key markets on PPS: Europe The developments in European economies have led to volume and margin pressure. The construction and installation (C&I) markets have declined and this has led to a year on year reduction in sales to customers in this segment. Sales to industrial customers, a Hagemeyer strategic initiative, however developed positively during the first six months of the year. This is primarily a result of adding new customers although as a result of the softness in the economy the build up of sales has not been as fast as we had anticipated. UK Hagemeyer UK has improved its market share, however markets have noticeably softened in the second quarter which has had an adverse impact on both sales and gross margins. At the same time expense levels have been under pressure which, combined with the softness in sales, has led to a significant drop in U.K. operating income. Expense levels were under pressure primarily for the following reasons: - Hagemeyer UK has suffered a temporary increase in pension costs prior to changing the pension scheme to a defined contribution scheme in April. - As part of the strategic change program the sales teams have been integrated and reorganized into two key divisions, electrical and industrial with further customer segmentation therein, the procurement function has been centralised, ICT and transport outsourced, a new shared service center opened and the new regional distribution center at Runcorn is nearing completion. The resulting redeployment of a significant number of staff has led to a temporary increase in costs. - Hagemeyer UK is in the middle of the roll out phase of its new ICT platform, which started at Eastern Electrical and Parkers. To support the further roll out to the rest of the UK group a new ICT infrastructure has been put in place. The associated increase in costs will be more than offset through structurally lower expense levels after the UK roll out has been completed. The completion of the change program will give us a business and ICT platform capable of delivering superior and sustainable growth in UK earnings. Nordic Region In the Nordics the negative growth in the first quarter of the year in C&I sales has continued throughout the second quarter and the rate of growth in industrial sales has diminished significantly, particularly in telecoms. The reduction in economic activity has led to a lower build up of sales from outsourcing contracts already won, whilst costs for the fulfilment of these new contracts, including telecoms in Brazil, are being incurred, leading to temporary pressure on operating margins. Central Europe In Germany the construction and installation markets have continued to significantly underperform with no sign of recovery despite further consolidation in the sector. In Bavaria the new logistics model, based around regional distribution centers, has been successfully tested and will be rolled out in Central Europe over the next two years. This together with the restructuring of the branch network in turn will lead to structurally lower expense levels. In addition, the headcount reduction program announced in late 2001 is expected to be completed by the end of the year. North America The severe downturn in the major sectors in which we operate in the US, such as industrial manufacturing, oil and gas, communications and electrical contracting continued throughout the first six months of 2002. As a result of our mutual dependency with our customers on the current market conditions, we experienced double digit negative organic growth versus the first half of 2001, when we were one of the few distributors in our industry still experiencing positive organic growth. The continuing slow economy is having an impact on the development of the gross margin. Customers are striving to immediately reduce expenses in relation to a declining sales base. Purchasing professionals are being charged with creating price savings rather than supply chain cost reduction, where Hagemeyer is strong. We do not consider this reliance on the targeting of immediate price reductions as a long term trend. In the short term, however, it is a factor that impacts the current year's financial results and hampers our goal of sustainable profitable expansion of our integration and outsourcing services. While we continue to be extremely cost conscious, further cost reductions have to be balanced against the need to preserve our capability to provide value added solutions through the business cycle. Thus, the combination of gross margin pressure and in particular the declining sales volumes will severely impact our US operating margins. In spite of the tough conditions experienced in the first half of 2002, we integrated the sales forces of our three operating companies into one Hagemeyer North American sales team, organized on clearly defined customer segments. This increases our customer focus, facilitates cross-selling and broadens our product and service offering to the market. Asia-Pacific In Australia PPS markets are slowly recovering and HEG is expected to achieve positive organic growth in the second quarter of 2002. ITPS Although markets remain deeply depressed with accompanying pressure on gross margins, Tech Pacific is gaining market share in most of its key markets. In combination with stringent cost control, operating margins are expected to slightly increase in the first half of 2002 compared to the same period last year. Other Businesses Our European and US consumer electronics businesses are feeling the full impact of the economic slowdown, while on the other hand HCL continues to perform strongly. Despite pressure on consumer spending the financial performance of our Other Businesses continues to be satisfactory. Earnings outlook Against the background of a strong performance in the first half of 2001 with reported organic growth of 4.3% and a 10% increase in cash earnings per share, the lower volumes experienced in the second quarter of 2002 together with continued pressure on margins and costs means that we now estimate that cash earnings per share for the first half of the year will be approximately 40% below the same period last year. As our markets started to decline in the second half of 2001, the basis for comparison of our results for the remainder of the current year will be lower. However, we do not yet see momentum being generated in our markets and anticipate that trading conditions for the rest of the year will continue to be challenging. This makes it difficult to predict with any accuracy results for the full year. As stated earlier, it is important to emphasize that we will continue with the implementation of our strategic change process and be in a position to take advantage of upturns in our markets as they occur. LAURUS NV: Shareholders Vote in Favor of Casino at AGM ------------------------------------------------------ At the Annual General Meeting of Shareholders held Friday, Laurus' shareholders voted in favor of the transaction with Casino. Almost 60% of the shareholders voted in favor of the transaction. Laurus shareholders vote in favor of Casino deal by clear majority, the Dutch retail group's announced on its press release on June 28. According to AFX News, Guichard-Perrachon et Cie took a 38.6 % stake in the company for EUR 200 million. Eric Albada Jelgersma, who has 34.3% stake in Laurus, did not vote after he was unable to present an alternative bid during the Laurus's AGM. =========== P O L A N D =========== NETIA HOLDINGS: Creditors Vote in Favor of Arrangement Plan ----------------------------------------------------------- Netia Holdings S.A., Poland's largest alternative provider of fixed-line telecommunications services, announced to the media Friday that the majority of creditors of Netia Holdings S.A., representing over 95% of total value of claims, voted on June 28, 2002 in favor of the arrangement plan submitted to the court in Warsaw. The arrangement plan for Netia Holdings S.A. is currently awaiting the required approval by the court; the hearing regarding this approval was scheduled for July 2, 2002. As previously announced, filings for the opening of arrangement proceedings and approval of the arrangement plans were made by Netia Holdings S.A. and two of its subsidiaries, Netia Telekom S.A. and Netia South Sp. z o.o., all in connection with Netia's debt restructuring pursuant to the Restructuring Agreement signed on March 5, 2002. On June 25, 2002 the court approved the arrangement plan for Netia Telekom as voted on by its creditors on June 24, 2002. A deadline for verifying claims of creditors of Netia South, the last Netia group company under the Polish arrangement proceeding, was set for July 16, 2002. The date for voting of creditors of Netia South has not yet been set. ========= S P A I N ========= AVANZIT: Acciona Decides to Withdraw Member From Avanzit Board -------------------------------------------------------------- Madrid-based construction Grupo Acciona SA defends its decision in a statement Friday saying the withdrawal of its member from Avanzit's board reflected differences over the technology company's management and its administrative controls. According to a report obtained from AFX News last week, Acciona said its stake in Avanzit SA is "financial". The report adds that it does not form part of any of the group's "strategic" business lines with not intention of renewing its participation in the management of Avanzit. Acciona has a substantial stake in Avanzit. Last month, Avanzit the parent company and its fully-owned Avanzit Telecom unit filed for receivership, after failing to reach an accord with the banks to restructure its debt of over EUR 286 million. =========================== U N I T E D K I N G D O M =========================== ANTISOMA PLC: Disclosure on Leventis Holding's Shareholding ----------------------------------------------------------- London-based drug manufacturer Antisoma plc said Thursday that on June 25, 2002, Leventis Holding S.A. disposed of its beneficial interest in 3,000,000 ordinary 1p shares (representing 1.45% of Antisoma's issued ordinary share capital) on June 25, 2002. The balance of shares now held by Leventis Holding S.A. (28,293,378) represents 13.65% of the Company's issued share capital. Contact Information: Raymond Spencer Chief Financial Officer Telephone: +44 (0)20 8799 8200 CLUBHAUS PLC: Announces H1 GBP 9.6MM vs GBP 25.30MM Last Year ------------------------------------------------------------- Clubhaus PLC, which owns and operates leisure businesses and facilities in the UK and Continental Europe, on Friday announced that the group incurred pretax loss of GBP 9.6 million for the first half to March 31. vs a loss GBP25.30 million the previous year. According AFX News, the first half of the business year's activities were dominated by the group's restructuring which was successfully completed in May. Clubhaus posted a turnover of GBP14.9 million in the first half, down from GBP19.2 million the previous year, the report adds. Sales of new memberships in the UK rose to over 15% from January through to March totaling over 4,400. From a cost perspective, overseas trading continued to disappoint although overall membership subscriptions showed healthy increases Clubhaus said. The board disclosed that trading conditions remain tough in continental Europe and the disposal of the group's assets in that region remains a priority. Charlie Parker, Clubhaus' managing director, assumes that if the non-core asset disposals will be completed, the financial position of the group will significantly improve and the true value of the core Country Club business can be realized. Though the performance of certain clubs are not yet satisfactory, Parker said no provision for impairment is considered necessary at the half year. The group, following the conclusion of the restructuring, has pro forma net assets of approximately GBP 19.7 million, a new 7-year- bank facility with Barclays Bank, a reduced debt burden in the shape of the remaining GBP 15 million senior notes and improved cash flows in terms of the greatly reduced interest costs attached to the senior notes. The restructuring cost will eventually total approximately GBP 3.1 million. Of this figure, about GBP 1.4 million was either paid or committed at March 31, 2002 and therefore expensed, influencing the overall results for the period. The board said the immediate strategy for the group has two clear goals. First, Clubhaus aims to continue to focus on the UK Country Club business and to improve the returns from these clubs. The continued operations of these businesses is hoped to have positive effect in terms of membership sales while implementing efforts to reduce operating cost. Secondly, the level of gearing and the under performance of the group's other assets has reinforced the group's determination to dispose of these assets. While no sale contracts, except for Chesfield Downs, the board said it has made good progress towards its objective of realizing substantial disposal proceeds before the end of the calendar year. CLUBHAUS PLC: Appointment of New Non-Executive Chairman ------------------------------------------------------- The Board of Clubhaus PLC Friday announced the appointment of Mr John Hume as Non-Executive Chairman with immediate effect. Mr Hume is a solicitor advocate of 32 years experience having qualified in 1970 with Titmuss Sainer & Webb (now Dechert), where he became a partner in 1973. At Titmuss Sainer & Webb he was head of litigation for ten years until he left in 1997 to join a legal practice specializing in advizing corporations on a range of commercial matters. Mr Hume is Master of the City of London Solicitors Company, member of the International Bar Association and President of the City of London Law Society. Commenting on June 28's appointment, Charlie Parker, Managing Director of Clubhaus PLC, said: "We are delighted to welcome John to the Board. Having advised the Board during the recent financial restructuring, he has already an excellent knowledge of the Company and our business. He has had a formidable career as a litigator, is an expert in the field of corporate governance and we believe that his strong counsel and drive will be very helpful to Clubhaus post the restructuring. "We also look forward to announcing an additional non-executive appointment in the near future." Contact Information: John Hume Non-Executive Chairman Charlie Parker Managing Director Telephone: 01732 835 900 ENERGIS PLC: Will Decide on Rescue Package by Friday ---------------------------------------------------- U.K. telecom service company Energis has to decide on Friday whether it will accept the a GBP600-700 million buyout offers from Carlyle Group and Apax or face its fall, reports obtained from BBC News said. The reports said that the company owes its bankers debts amounting to more than GBP700m. It also owes its bondholders GBP1bn. The company's banks have been pressing for a better deal because the sum on offer will still force heavy write-offs by creditors. Hence, the company is pushing for a better deal, the reports said. However, with the telecom industry's troubled situation, it is unlikely that Energis will get an improved offer. During the 1990s, Energis was one of the U.K.'s biggest telecom companies, valued at GBP14bn. But now, it is believed that its shares are worth only pennies. Its customers are now considered its only main assets according to the Financial Mail, BBC said. Carlyle Group, one of the firms interested in buying Energis, is a U.S.-based investment group that has former U.S. President George Bush as a board member. NTL INCORPORATED: Confirms Management Team for NTL Companies ------------------------------------------------------------ NTL Incorporated, confirmed Friday that NTL's restructuring plan, with the support of the committee of its creditors, will provide for the continuation of Barclay Knapp and his management to lead the newly formed NTL companies after emergence from the U.S. Chapter 11 cases. Members of the committee hold in the aggregate over 50% of the face value of NTL and its subsidiaries' public bonds. As part of the new management structure, John Gregg, currently CFO of NTL Incorporated, will become co-Managing Director and CFO of NTL Euroco upon emergence, and will also serve as CFO of NTL UK and Ireland until a CFO for NTL UK and Ireland is named. Brad Eric Scheler, counsel to the creditors' committee and a senior partner with Fried Frank Harris Shriver & Jacobson, commented, "During this process we have been working closely with Barclay Knapp and know him well. His determination to ensure that NTL continues to prosper and grow is evident in everything he does and we are confident that he is the right man to lead the company going forward. NTL's management team has performed admirably throughout this difficult process, and we believe they will deliver great things for NTL's future." Barclay Knapp commented: "I am gratified by the support of the creditors' committee - the future majority owners of the company - for my team. We have been working hand in hand with the committee, our banks, and all of NTL's constituents to complete a successful recapitalization process as quickly as possible - and we remain on track. "John Gregg has been invaluable in the recapitalization process, and will continue in his normal roles until completion. Upon emergence, John will be taking his considerable skills to a more combined operational and financial role as co-Managing Director and CFO at NTL EuroCo. "We at NTL all share a passion for the company and our industry, and we welcome and appreciate the opportunity to lead both companies going forward." The continuation of Mr. Knapp and the management team will be included as an integral part of NTL's joint reorganization plan, and will therefore be dependent upon overall approval of the plan pursuant to its terms. In addition, the creditor's committee is in the process of constituting new Boards of Directors for each of the reorganised companies. NTL and the creditors' committee expect to make an announcement regarding these appointments later this summer. As announced on May 8, NTL has filed a Chapter 11 "prearranged" Plan of Reorganization under US law. On May 2, NTL announced that the Company, a steering committee of its lending banks and an unofficial committee of its public bondholders had reached an agreement in principle on implementing a recapitalization plan. The members of the bondholder committee hold in the aggregate over 50% of the face value of NTL and its subsidiaries' public bonds. In addition, France Telecom and certain other holders of the Company's preferred stock have also agreed to the plan. On May 24, NTL filed an amended plan of reorganization and a disclosure statement. The court has set July 12, 2002 as a hearing date to consider approval of the disclosure statement. On June 21, an official committee of creditors, comprising the members of the unofficial committee of public bondholders and three additional members, was appointed by the US Trustee to oversee the Chapter 11 cases. NTL offers a wide range of communications services to homes and business customers throughout the U.K., Ireland, Switzerland, France, Germany and Sweden. RAILTRACK PLC: Will Be Blamed for Rail Crash, Says Report --------------------------------------------------------- New findings on the investigation of the rail crash at Potters Bar that killed seven people will name Railtrack Plc to blame, aside from Jarvis Plc, a report from Bloomberg said. Citing unnamed sources, the Bloomberg said maintenance failures and not sabotage caused the accident on May 10. The U.K. Health and Safety Executive's report, which will be released within the week, will blame Railtrack Group Plc for its failure to ensure that Jarvis Plc's responsibilities are clear, the report said. It is said that the executive's report will also find Jarvis Plc guilty of not following proper maintenance procedures at the crash site, Bloomberg said. Jarvis Plc is an outsourcing company hired by Railtrack Plc, owner of the U.K.'s railroad stations and tracks, to handle maintenance work. SCOOT.COM PLC: BT Group Will Acquire Scoot.com for GBP 8MM ---------------------------------------------------------- Insolvent on-line directories company, Scoot.com plc will be bought for GBP8m by British Telecom, marking the end of Scoot's financial woes, reports from the Independent and the Guardian said. British Telecom has agreed to buy the Scoot directories business for GBP5m, also taking on its GBP3m worth of liabilities. The company is planning to incorporate Scoot into its consumer division, the reports said. In addition, the reports observed that the British Telecom's acquisition of Scoot marks the end of its troubles. The loss-making Scoot was valued at an estimated GBP2bn two years ago---during the peak of the dot.com boom. Its shares drastically collapsed to 0.5 p from 351.5p in the past year, the reports indicated. Now, the insolvent company is to be bought by British Telecom with just a fraction of its former value. An ironic fact but also a move welcomed by Scoot. The move came amid shareholders dissent at selling the company. Scoot however, said that if shareholders fail to vote in favor of the sale, the company will be forced to start insolvency proceedings soon, the reports said. Moreover, the reports said Scoot has indicated that it will inject a separate trading business into the company if the British Telecom deal will push through. It will also return cash to shareholders. However, it also said that its directors would seek a voluntary winding-up in case the company cannot realize shareholder value by injecting a new business within the period of six months, the reports said. RAILTRACK: Shareholders Group Accuse Government of Cover-Up ----------------------------------------------------------- The Railtrack Private Shareholders Action Group (RPSAG) is accusing the U.K. Government for preventing the disclosure of substantial documents linked to Railtrack's downfall, the Independent reports. According to the Independent, the group has claimed they have reasons to believe that "the o500m offer to buy Railtrack will stop information relating to former Transport Secretary Stephen Byers' decision to put the company into administration." It is said that the conditions of the offer from government-baked Network Rail include that Railtrack Group Plc will withdraw legal action and promise to withhold certain documents to shareholders, the paper said. "This gagging agreement indicates clearly that the Government has something to hide and that the company has material that will embarrass the Department of Transport. This is a disgraceful act intended to cover up its wrongdoing," says Andrew Chalklen, chairman of RPSAG. Railtrack has already agreed to terms for the buyout last Thursday, June 27. It is seen that investors could get 244p to 255p a share. Next month, shareholders will convene to decide on whether to accept the offer or not. If they do, they will still retain right to file a legal case against the government, the paper reported. The RPSAG has about 22,000 members. CORUS GROUP: Divest 23% of AvestaPolarit for GBP 343MM ------------------------------------------------------ Corus Group plc announces that it has agreed to sell its entire 23.2%. stake in AvestaPolarit Oyj Abp to Outokumpu Oyj for EUR6.55 per AvestaPolarit share in cash equating to approximately EUR530 million. The price represents a premium of 25% to AvestaPolarit's closing mid-market price per share on June 28, 2002 of EUR5.25. Corus will also receive EUR25 million in cash from Outokumpu as consideration for the early termination of the shareholders' agreement between Corus and Outokumpu entered into in connection with the formation and listing of AvestaPolarit in January 2001. The total proceeds received by Corus of some EUR555 million (approximately GBP359 million) will be applied to reduce debt and further strengthen the group balance sheet. The sale, which is subject to regulatory approval from the European Commission, is expected to be completed by the middle of August. Under Finnish GAAP, AvestaPolarit reported profits before tax of EUR129 million on net sales of EUR2,851 million for the year ended December 31, 2001 and at that date had net assets of EUR1,214 million. Under UK GAAP, AvestaPolarit contributed a pre-tax profit of GBP6.8m to the Corus results for the year to December 31, 2001. The net assets attributable to AvestaPolarit as at December 31, 2001 were GBP255 million, which, together with goodwill attributable to AvestaPolarit of GBP93 million, represented a total carrying value at that date of GBP348 million. The dividend received by Corus from AvestaPolarit during 2001 amounted to GBP7.7 million. Commenting on the sale, Tony Pedder, Chief Executive of Corus said: 'Having examined a number of options, we have concluded that a sale of our minority stake in AvestaPolarit delivers the best value to our shareholders. The disposal realizes our investment at a good price, increases the focus of our activities and provides us with financial flexibility to enhance our core business in carbon steel products and services.' AvestaPolarit is one of the world's leading stainless steel producers and was formed on January 22, 2001 by the merger between the stainless steel division of Outokumpu and Avesta Sheffield AB, at the time a 51%-owned subsidiary of Corus. On completion of the merger, Outokumpu and Corus held 55.3 % and 23.2% of AvestaPolarit respectively. Since listing on the Helsinki and Stockholm stock exchanges on January 30, 2001, AvestaPolarit's share price has risen by 59 % to EUR5.25 on June 28, 2002. In its first quarter results for the three months ended March 31, 2002 AvestaPolarit reported profits before tax of EUR72 million on net sales of EUR769 million and at that date had net assets of EUR1,287 million. The dividend received by Corus from AvestaPolarit during the first quarter amounted to GBP4.0 million. The exchange rate used for translating the consideration amounts in this announcement is GBP0.647 per euro. Other values are translated at exchange rates pertaining at the time. 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